Hong Kong passes law allowing treasury shares and paperless shareholder communications
Hong Kong's Legislative Council passed the Companies (Amendment) Bill 2024 on 8 January 2025. Hong Kong-incorporated listed companies can hold bought-back shares in treasury and later resell them, and all Hong Kong companies can use an implied-consent mechanism for electronic communications with shareholders. The changes took effect on 17 April 2025.
The Legislative Council passed the Companies (Amendment) Bill 2024 on 8 January 2025. The bill had been gazetted on 22 November 2024. The Amendment Ordinance was gazetted on 17 January 2025 and took effect three months later, on 17 April 2025.
What changed
- Treasury shares: listed companies incorporated in Hong Kong can hold shares they buy back in treasury, instead of cancelling them, and later resell or transfer them, subject to restrictions. This matches the Stock Exchange's Listing Rules changes of June 2024, which already applied to listed companies incorporated elsewhere.
- Paperless communications: an implied-consent mechanism lets Hong Kong companies, listed and unlisted, send corporate communications to members electronically unless they object.
Who is affected
Hong Kong-incorporated listed companies (treasury shares), and all Hong Kong companies and their company secretaries (communications with members).
What to do
Listed companies can review their buy-back and capital management policies. All companies can consider updating their member communication arrangements to use the implied-consent route.