Hong Kong Statutory Registers: The Five Books, Where to Keep Them (2026)

At a glance

The most common misunderstanding: “not filed with the government” does not mean “not required to exist”. These five registers stay with the company, but the moment someone entitled to inspect asks, you have to produce them — not being able to is the problem.

What does each of the five record?

Register of members (shareholders) — who the shareholders are, when they came in, and how many shares they hold. This book is the first-hand evidence of who owns the company; on a sale, a capital raise, or a bank’s background check, it is usually the first thing anyone asks for.

Register of directors (s.641) — directors’ particulars. One detail worth noting: a director’s usual residential address and full identification number are “protected information” and are not disclosed in the version available for public inspection; the public version substitutes a correspondence address and shows only part of the identification number.

Register of company secretaries (s.648) — the Ordinance permits this to be kept separately from the register of directors. Where the secretary is a natural person, the register records their correspondence address, not their usual residential address (s.650(1)(a)) — many people copy across a home address without thinking, when the provision is quite specific.

Significant controllers register — the people who really control the company behind the scenes. Every company incorporated or re-domiciled in Hong Kong (listed companies excepted) must keep one, in force since 1 March 2018. Who counts as a significant controller: the significant controllers register explained.

Register of charges — charges created over the company’s assets. A company with no borrowing and no security has an empty one, but the register itself still has to exist.

Can they be kept at the service provider’s office?

Yes, subject to conditions. The Ordinance requires these registers to be kept at the registered office, or at a place in Hong Kong prescribed by the Companies (Inspection and Provision of Copies of Company Records) Regulation (Cap. 622I) (ss.641(3), 648(3)). The key words are “in Hong Kong” — moving them to a mainland office does not comply.

If you choose somewhere other than the registered office (a company secretary’s office, for instance), form NR2 (Notice of Location of Registers and Company Records) has to be filed with the Companies Registry within 15 days of first keeping them there, or of the location changing. This is the form most often missed: the office moves, the provider changes, the registers move with them, and the NR2 never gets filed. Moving the registered office itself is a separate matter — see choosing and changing a registered office address.

Who is entitled to look at them?

Not everyone who wants to, but not sealed off either.

The significant controllers register is the clearest case: not filed with the Companies Registry, but kept available for inspection by law enforcement officers. For the other registers and company records, where and how they may be inspected, and whether a fee applies, is set out in the Companies (Inspection and Provision of Copies of Company Records) Regulation (Cap. 622I) — so there are statutory rules, not the company’s own discretion. And how complete the company’s own register is, versus how much is disclosed externally, are two different things: a director’s usual residential address and full identification number are protected information and are not fully shown in the public version.

Why does the significant controllers register need extra attention?

Because it comes with a staffing requirement: every company must designate at least one “designated representative” to assist law enforcement officers with that register.

A designated representative is not a name to be filled in casually. Under the Companies Registry’s guidance, they must be a shareholder, director or employee of the company (a natural person resident in Hong Kong), or an accounting professional, a legal professional, or a licensed trust or company service provider. The owner or a Hong Kong-based colleague can do it; but where the shareholders and directors are all outside Hong Kong, in practice it goes to a service provider — AIcountant is itself a licensed Hong Kong trust or company service provider (TCSP) and can take this role.

What actually happens if you do not keep them?

The Companies Ordinance’s record-keeping and filing requirements are not suggestions. Where they are not complied with, the company and every responsible person — including every director, the company secretary and any manager — may be prosecuted, and on conviction face a default fine, with a daily fine on top for a continuing default. On filing a specified notice, failing to deliver on time carries a fine of up to HK$25,000 per default, with a further HK$700 per day for a continuing default.

Beyond fines, the more common pain is simply not being able to produce them: a bank review, a buyer’s due diligence, a shareholding dispute needing proof of who owns what — reconstructing them under time pressure means dates and facts that do not line up, and what you produce becomes a fresh problem in itself.

For a new company, what should be set up at the start?

Three steps: ① open all five registers, including an empty one where it does not apply (no charges, for example); ② decide whether they sit at the registered office or another Hong Kong address, and file NR2 within 15 days if it is not the registered office; ③ appoint a designated representative and record who it is. After that, every change of director, change of secretary or transfer of shares updates the register and the form together — the annual return NAR1 is only an annual snapshot, and day-to-day maintenance rests on these registers and on minutes and resolutions.

If your company has been running for a while and there are several items above where you cannot answer “where is it” and “who is responsible”, it is worth having someone review it. This kind of catching up is cheaper the earlier it is done. Talk to us, or if you are already looking for someone to take over the day-to-day company secretary work, get started.

This article reflects the Companies Registry’s latest published guidance (cr.gov.hk); form fees and administrative arrangements are adjusted from time to time, so the official site governs. This is general information, not professional advice; individual situations warrant advice from a professional.