Q:
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What type of companies are required to register a charge with Companies Registry (“CR”)?
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A:
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Any local companies or registered non-Hong Kong companies are required to register a registrable charge with CR.
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Q:
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What kind of charge required to be registered?
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A:
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Only specified charge required to be registered which defined under section 334 of Companies Ordinance:
1.
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a charge on uncalled share capital of the company;
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2.
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a charge created or evidenced by an instrument that, if executed by a natural person, would require registration as a bill of sale;
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3.
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a charge on land (wherever situate) or any interest in land, except a charge for any rent or other periodical sum issuing out of land;
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4.
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a charge on book debts of the company;
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5.
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a charge on calls made but not paid;
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6.
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a charge on instalments due, but not paid, on the issue price of shares;
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7.
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a charge on a ship or any share in a ship;
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8.
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a charge on an aircraft or any share in an aircraft;
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9.
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a charge on
goodwill;
a patent or a licence under a patent;
a trademark; or
a copyright or a licence under a copyright;
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10.
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a floating charge on the company’s undertaking or property.
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Q:
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When should the company register a charge with CR?
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A:
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The company has an obligation to register a charge with CR when a specified charge is created, or the company purchases a property subject to a specified charge. The prescribed time for register a charge with CR is 1 month after the date of creation of the charge.
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Q:
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What document required to be delivered to CR for charge registration?
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A:
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Form NM1 together with the government fee and a certified copy of the instrument creating or evidencing the charge is required to be delivered to CR for registration.
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Q:
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Which party is responsible to register a charge with CR?
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A:
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The company itself has a duty to register a charge with CR. However, any related parties such as mortgagee also has the right to register the relevant charge of the company.
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Q:
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What document will the company receive after the charge is registered with CR?
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A:
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The Certificate of Registration of Charge will be issued after the charge is registered with CR within 7-10 working days.
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Q:
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After a charge is registered with CR, is it possible to cancel or remove it form the CR record?
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A:
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No, the registered cannot be cancelled of removed even though the charge has been discharged. However, the company or any party entitled to the charge should notify and register with CR of the payment, satisfaction, release or cessation of the charge.
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Q:
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Are there any penalties if the company fails to register a charge with CR?
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A:
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If the company fails to register a charge with CR, the company and all responsible persons would be liable to prosecution and default fines.
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FAQ
