PROFESSIONAL ACCOUNTANTS ORDINANCE

PROFESSIONAL ACCOUNTANTS ORDINANCE

LAWS OF HONG KONG

PROFESSIONAL ACCOUNTANTS ORDINANCE

CHAPTER 50





CHAPTER 50

PROFESSIONAL ACCOUNTANTS ORDINANCE

ARRANGEMENT OF SECTIONS

Section .................................. Page

PART 1

PRELIMINARY

1. Short title................................ ... ... ... ... ... ... ... ... 3

2. Interpretation........................ ... ... ... ... ... ... ... 3

PART II

THE HONG KONG SOCIETY OF ACCOUNTANTS

3. Incorporation of Society ............. ... ... ... ... ... ... ... 4

4. Appointment of President and Vice-President ... ... ... ... ... 4

5. Office of Society ...................... ... ... ... ... ... ... ... ... 4

6. Official seal and authentication thereof, and instruments executed thereunder 5
7. Objects of the Society ... ... ... ... ... ... ... ... ... ... ... ... ... 5
8. Power of Society to make by-laws ... ... ... ... ... ... ... ... ... ... 5
9. General meetings ... ... ... ... ... ... ... ... ... ... ... ... ... ... 7

PART III

THE COUNCIL OF THE SOCIETY
10. Establishment and composition of the Council. . ... ... ... ... ... ... ... 7
11. Filling vacancies in Council ... ... ... ... ... ... ... ... ... ... ... ... 7
12. Compulsory retirement of elected members ... ... ... ... ... ... ... ... 8
13. Procedure for election of professional accountants as elected members ... ... ... 8
14. Governor may appoint a professional accountant to Council if Council fails to

fill a vacancy ....................... ... ... ... ... ... ... ... ... 9

15. Vacation of office by Council members ... ... ... ... ... ... ... ... ... 9

16. Accounts .............................. ... ... ... ... ... ... ... 9

17. General powers of Council ... ... ... ... ... ... ... ... ... ... ... ... 10
is. Particular powers of Council ... ... ... ... ... ... ... ... ... ... ... 10
19. Council may accept grants, gifts, etc . ... ... ... ... ... ... ... ... ... ... 11
20. Reimbursement of expenses of Council members ... ... ... ... ... ... ... 12

PART IV

REGISTRATION OF PROFESSIONAL ACCOUNTANTS
21. Appointment of Registrar and notification to Registrar General ... ... ... ... 12
22. Register of professional accountants ... ... ... ... ... ... ... ... ... ... 12
23. Certificate of registration ... ... ... ... ... ... . ... ... ... ... ... 12
24. Qualifications for registration as professional accountant ... ... ... ... ... 12
25. Application for registration ... ... ... ... ... ... ... ... ... ... ... ...





Section...................................... Page

26. Acceptance or refusal of registration ..... ... ... ... ... ... ... ... ... 13

27. Removal from register of certain persons ... ... ... ... ... ... ... ... 13

28. Expiry of registration and renewal ..... ... ... ... ... ... ... ... ... 14

28A Registration of firms .................. ... ... ... ... ... ... ... ... 14

28B.....................Application for registration of a firm ... ... ... ... ... ... ... ... ... 14

BASIC................................Provisions of sections 22, 23, 26. 27, 28, 39 41 to apply to firms ... ... ... 15

29. Requirements to practise as certified public accountant or public accountant 15

29A...........................Requirements for issue of a practising certificate ... ... ... ... ... ... 15

29B......................................Additional requirements for issue of practising certificates in certain cases ... 16

30. Practising certificates ................... ... ... ... ... ... ... ... ... 16

31. Registered office ...................... ... ... ... ... ... ... ... ... 17

32. Publication of list of professional accountants holding practising certificates and

list of firms and evidence of same ...... ... ... ... ... ... ... ... ... 17

PART V

DISCIPLINARY PROCEEDINGS

33................Disciplinary Committee ...... 1 ... ... ... ... ... ... ... ... ... 18
33A...............Power of Council to make rules ... ... ... ... ... ... ... ... ... ... 18
34................Disciplinary provisions ..... ... ... ... ... ... ... ... ... ... ... 18

