9. Part 19 Investigations and Enquiries

9. Part 19 Investigations and Enquiries

This part deals with investigations and enquiries into a company’s affairs by Inspectors appointed under sections 840, 841 and 853, or the Financial Secretary.

This part also provides a new power for the Registrar to obtain documents, records and information for the purpose of ascertaining whether there has been any conduct that would constitute specified offences relating to giving a false or misleading statement.

An Inspector can require a person to preserve records or documents before presenting them to the Inspector (section 846(1)(b)), and can require a person to verify by statutory declaration any answer or explanation given to the Inspector (section 848(2)).

Under section 863, criminal sanctions are introduced for non-compliance with a request made by an Inspector.

Section 864 introduces an express provision to allow the court to order compliance with a request made by an Inspector, not just to punish for non-compliance.

These powers are based on similar powers found in the Securities and Futures Ordinance, Cap.571 and the Financial Reporting Council Ordinance, Cap.588.

Sections 880 to 882 contain confidentiality provisions relating to information obtained in both investigations of a company’s affairs by an Inspector under the provisions set out in Division 2 of Part 19, and enquiry into a company’s affairs by the Financial Secretary under the provisions set out in Division 3.

Section 880 imposes a statutory obligation to preserve secrecy, and section 881 defines expressly how such information may be disclosed to other regulatory authorities.

Section 882 creates an offence for breach of the secrecy provisions.

Section 884 introduces provisions to provide protection (by granting immunity from liability for disclosure) to persons who volunteer information to facilitate an investigation of a company’s affairs or enquiry into a company’s affairs.

Section 885 gives additional protection by expressly stating that the identity of an informer should be kept anonymous in civil, criminal or tribunal proceedings.

Section 873 gives the Registrar the power to require records or documents to be produced, to make copies of the records or documents, and to require information or explanations in respect of the records or documents, for the purpose of ascertaining whether there has been any conduct that would constitute an offence under section 750(6) or section 895(1) relating to the giving of false or misleading information in the documents delivered to the Registrar.

Section 875 provides criminal sanctions for non-compliance with the Registrar’s request.