Start with a doctrine
Use the topic map to identify the statutory anchors, litigation questions, and adjacent doctrines before moving to individual authorities.
Academic guide
Hong Kong Company Law
A curated research portal for the statutory architecture, cases, scholarship, and practice materials that shape company law in Hong Kong.
11 Topics
19 Laws & rules
18 Cases
76 Total records
Research workflow
Move from doctrine to authority
20 current records are included across the catalogues.
Compare source layers
Read statutes and rules alongside cases, academic commentary, and practice notes so that black-letter law and market practice remain connected.
Check current materials
Filter for current records when working on listed-company governance, schemes, restructuring, and shareholder-remedy developments.
Incorporation Company formation, continuing registration duties, company names, registered offices, company records, significant controllers, and Companies Registry administration. Personality Separate legal personality, corporate capacity, agency, attribution of knowledge, and exceptional disregard of corporate personality through veil-piercing, facade, evasion, concealment, or ordinary private-law analysis. Constitution The company constitution, model articles, member rights under the articles, internal management, and board/shareholder authority allocation. Capital Shares, class rights, reductions of capital, financial assistance, dividends, buy-backs, and economic rights attached to membership. Directors The statutory duty of care, fiduciary duties, conflicts, disclosure of interests, delegation, non-executive director risk, and liability in distress. Shareholders Member decision-making, written resolutions, general meetings, requisitions, voting, inspection rights, and board accountability mechanisms. Minority Remedies Unfair prejudice petitions, buy-out orders, just and equitable winding up, personal and corporate relief, valuation, and procedural strategy. Derivative Actions Common law and statutory derivative actions, multiple derivative claims, leave requirements, corporate loss, and limits on shareholder claims.
Laws and Rules 19 records 5 foundational / 1 current Cases 18 records 5 foundational / 7 current Academic Works 19 records 2 foundational / 2 current Practice Notes 20 records 2 foundational / 10 current
Source mix
- Official legislation and regulatory materials
- Judicial and case-note materials
- Books, chapters, and journal scholarship
- Law-firm, professional, and public guidance
Companies Ordinance
Cap. 622
The central statute for Hong Kong incorporated companies, covering incorporation, administration, share capital, directors, members, remedies, schemes, and registered non-Hong Kong companies.
IncorporationPersonalityConstitutionCapitalDirectorsShareholdersMinority RemediesDerivative ActionsTakeovers
Companies Ordinance: Statutory Provisions and Subsidiary Legislation
Companies Registry
Official Companies Registry gateway linking the full Cap. 622 text, subsidiary legislation, commencement materials, and explanatory resources.
IncorporationConstitutionDirectorsShareholders
Companies (Winding Up and Miscellaneous Provisions) Ordinance
Cap. 32
The principal winding-up and corporate insolvency legislation, still central for liquidations, creditor remedies, and just and equitable winding up.
Minority RemediesWinding UpCapital
Codes on Takeovers and Mergers and Share Buy-backs
Securities and Futures Commission
The central code-based regime for public takeovers, mergers, privatizations, whitewash waivers, mandatory offers, and share buy-backs.
TakeoversListed Companies
Current Codes on Takeovers and Mergers and Share Buy-backs
Securities and Futures Commission, current PDF
The current consolidated text of the SFC takeovers and share buy-backs codes for mandatory offers, privatizations, waivers, and regulated control transactions.
TakeoversListed CompaniesCapital
China Ocean Shipping Co v Mitrans Shipping Co Ltd
Court of Appeal, 11 July 1995
A foundational Hong Kong veil-piercing authority distinguishing objectionable evasion of existing legal obligations from lawful structuring that avoids obligations arising in the first place.
PersonalityWinding Up