Part XIIIA of the Companies
Ordinance was added to the Ordinance in
1984. It enabled the Governor in Council
(now the
Chief Executive in Council) -
| (1) |
to order the Registrar of Companies
to refuse registration under the Companies
Ordinance if the Governor (now the
Chief Executive) in Council is satisfied
that the company is being formed to
circumvent or evade the Societies Ordinance
(s 360B);
|
| (2) |
to order the Registrar of Companies
to strike a company off the register
of companies ("the register")
on grounds which would justify cancellation
of registration or prohibition of
operation if it were a society registered
under
the Societies Ordinance (s 360C); and
|
| (3) |
to order a company incorporated
outside Hong Kong, but carrying on
business within it, to cease to carry
on business, whereupon such company
will be deemed to be an unlawful society
within Hong Kong within the meaning
of and for the purposes of the Societies
Ordinance (s 360N). |
|
| Relevant provisions in the Societies Ordinance |
| 2. |
The relevant provisions in the Societies
Ordinance (Cap 151) have changed on two occasions
since 1984.
| (1) |
Initially, the grounds on which
registration of a society could be
refused included that "the
society is likely to be used for
any purpose prejudicial to or incompatible
with peace, welfare or good order
in Hong Kong."
|
| (2) |
In 1992, Cap 151 was amended
so that the operation or continued
operation of a society might be prohibited
if it was reasonably believed that
it "may be prejudicial to the
security of Hong Kong or to public
safety or public order".
|
| (3) |
In 1997, Cap 151 was amended
so that registration might be refused
or cancelled, or the operation or continued
operation of a society might be prohibited
if this was reasonably believed to
be "necessary in the interests
of national security or public safety,
public order (ordre public) or the
protection of the rights and freedoms
of others". |
|
| Orders under Part XIIIA of
Cap 32 |
| 3. |
According to the Registrar of Companies,
between 1984 and the Reunification, eight
companies were struck off the register
either under section 360C or section 360N.
Details are in the annex.
|
| 4. |
In addition, there was one further company
in respect of which the Governor in Council
made an order under section 360C of Cap 32.
However, after proceedings were brought by
way of judicial review against the decision,
the company was restored to the register
solely for the purpose of a voluntary winding
up. |
| 5. |
Since Reunification, the Chief Executive
in Council has not exercised the powers under
Part XIIIA. |
| Reasons for striking off |
| 6. |
Since the case referred to in paragraph
4 above was subject to legal proceedings,
and was also reported in the media, the
background facts are known. The company,
Rex International Development Company Ltd
("Rex") was alleged to have
been arranging the transfer of technology
and equipment to assist Iran's chemical
weapons programme.
|
| 7. |
The decision to order the closure of
Rex was referred to favourably in the United
States Hong Kong Policy Act Report, as
of April 1, 1998. The report stated that "Hong
Kong has a long history of effective strategic
trade controls" and that -
"Although Hong Kong is not a member
of the various international control
regimes, it has committed to maintaining
the standards
of those regimes via its own laws, both
before and after July 1, 1997."
|
| 8. |
One example given in the report of "Hong
Kong's efforts to sustain vigorous
enforcement of export controls" was
that "In June 1997, the Hong Kong Government
ordered the closure of Rex . . . suspected
of selling chemical weapons-making equipment
to Iran". |