35...........................Disciplinary powers of Disciplinary Committee ... ... ... ... ... 19

36. Powers of Disciplinary Committee with regard to obtaining evidence and the

conduct of proceedings ................... ... . ... ... ... ... 20

37.........................Conduct of inquiry and legal representation ... ... ... ... ... ... ... 20

38................................Provisions relating to orders of the Disciplinary Committee ... ... ... ... 20
39................................Restoration of name of professional accountant to register ... ... ...

40. Restriction on removal of name of professional accountant from register ... ... 21

41.......Appeals .............................. ... ... ... ... ... ... ... ... 21

PART VI

OFFENCES

42..............Offences and penalties ..... ... ... ... ... ... ... ... ... ... ... ... 22

PART VII

MISCELLANEOUS

43.......................Construction of references to auditors .. 1 ... ... ... ... ... ...
23

44. Ordinance not to apply to public officers in connexion with their duties ... ... 23






45. Fees and expenses 23

46. Fees payable to Registrar General ... ... ... ... ... ... ... ... ... ... 23

47. Amendment of Schedule ... ... ... ... ... ... ... ... ... ... ... ... 23

48. Omission to give notice of meetings ... ... ... ... ... ... ... ... ... ... 23

49. Resignation from the Society ... ... ... ... ... ... ... ... ... ... ... 24

Schedule. Approved institutes ... ... ... ... ... ... ... ... ... ... ... ... ... 24





CHAPTER 50

PROFESSIONAL ACCOUNTANTS

To establish the Hong Kong Society 1. of Accountants and to provide
for
the registration and control of the accountancy accountancy
profession and
'for matters ancillary to or connected with the purposes aforesaid.

[1 January 1973.1

PART 1

PRELIMINARY

1. This Ordinance may be cited as the Professional Accountants
Ordinance.

2. In this Ordinance, unless the context otherwise requires

'approved institute' means an institute, society. association or other
body specified in the Schedule;

,,certified public accountant' means a professional accountant
registered as such by virtue of section 24(1) and holding a
practising certificate;

'Council' means the Council of the Society established under section
10;

'Disciplinary Committee' means the Disciplinary Committee appointed
under section 33;

'elected member' means a member of the Council elected under section
10(2)(c);

'practising certificate' means a current practising certificate issued
under section 30;

'President' means the President of the Society elected under section 4
and any person acting as President;

'professional accountant' means a person who is registered as a
professional accountant under section 22;

'public accountant' means a professional accountant registered as
such by virtue of section 24(2) and holding a practising certificate;

'register' means the register of professional accountants kept under
section 22;

'registered address' means any address of a professional accountant
which is entered in the register under section 22(2);

'registered office' means the registered office referred to in section 31;

'Registrar' means the Registrar appointed under section 21;

'Registrar General' means the Registrar General appointed under the
Registrar General (Establishment) Ordinance;





'Society- means the Hong Kong Society of Accountants incorporated
by section 3;

'Vice-President' means the Vice-President of the Society elected
under section 4 and any person acting as Vice-President.

PART II

THE HONG KONG SOCIETY OF ACCOUNTANTS

3. The persons registered as professional accountants under
section 22 shall

(a) be a body corporate with perpetual succession;

(b) be known as the Hong Kong Society of Accountants; and

(e)in that name be capable of suing and being sued and, subject
to this Ordinance, of doing and suffering all such other acts as
a body corporate may lawfully do and suffer.

4. (1) There shall be a President and a Vice-President of the Society,
who shall be elected by the Council from the elected members.

