### Companies Ordinance 《公司條例》

744. Registrar may send inquiry letter to company
(1) If the Registrar has reasonable cause to believe that a company is not in operation or carrying on business, the Registrar may send to the company by post a letter inquiring whether the company is in operation or carrying on business.
(2) A letter must be addressed—
(a) to the company at its registered office;
(b) if notice of the company’s registered office has not been given to the Registrar, to the care of an officer of the company; or
(c) if there is no officer of the company whose name and address are known to the Registrar, to each founder member whose name and address are known to the Registrar.
(3) If the Registrar is of the opinion that the address of the company’s registered office cannot be ascertained or that a letter under subsection (1) is unlikely to be received by the company, the Registrar may, instead of sending a letter under that subsection, publish in the Gazette a notice that, unless cause is shown to the contrary, the company’s name will be struck off the Companies Register, and the company dissolved, at the end of 3 months after the date of the notice.

### Companies Ordinance 《公司條例》

745. Registrar must follow up under certain circumstances
(1) This section applies if, within one month after sending a letter under section 744(1)—
(a) the Registrar does not receive a reply to the letter; or
(b) the Registrar receives a reply to the letter to the effect that the company is not in operation or carrying on business.
(2) The Registrar must, within 30 days after the end of that one month—
(a) subject to subsection (4), send to the company by registered post another letter—
(i) referring to the letter sent under section 744(1); and
(ii) stating that—
(A) no reply to it has been received; or
(B) the Registrar has received a reply to it to the effect that the company is not in operation or carrying on business; and
(b) publish in the Gazette a notice that, unless cause is shown to the contrary, the company’s name will be struck off the Companies Register, and the company dissolved, at the end of 3 months after the date of the notice.
(3) A letter must be addressed—
(a) to the company at its registered office;
(b) if notice of the company’s registered office has not been given to the Registrar, to the care of an officer of the company; or
(c) if there is no officer of the company whose name and address are known to the Registrar, to each founder member whose name and address are known to the Registrar.
(4) The Registrar is not required to send a letter to the company under subsection (2)(a) if the Registrar is of the opinion that the address of the company’s registered office cannot be ascertained or that the letter is unlikely to be received by the company.

746. Registrar may strike off company’s name
(1) After publishing a notice under section 744(3) or 745(2)(b), the Registrar may, unless cause is shown to the contrary, strike the company’s name off the Companies Register at the end of 3 months after the date of the notice.
(2) The Registrar must publish in the Gazette a notice indicating that the company’s name has been struck off the Companies Register.
(3) On publication of the notice under subsection (2), the company is dissolved.

### Companies Ordinance 《公司條例》

747. Registrar’s duty to act in case of company being wound up
(1) Subsection (2) applies if—
(a) a company is being wound up;
(b) the Registrar has reasonable cause to believe that—
(i) no liquidator or provisional liquidator is acting; or
(ii) the company’s affairs are fully wound up; and
(c) the returns required to be made by the liquidator or provisional liquidator have not been made for 6 consecutive months.
(2) Subject to subsection (5), the Registrar must publish in the Gazette, and send to the company or the liquidator or provisional liquidator (if any), a notice that, unless cause is shown to the contrary, the company’s name will be struck off the Companies Register, and the company dissolved, at the end of 3 months after the date of the notice.
(3) A notice to be sent to a company must be addressed—
(a) to the company at its registered office;
(b) if notice of the company’s registered office has not been given to the Registrar, to the care of an officer of the company; or
(c) if there is no officer of the company whose name and address are known to the Registrar, to each founder member whose name and address are known to the Registrar.
(4) A notice to be sent to a liquidator or provisional liquidator must be addressed to the liquidator or provisional liquidator at the addressee’s last known address.
(5) The Registrar is not required to send a notice to the company or the liquidator or provisional liquidator under subsection (2) if the Registrar is of the opinion that—
(a) the address of the company’s registered office, or the name and address of the liquidator or provisional liquidator (as the case may be) cannot be ascertained; or
(b) the notice is unlikely to be received by the company or the liquidator or provisional liquidator (as the case may be).
(6) After publishing a notice under subsection (2), the Registrar may, unless cause is shown to the contrary, strike the company’s name off the Companies Register at the end of 3 months after the date of the notice.
(7) The Registrar must publish in the Gazette a notice indicating that the company’s name has been struck off the Companies Register.
(8) On publication of the notice under subsection (7), the company is dissolved.

748. Court may strike off name of company not appropriate to be wound up
(1) If, on application by the Registrar, it appears to the Court that a company should be dissolved but, having regard to the company’s assets or for other reasons, it would not be appropriate to wind up the company, the Court may order that the company’s name be struck off the Companies Register and the company dissolved.
(2) If an order is made, the company is dissolved on the date of the order.

### Companies Ordinance 《公司條例》

749. Interpretation
(1) In this Division—
company (公司) excludes—
(a) a public company; and
(b) a company specified in subsection (2).

(2) The company is—
(a) an authorized institution as defined by section 2(1) of the Banking Ordinance (Cap. 155);
(b) an insurer as defined by section 2(1) and (2) of the Insurance Ordinance (Cap. 41); (Amended 12 of 2015 s. 167)
(c) a corporation licensed under Part V of the Securities and Futures Ordinance (Cap. 571) to carry on a business in any regulated activity as defined by section 1 of Part 1 of Schedule 1 to that Ordinance;
(d) an associated entity, within the meaning of Part VI of the Securities and Futures Ordinance (Cap. 571), of a corporation mentioned in paragraph (c);
(e) an approved trustee as defined by section 2(1) of the Mandatory Provident Fund Schemes Ordinance (Cap. 485);
(f) a company registered as a trust company under Part VIII of the Trustee Ordinance (Cap. 29);
(g) a company having a subsidiary that falls within paragraph (a), (b), (c), (d), (e) or (f); or
(h) a company that fell within paragraph (a), (b), (c), (d), (e), (f) or (g) at any time during the 5 years immediately before the application under section 750 is made.
(3) The Financial Secretary may, by notice published in the Gazette, amend subsection (2).