Hong Kong’s Companies Registry has announced a unique business identifier (UBI) system for all entities under the administration of the Registrar of Companies.
This is the second stage of introducing the system, which takes effect from 27 December 2023, and will be accompanied by 117 revised forms that are valid from the same date.
UBI enables legal entities to be distinctly identified in transactions and regulatory interactions. The business registration number (BRN – the first eight digits of the business registration certificate number) assigned by the Business Registration Office of the Inland Revenue Department will be adopted as the UBI of all companies and entities in Hong Kong.
For companies or entities without a BRN, such as companies exempted from registration under the Business Registration Ordinance, their UBI will be derived from a dummy BRN converted from the previous company number or company registration number of the companies or entities in the registry’s records.
The UBI system is being implemented in two phases: the first phase for limited partnership funds took effect from 1 November 2021, and the second phase covering limited companies and all other entities will be implemented simultaneously with the launch of the Companies Registry’s revamped Integrated Companies Registry Information System on 27 December 2023.
Key features of phase 2 include:
- BRN will be adopted as the number on certificates of incorporation, registration and change of name, issued by the Companies Registry;
- BRN will have to be quoted on specified forms and documents delivered to the companies registry, instead of the existing company registration number; and
- BRN will be the key number for searching and identifying a company or entity under different services of the Companies Registry.
Associated forms have been revised to allow:
- The BRN to be adopted as the UBI of a company or entity;
- A new structured format for reporting addresses; and
- A revised format for reporting details of shareholders.
There will be a six-month transition where both old and new forms will be accepted, except:
- Forms NNC1, NNC1G, NNC5 and NN1 have a shorter transitional period of four weeks. Only new forms will be accepted from 25 January 2024 onwards; and
- Forms for open-ended funds do not have any transitional period.
Business Law Digest is compiled with the assistance of Baker McKenzie. Readers should not act on this information without seeking professional legal advice. You can contact Baker McKenzie by e-mailing Howard Wu (Shanghai) at firstname.lastname@example.org