(2) The President and the Vice-President shall, unless they-

(a)resign their offices by notice in writing delivered to the
Registrar; or

(b)are deemed by virtue of section 15 to have vacated their
offices as members of the Council,

hold office from the date of their election until the conclusion of the
annual general meeting next occurring. (Replaced, 22 of 1977, s. 2)

(3) If a casual vacancy occurs in the office of President, the Vice-
President shall act as President.

(4) If a casual vacancy occurs in the office of Vice-President, the
Council may elect an elected member to fill the vacancy.

(5) For the purposes of this section and section 11, a casual
vacancy shall be deemed to occur when a person is temporarily absent
from Hong Kong or is temporarily unable to attend to the business of
the Council.

(6) Notwithstanding subsection (1), if only one elected member is
proposed for election to fill a vacancy in the office of President or Vice-
President, such elected member shall. without taking a vote upon the
proposal, be deemed to have been elected at the conclusion of the
meeting of the Council at which the vacancy is to be filled.

5. The Society shall maintain an office the address of which shall
be notified to the Registrar General.





6. (1) The Society shall have and may use a common seal, the
affixing of which shall be authenticated by the signature of the
Registrar.

(2) Any instrument purporting to be executed under the seal of the
Society shall be received in evidence and shall, unless the contrary is
proved, be deemed to be an instrument so executed.

7. The objects of the Society shall be-

(a) to maintain a register of professional accountants;

(b) to regulate the practice of the accountancy profession;

(e)to conduct examinations and act in such other manner as may
be necessary to ascertain whether persons are qualified to be
admitted to the register;

(d)to encourage the study of accountancy by accountants and
students, and to give certificates, bursaries, scholarships and
rewards on such terms and conditions as may be specified
from time to time;

(e)to maintain a library and reading rooms for the use of
accountants and students;

to establish and assist in establishing and supporting
associations, funds, trusts and schemes intended to benefit
accountants or their dependents, and to grant pensions and
allowances to any accountant or his dependents.

(g)to represent the views of the profession and to preserve and
maintain its integrity and status;

(h)to discourage dishonourable conduct and practices by
professional accountants, and for this purpose to hold
inquiries into the conduct of professional accountants;

(i)to provide for the settlement of disputes between professional
accountants;

(j)to take such action as the Society considers necessary in any
matter affecting the professional interests of professional
accountants;

(k)to do all such other things as are incidental or conducive to
the attainment of the above objects.

8. (1) The Society may, subject to the approval of the Governor in
Council, make by-laws

(a)regulating the practice of accountancy by professional
accountants in Hong Kong;

(b) [Deleted, 22 of 1977, s. 31

(c) regulating meetings of the Society and the Council;

(d) governing the registration, training and education of stud-

ents;(Amended, 22 of 1977, s. 3)





(e) governing the discipline of students;

empowering the Council to make rules prescribing
examinations of the Society, the fees payable therefor and all
matters incidental to the holding thereof including exemptions
or concessions which may be granted in respect of the
examinations; (Amended, 22 of 1977, s. 3)

(g)regulating the conditions on which examiners shall be
engaged;

(h) regulating the appointment of an auditor;

(i)providing for the use and custody of the common seal of the
Society;

(j)providing for the custody, investment and expenditure of the
funds and the management of property of the Society;

(k) [Deleted, 14 of 1985, s. 2]

(1)specifying the designations for professional accountants and
the initials by which professional accountants may be known;

(m) [Deleted, 22 of 1977, s. 31

(n)regulating the nomination and election of elected members of
the Council;

(o)conferring on members of the Council and employees and
auditors of the Society a right of indemnity against the Society
for actions brought against them for things done by them in
the execution of the Ordinance;

(p)prescribing anything which is to be or may be prescribed by
the Ordinance;

(q)generally for the better carrying into effect of the purposes of
this Ordinance and for the furtherance of the objects of the
Society.

