ABSTRACT

The constitutional basis of the Hong Kong government and legal system is set out in the Basic Law of the Hong Kong Special Administrative Region of the People’s Republic of China as promulgated by the National People’s Congress. The evolutionary development of the Ordinance mirrored that of the English Companies Act, reflecting the unique historical status of Hong Kong as a colony of the United Kingdom for some 156 years prior to 1 July 1997. Unlimited liability companies are rare in Hong Kong, as they offer their members few advantages over a partnership and enjoy no significant disclosure requirements. A corporation and body corporate are construed to include both a corporation sole and a company incorporated outside Hong Kong. As artificial legal entities, the capacity of companies to engage in activities is limited by their objects clauses in their memorandum of association.