What is the purpose of the Significant Controllers Register

What Is a Significant Controllers Register

The Significant Controllers Register is a confidential statutory register identifying the individuals who ultimately own or control a Hong Kong company. It is a legal requirement under the Companies Ordinance (Cap. 622), mandatory since 1 March 2018. The register exists to give law enforcement a clear line of sight to the people behind a company. It is not for public consumption.

SCR Hong Kong

Hong Kong’s SCR sits within its anti-money laundering framework. Keep the register at the company’s registered office or another prescribed place in Hong Kong. Unlike the register of members or directors, it is not open to public inspection. Only law enforcement officers and certain authorised persons may inspect it. The company must also appoint a designated representative to assist law enforcement with access.

Significant Controllers Register Requirement

Every company incorporated in Hong Kong must comply, regardless of size, turnover or trading status. Failure to maintain a Significant Controllers Register is an offence under the Companies Ordinance. Directors and the company secretary are responsible for keeping and updating the register. For each significant controller, it must contain their name, address, identification number, date of entry and the nature of their control.

Hong Kong SCR Compliance

Compliance means identifying all significant controllers at incorporation and whenever a change occurs. The company must send a notice to any person it knows or has reasonable cause to believe is a significant controller, requiring them to confirm their status and provide particulars. The person has one month to respond. If they do not, the company must record that fact in the register. Update the register within seven days of receiving new information.

Significant Controllers Register Explained

A significant controller is an individual who holds more than 25% of the issued shares or voting rights, or who otherwise exercises significant influence or control. The 25% threshold is the primary test. If no individual meets it, the company must determine whether a legal entity, such as a holding company, is a registrable legal entity. The register captures both direct and indirect control. A person who controls a corporate shareholder may themselves be a significant controller.

The register is a confidential document. It is not filed with the Companies Registry and is not publicly searchable. Its purpose is to assist law enforcement agencies, including the Hong Kong Police and the Independent Commission Against Corruption, in investigating financial crime. The designated representative is the point of contact for those agencies. Keep the register for at least seven years after the company is dissolved.