(2) A copy of any by-laws made by the Society shall, as soon as
practicable after the making thereof, be duly certified by the President
and transmitted by him for the approval of the Governor in Council.
(Amended, L.N. 137181)

(3) A by-law under subsection (1) may be made only by a majority
of two-thirds of the professional accountants present and voting at a
general meeting of the Society convened for the purpose of making the
by-laws. Notice of such meeting and of the by-laws to be proposed
thereat shall be sent by post to every professional accountant at his
registered address not less than 21 days before the date fixed for the
meeting, but the non-receipt of such a notice by any professional
accountant shall not invalidate the proceedings thereat. (Amended, 22
of 1977, s. 3)

(4) Until the first general meeting of the Society, the Governor may
make by-laws for the Society in respect of any of the matters specified in
subsection (1).





9. (1) The first annual general meeting of the Society shall be
held within 9 months after the commencement of this Ordinance.

(2) An annual general meeting of the Society shall be held not less
than once in every calendar year, and not more than 15 months after the
holding of the last preceding annual general meeting.

(3) General meetings of the Society, other than the annual general
meeting, shall be held as required by the by-laws.

(4) Any professional accountant may, at any meeting of the
Society, move any resolution which is not inconsistent with the
purposes and provisions of this Ordinance but may not move a
resolution in respect of any act done in pursuance of the powers
conferred by section 26, 27, 30, 34, 35, 36 or 39.

PART 111

THE COUNCIL OF THE SOCIETY

10. (1) There is hereby established the Council of the Hong Kong
Society of Accountants.

(2) The Council shall, subject to subsection (3), consist of the
following 14 members

(a)the Financial Secretary, or a person appointed by him as his
representative;

(b)the Director of Accounting Services, or a person appointed by
him as his representative; and (Amended, L.N. 1617 7)

(c)12 professional accountants (not being persons entitled to be
registered only under section 24(2) elected at an annual
general meeting of the Society, of whom at the time of election

(i) not less than 5 shall be holders of practising certificates;

(ii) not less than 5 shall be neither holders of practising
certificates nor employed by holders of practising certificates.
(Amended, 14 of 1985, s. 3)

(3) In addition to the members specified in subsection (2), the
Governor may appoint not more than 2 members, each of whom shall be
a representative of a university or other educational institution which
provides courses of instruction in accountancy.

11. (1) If a casual vacancy occurs under section 4(3) or (4), or a
vacancy is deemed to arise under section 15, the Council may appoint a
professional accountant of the class referred to in subparagraph (i) or
(ii) of section 10(2)(c), as the vacancy may require.

(2) A professional accountant appointed under subsection (1) to
fill





(a)a casual vacancy under section 4(3) or (4) shall hold office for
so long as the member in whose place he is appointed would
have held office or until the member resumes his office on the
Council, whichever is the earlier; or

(b)a vacancy under section 15 shall hold office for so long as the
member in whose place he is appointed would have held
office.

12. (1) Subject to subsection (2) and section 13(2), immediately
before the conclusion of each annual general meeting of the Society, the
6 elected members who have been longest in office since their last
election shall retire from office.

(2) Subject to section 13(2), immediately before the conclusion of
the first 2 annual general meetings of the Society after the
commencement* of the Professional Accountants (Amendment)
Ordinance 1985

(a)in the case of the first such annual general meeting, 5 elected
members who have been longest in office since their last
election shall retire from office; and

(b)in the case of the second such annual general meeting, 5
elected members who have been longest in office since their
last election, and 1 elected member from among the remaining 7
elected members who shall be selected by lot, shall retire from
office.

(3) Every elected member who retires from office in accordance with
this section shall be eligible for re-election.

(Replaced, 14 of 1985, s. 4)

13. (1) If the number of professional accountants nominated as
candidates for election to the Council at an annual general meeting of
the Society

(a)does not exceed the number of vacancies for elected members,
the candidates shall be deemed to have been elected to the
Council with effect from immediately before the conclusion of
the annual general meeting at which the vacancies are to be
filled;

(b)exceeds the number of vacancies for elected members, the
election shall be determined by ballot, and the candidates so
elected shall hold office as elected members with effect from
immediately before the conclusion of the annual general
meeting; or

(c)is less than the number of vacancies in respect of elected
members, the Governor may appoint a professional accountant
to fill any vacancy among the elected members of the Council
remaining unfilled at the conclusion of the annual general
meeting.





