Securities and Futures (Open-ended Fund Companies) (Fees) Regulation
(Cap. 571, section 112ZQ(1) and (2))
(Enacting provision omitted—E.R. 4 of 2018)
[30 July 2018] L.N. 96 of 2018
(Omitted as spent—E.R. 4 of 2018)
In this Regulation—
Cap. 32 (第32章) means the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32); intended OFC (籌劃中公司) has the meaning given by section 112ZJA(1) of the Ordinance; (33 of 2021 s. 28) non-Hong Kong fund corporation (非香港基金法團) has the meaning given by section 112ZJA(1) of the Ordinance; (33 of 2021 s. 28) proposed company (擬成立公司) has the meaning given by section 112A of the Ordinance; Registrar (處長) means the Registrar of Companies; Rules (《規則》) means the Securities and Futures (Open-ended Fund Companies) Rules (Cap. 571 sub. leg. AQ); (E.R. 4 of 2018) sub-fund (子基金)—(a)in relation to a proposed company the instrument of incorporation of which provides for the division of its property into separate parts—means each of the separate parts; and(b)in relation to an open-ended fund company—has the meaning given by section 112R of the Ordinance.In Schedule 3, a reference to section 284 of Cap. 32—
in relation to the winding up of an open-ended fund company under Part 11 of the Rules (Part 11)—is a reference to a provision of Part 11 that is equivalent to that section, subject to the necessary modifications and modifications specified in Division 2 of Part 11 (subject provision); and
in relation to the winding up of a sub-fund under Part 11—is a reference to the subject provision subject to the modifications specified in Division 3 of Part 11.
A fee specified in column 3 of Part 1 of Schedule 1 is payable to the Commission for an application (specified application) described, opposite the fee, in column 2 of that Part.
Subsection (1) does not apply to a specified application if—
at the time the specified application is made, an application is also made to the Commission under section 104 of the Ordinance for the proposed company concerned; or
an application has been made under that section for the proposed company concerned and is pending at the time the specified application is made. (33 of 2021 s. 29)
A fee specified in column 3 of Part 1A of Schedule 1 is payable to the Commission for an application (specified application) described, opposite the fee, in column 2 of that Part.
Subsection (1) does not apply to a specified application if—
at the time the specified application is made, an application is also made to the Commission under section 104 of the Ordinance for the intended OFC concerned;
an application has been made under that section for the non-Hong Kong fund corporation concerned and is pending at the time the specified application is made; or
an authorization is granted under that section for the non-Hong Kong fund corporation concerned.
A fee specified in column 3 of Part 2 of Schedule 1 is payable to the Commission for an application described, opposite the fee, in column 2 of that Part.
Subsection (1) does not apply to an application if at the time the application is made, the open-ended fund company concerned is authorized under section 104 of the Ordinance.
A fee payable under section 3 or 4 for an application is to be paid when the application is made.
If, in a particular case, the Commission is of the opinion that the payment of a fee under section 3 or 4 would be inappropriate or unduly burdensome, the Commission may waive, in whole or in part, the fee.
A fee specified in column 3 of Part 2 of Schedule 2 is payable to the Registrar for the matter described, opposite the fee, in column 2 of that Part.
A fee specified in column 3 of Schedule 3 is payable to the Registrar for the matter described, opposite the fee, in column 2 of that Schedule.
| Column 1 | Column 2 | Column 3 |
| Item | Description | Fee |
| 1. | An application under section 112D(1) of the Ordinance to register a proposed company which could have one or more sub-funds | $10,000, plus $1,250 for each sub-fund |
| 2. | An application under section 112D(1) of the Ordinance to register any other proposed company | $5,000 |
| Column 1 | Column 2 | Column 3 |
| Item | Description | Fee |
| 1. | An application under section 112ZJB(1) of the Ordinance to register a non-Hong Kong fund corporation where the intended OFC has or could have one or more sub-funds | $10,000 plus $1,250 for each sub-fund |
| 2. | An application under section 112ZJB(1) of the Ordinance to register a non-Hong Kong fund corporation in any case other than that described in item 1 | $5,000 |
(Part 1A added 33 of 2021 s. 31)
| Column 1 | Column 2 | Column 3 |
| Item | Description | Fee |
| 1. | An application for an approval under rule 9(2) of the Rules to change the name of an open-ended fund company | $300 |
| 2. | An application for an approval under rule 101(3) of the Rules to appoint a person to be a director | $300 |
| 3. | An application for an approval under rule 114(3) of the Rules to appoint a person to be a custodian | $300 |
| 4. | An application for an approval under rule 125(3) of the Rules to appoint a person to be an investment manager | $300 |
| 5. | An application for an approval under rule 160(1) of the Rules to establish one or more sub-funds | $1,250 for each sub-fund |
| 6. | An application for an approval under rule 160(3) of the Rules to terminate one or more sub-funds | $300 for each sub-fund |
| 7. | An application for an approval under rule 161 of the Rules to change the name of one or more sub-funds | $300 for each sub-fund |
| 8. | An application under section 112ZH of the Ordinance to cancel the registration of an open-ended fund company | $300 |
| 9. | An application under section 112ZO of the Ordinance for the granting of a modification or waiver in relation to a person specified in section 112ZO(2) of the Ordinance in respect of a requirement of the Rules | $6,000 |
In this Schedule—
OFC register (開放式基金型公司登記冊) has the meaning given by rule 2 of the Rules; on-site user (到場使用者) means a person inspecting or obtaining, at the specified place, any document or information contained in the OFC register; principal account (主要帳户) means the first account that a registered online user registers with the Registrar under a registration arrangement; registered online user (登記用户) means a person who has entered into a registration arrangement with the Registrar; registration arrangement (登記安排) means an arrangement under which a person may register one or more accounts with the Registrar through which that person may use online medium for inspecting and obtaining documents and information contained in the OFC register; specified place (指明地點) means the office of the Registrar at which the OFC register is made available for inspection under rule 41 of the Rules; subsequent account (其後帳户) means any account, other than the principal account, that a registered online user registers with the Registrar under a registration arrangement; unregistered online user (無帳户使用者) means a person, other than a registered online user, using an online medium for inspecting or obtaining documents and information contained in the OFC register.
