What is the Register of Members (ROM)? | A Brief Overview for HK Businesses
Published: 19 Aug, 2025
What is the Register of Members (公司成員登記冊)?
The Register of Members is a document that every Hong Kong company (except for companies limited by guarantee, which may not have share capital) is legally required to maintain.
In simple terms, it identifies:
- Who the members (shareholders) are
- Their shareholding details
- Any changes in ownership over time
This register provides the legal evidence of a person’s status as a company member and the rights attached to their shares.
📚 Related Articles
What Information Must Be Included in the Register of Members?
Under the Companies Ordinance (Cap. 622) in Hong Kong, a company’s Register of Members usually contains:
- Full legal name and address of each member (shareholder)
- The date on which the person became a member
- Number and class of shares held (e.g., ordinary shares, preference shares)
- Amount paid or agreed to be considered as paid on those shares
- The date any member ceases to be a shareholder
For companies with more complex share structures, it should also clearly distinguish between different classes of shares and the rights attached to each.
Why is the Register of Members Important?
Proof of Ownership
The register is the authoritative record for identifying a company’s owners. Even if someone holds a share certificate, the legal status as a member depends on their name appearing in the register.
Transparency & Compliance
Regulators, investors, and stakeholders may inspect the register to understand the shareholding structure of the company. This reduces opacity in corporate ownership.
Corporate Actions
Actions like dividend distribution, voting rights at Annual General Meetings, and share transfers all rely on accurate records in the Register of Members.
Legal Obligations
Failing to maintain this register in compliance with the Companies Ordinance can lead to penalties for the company and its responsible officers.
Template: Register of Members
Filing location of the Register
Similar to the Register of Directors and other statutory records, the Register of Members must be kept at:
- The company’s registered office, or
- Another prescribed location notified to the Companies Registry.
It must be made available for inspection by:
- Members of the company (usually free of charge)
- The public (on payment of a prescribed fee)
iBlynq is here to help
For every Hong Kong company, maintaining an up-to-date and accurate Register of Members is a core responsibility. It ensures compliance with the Companies Ordinance, provides proof of ownership, and forms the foundation for exercising shareholder rights.
Need help with your company’s Register of Members or other secretarial services in Hong Kong? Partner with iBlynq for reliable, hassle-free support tailored to Hong Kong businesses like yours.
