### Companies Ordinance 《公司條例》

737. Court’s general powers to order and direct
(1) The Court may make any order, and give any direction, that it thinks fit in respect of—
(a) any proceedings brought or intervened in under section 732(1), (2) or (3);
(b) an application for leave for the purposes of section 732(1), (2) or (3);
(c) a refusal to grant such leave; or
(d) an order under section 736(2).
(2) Without limiting subsection (1), the Court may do any or all of the following under paragraph (a) or (b) of that subsection—
(a) make an interim order pending the determination of the proceedings or application;
(b) give directions concerning the conduct of the proceedings or application;
(c) make an order directing the company, or an officer of the company—
(i) to provide, or not to provide, any information or assistance that the Court thinks fit for the purpose of the proceedings or application; or
(ii) to do, or not to do, any other act;
(d) make an order appointing an independent person to investigate and report to the Court on—
(i) the company’s financial position;
(ii) the facts or circumstances that gave rise to the proceedings or application; or
(iii) the costs incurred by the parties to the proceedings or application, and by the member who brought or intervened in the proceedings or who made the application.
(3) If the Court appoints an independent person under subsection (2)(d), it may—
(a) order any or all of the following persons to be liable for any expenses arising out of the investigation—
(i) the company;
(ii) the parties to the proceedings or application;
(iii) the member who brought or intervened in the proceedings or who made the application;
(b) review, vary or revoke an order made under paragraph (a); and
(c) make any other order that it thinks fit for the purposes of that subsection.
(4) The Court may, in relation to one or more persons who are liable for any expenses under an order made or varied under subsection (3), determine the nature and extent of the liability of the person or each of the persons.

### Companies Ordinance 《公司條例》

738. Court may order costs
(1) The Court may make any order that it thinks fit about the costs—
(a) incurred or to be incurred in relation to—
(i) any proceedings brought or intervened in, or to be brought or intervened in, under section 732(1), (2) or (3); or
(ii) an application for leave for the purposes of section 732(1), (2) or (3); and
(b) incurred or to be incurred by the member, the company, or any other parties to the proceedings or application.
(2) An order may require the company to indemnify, out of its assets, the member against the costs incurred or to be incurred by that member in bringing or intervening in the proceedings or in making the application.
(3) The Court may only make an order about costs (including the requirement as to indemnification) under this section in favour of the member if it is satisfied that the member was acting in good faith in, and had reasonable grounds for, bringing or intervening in the proceedings or making the application.

739. Interpretation
In this Division—
document (文件) has the meaning given by section 838(1);
record (紀錄) has the meaning given by section 838(1).

### Companies Ordinance 《公司條例》

740. Court may order inspection of records or documents
(1) On application by a required number of a company’s members, the Court may make an order—
(a) authorizing a person who is the applicant or one of the applicants to inspect any record or document of the company; or
(b) authorizing a person who is not the applicant or one of the applicants to inspect any record or document of the company on behalf of the applicant or applicants.
(2) The Court may make an order authorizing a person to inspect a record or document if it is satisfied that—
(a) the application is made in good faith; and
(b) the inspection is for a proper purpose.
(3) If the Court makes an order authorizing a person to inspect a record or document, the person may, unless the Court otherwise orders, make copies of the record or document.
(4) If the Court makes an order authorizing a person to inspect a record or document, it may make any other order that it thinks fit, including—
(a) an order requiring the company, or an officer of the company, to produce any record or document to the person;
(b) an order specifying the record or document that may be inspected by the person;
(c) an order requiring the applicant to pay the expenses reasonably incurred by the company in the inspection; and
(d) an order permitting the person or, if the person is not the applicant, the applicant to disclose any information obtained as a result of the inspection to any other person specified in the order.
(5) A person who complies with an order made under subsection (1) or (4) does not incur any civil liability by reason only of the compliance.
(6) In this section, a reference to a required number of a company’s members is a reference to—
(a) the number of members that represents at least 2.5% of the voting rights of all the members having a right to vote at the company’s general meetings at the date of application; or
(b) at least 5 members of the company.

### Companies Ordinance 《公司條例》

741. Preservation of secrecy
(1) If, on application by one or more members of a company, the Court makes an order under section 740(1) authorizing a person to inspect a record or document, the person may disclose any information obtained as a result of the inspection to a person who is an applicant.
(2) The authorized person, or the applicant to whom the information was disclosed, must not, without the company’s prior consent in writing, disclose any information obtained as a result of the inspection to a person who is not an applicant.
(3) Despite subsection (2), the authorized person, or the applicant to whom the information was disclosed, may disclose such information to another person if the disclosure is—
(a) required with a view to the institution of, or otherwise for the purpose of, any criminal proceedings;
(b) permitted in accordance with an order made under section 740(1) or (4); or
(c) permitted in accordance with law or a requirement made under law.
(4) If the Court makes an order under section 740(1) authorizing a person to inspect a record or document, the person, or the applicant to whom the information was disclosed, must not, unless the Court otherwise orders, use any information obtained as a result of the inspection for any purpose other than the purpose for which the inspection is applied for.
(5) A person who contravenes subsection (2) or (4) commits an offence and is liable—
(a) on conviction on indictment to a fine of $150,000 and to imprisonment for 2 years; or
(b) on summary conviction to a fine at level 5 and to imprisonment for 6 months.

742. Legal professional privilege
Section 740, or an order made under it, does not authorize a person to inspect any record or document containing information that is subject to legal professional privilege.

743. Protection of personal data
To avoid doubt, sections 740 and 741, or an order made under section 740, do not authorize the collection, retention or use of personal data in contravention of the Personal Data (Privacy) Ordinance (Cap. 486).