| O—Fee payable by an on-site user R—Fee payable by a registered online user U—Fee payable by an unregistered online user |
| Column 1 | Column 2 | Column 3 | |
| Item | Description | Fee | |
| 1. | Under rule 41(3) of the Rules, for obtaining, by way of downloading through online medium, an image record of— | ||
| (a) | an incorporation form | R : $16 U : $18 | |
| (ab) | a re-domiciliation form (33 of 2021 s. 32) | R : $16 U : $18 | |
| (b) | an instrument of incorporation | R : $21 U : $23 | |
| (c) | an account made up by a liquidator in respect of an open-ended fund company, or a sub-fund, being wound up under Part 11 of the Rules | R : $21 U : $23 | |
| (d) | any other document | R : $9 U : $10 | |
| 2. | Under rule 41(3) of the Rules, for obtaining, at the specified place, a copy of an image record of— | ||
| (a) | an incorporation form | O : $30 | |
| (ab) | a re-domiciliation form (33 of 2021 s. 32) | O : $30 | |
| (b) | an instrument of incorporation | O : $35 | |
| (c) | an account made up by a liquidator in respect of an open-ended fund company, or a sub-fund, being wound up under Part 11 of the Rules | O : $35 | |
| (d) | any other document | O : $20 | |
| 3. | Under rule 41(2) and (3) of the Rules, for online inspection of, and obtaining, an image record of— | ||
| (a) | an incorporation form | R : $21 U : $23 | |
| (ab) | a re-domiciliation form (33 of 2021 s. 32) | R : $21 U : $23 | |
| (b) | an instrument of incorporation | R : $26 U : $29 | |
| (c) | an account made up by a liquidator in respect of an open-ended fund company, or a sub-fund, being wound up under Part 11 of the Rules | R : $26 U : $29 | |
| (d) | any other document | R : $12 U : $13 | |
| 4. | Under rule 41(2) of the Rules, for inspecting information contained in the index of directors kept under rule 109(1) of the Rules— | ||
| (a) | for each inspection of the list of directors of an open-ended fund company | O : $11 R : $11 U : $11 | |
| (b) | for each inspection of the particulars of a director of an open-ended fund company | O : $11 R : $11 U : $11 | |
| (c) | for each inspection of all the directorships held by a person in any open-ended fund companies | O : $22 R : $22 U : $22 | |
| 5. | Under rule 41(3) of the Rules, for obtaining a copy of a record containing the current particulars of an open-ended fund company, per company | O : $22 R : $22 U : $22 | |
| 6. | For registering an account with the Registrar for inspecting and obtaining documents and information contained in the OFC register per year— | ||
| (a) | for a principal account | $500 | |
| (b) | for each subsequent account | $100 | |
| Column 1 | Column 2 | Column 3 |
| Item | Description | Fee |
| 1. | Lodging an incorporation form and a copy of the instrument of incorporation delivered under section 112C of the Ordinance | $479 |
| 2. | Incorporating an open-ended fund company under section 112C of the Ordinance (33 of 2021 s. 33) | $2,555 |
| 2A. | Lodging a re-domiciliation form and a copy of the instrument of incorporation delivered under section 112ZJC of the Ordinance (33 of 2021 s. 33) | $479 |
| 2B. | Issuing a certificate of re-domiciliation under section 112ZJC of the Ordinance (33 of 2021 s. 33) | $2,555 |
| 3. | Lodging a notice of change of company name delivered under rule 9(4) of the Rules | $160 |
| 4. | Issuing a certificate of change of name under rule 9(7) of the Rules | $1,245 |
| 5. | Certifying under rule 41(3) of the Rules a copy of any document or information (including an extract of a document) contained in the OFC register | $130 |
| 6. | Registering a notice delivered under rule 174(1) or (3) of the Rules | $40 |
| 7. | Inspecting under section 284 of Cap. 32 a liquidator’s statement sent to the Registrar in respect of the winding up of an open-ended fund company or a sub-fund under Part 11 of the Rules | $26 |
| 8. | Obtaining under section 284 of Cap. 32 a copy of a liquidator’s statement, or a part of the statement, sent to the Registrar in respect of the winding up of an open-ended fund company or a sub-fund under Part 11 of the Rules— | |
| (a)if the copy is made by photographic means and its size does not exceed 210 mm x 297 mm | $13 per page (or portion of a page) | |
| (b)if the copy is made by photographic means and its size exceeds 210 mm x 297 mm | $13, plus an additional fee not exceeding $5 that is specified by the Registrar, per page (or portion of a page) | |
| (c)if the copy is made by any other means— | ||
| (i)for a copy that is certified by the Registrar | $8 per page | |
| (ii)for any other copy | $4 per page |