Significant Controllers Register | SCR HK Compliance | Deep Blue CPA

Significant Controllers Services

Under the Companies Ordinance (Cap. 622), all Hong Kong companies are required to maintain a Significant Controllers Register (SCR) identifying individuals with significant control over the company. The SCR regime came into full effect on 1 March 2018 and requires companies to identify, record, and maintain information about their significant controllers (also known as persons with significant control or PSCs). Non-compliance can result in fines and imprisonment for officers in default.

SCR Register Setup & Initial Filing

• Identification and analysis of individuals with significant control over the company
• Initial SCR register preparation in compliance with the Companies Ordinance requirements
• Determination of significant control threshold (25%+ ownership, voting rights, board control)
• Legal owner vs beneficial owner analysis and documentation
• SCR register placement at the company's registered office or SAIL address

Designated Representative Appointment

• Assessment of designated representative requirements under Cap. 622
• Appointment documentation and Companies Registry notification
• Liaison point establishment for law enforcement and regulatory authorities
• Alternate designated representative arrangement for business continuity

SCR Maintenance & Updates

• Annual SCR review and update as part of your compliance cycle
• Ongoing communication with significant controllers to verify information accuracy
• Changes in significant controller notification and register update
• SCR register audit trail documentation for regulatory inspection

Company Search & Inspection Compliance

• Procedures for handling company search requests from authorised persons
• Response preparation for law enforcement and regulatory authority inspections
• Restricted information handling in accordance with Cap. 622 Schedule 5C
• SCR inspection log maintenance and reporting

Frequently Asked Questions

Who qualifies as a significant controller of a Hong Kong company?

A significant controller is an individual who directly or indirectly holds more than 25% of the company's shares or voting rights, has the right to appoint or remove a majority of the board of directors, or otherwise exercises significant influence or control over the company. Legal entities meeting these criteria must also be recorded.

What is the penalty for not maintaining an SCR?

Every officer in default (including directors and company secretaries) is liable to a fine of up to HK$25,000, with a further daily fine of HK$700 for continuing default. More seriously, providing false information or failing to comply with inspection requests can lead to imprisonment of up to 2 years.

Does every Hong Kong company need an SCR?

Yes, all Hong Kong companies incorporated under the Companies Ordinance must maintain an SCR. Listed companies are exempt as they maintain similar registers under securities law. Companies limited by guarantee must also comply unless specifically exempted.

Can I keep the SCR at my auditor's office instead of the registered office?

The SCR must be kept at the company's registered office or a Single Alternative Inspection Location (SAIL) in Hong Kong. While a CPA firm cannot hold the register on your behalf, we can help you set up and maintain the content of the register at your chosen location.

How often should the SCR be updated?

The SCR should be reviewed at least annually and updated whenever there is a change in the company's ownership structure, shareholding, or control arrangements. We recommend reviewing the SCR alongside your annual return filing for efficiency.

Related Services

• Annual Return Filing — Annual return (NAR1) filing for Hong Kong companies
• Company Name Change — Name change processing and certificate update
• HK Company Registration — New company incorporation services