(2) A professional accountant appointed by the Governor under
subsection (1)(c) shall hold office until the next annual general meeting.

14. If a vacancy is not filled by the Council within 30 days by
appointment under section 11(1), the Governor may appoint a
professional accountant of the class referred to in sub-paragraph (i) or
(ii) of section 10(2)(c) to fill the vacancy, as the vacancy may require.

15. An elected member shall be deemed to have vacated his office
as a member of the Council if

(a)he resigns his office, by notice in writing delivered to the
Registrar;

(b)he is absent without permission of the President from 3
consecutive meetings of the Council of which he has had
notice to attend, and the Council resolves that his office shall
be vacant;

(c)he becomes bankrupt or makes an arrangement or composition
with his creditors;

(d) he ceases to be ordinarily resident in Hong Kong;

(e)his name is removed from the register under section 27(1)(b),
(c) or (d) or section 35(1)(a); or

he ceases to belong to the class of which he was a member
under sub-paragraph (i) or (ii) of section 10(2)(c):

Provided that this paragraph shall not apply if the
remaining number of elected members of that class is not less
than 5.

(Amended, 14 of 1985, s. 5)

16. (1) The Council shall maintain proper accounts of all
transactions of the Society and shall prepare for every financial year a
statement of the accounts of the Society, containing an income and
expenditure account and a balance sheet, both of which shall be signed
by the President.

(2) The Society in general meeting shall appoint an auditor who
shall be entitled at any time to have access to all books of account,
vouchers and other financial records of the Society and to require such
information and explanations thereon as he thinks fit.

(3) The auditor shall audit the statements drawn up under
subsection (1) as soon as possible and shall make a report thereon to
the Council.

(4) A copy of the signed and audited statement of accounts,
together with the auditor's report made under subsection (3), shall be





(a)sent to each professional accountant with the notice of the
annual general meeting; and

(b)submitted for approval to the annual general meeting of the
Society next following the end of the financial year to which
they relate.

(5) The auditor shall be entitled to attend the annual general
meeting of the Society at which the statement of accounts which have
been reported on by him are to be submitted for approval and to make
any statement or explanation he desires with respect to the accounts.

(6) The Council shall determine the period, which may be more or
less than 12 months, in respect of which the accounts of the Society
shall be made up.

(7) In this section 'financial year' means the period determined by
the Council under subsection (6) as the period in respect of which the
accounts of the Society shall be made up.

17. (1) The management and control of the Society and of its
property shall be vested in the Council and all such powers, acts or
things as may be exercised or done by the Society which are not
required by this Ordinance, or by a resolution passed by the Society in
general meeting, to be exercised or done by the Society may be exercised
or done by the Council.

(2) No such resolution of the Society shall invalidate the exercise of
any power or the doing of any act or thing by the Council before the
date of the resolution.

(3) Subject to this Ordinance, the Council may regulate its own
procedure and that of any committee appointed under section 18(1)(m)
relating to

(a) the holding of meetings;

(b) the notice to be given of such meetings;

(c) the proceedings at such meetings;

(d) the keeping of minutes at such meetings; and

(e) the custody, production and inspection of such minutes.

18. (1) Without derogating from the generality of the powers
conferred by section 17(1), the Council may

(a) do anything necessary for the better carrying out of the 1
objects of the Society;

(aa) fix registration and other fees; (Added, 22 of 1977, s. 4)

(b) appoint such employees and agents as it deems necessary;

(c) appoint the bankers of the Society;





(d)purchase, take on lease or in exchange, hire or otherwise
acquire any movable or immovable property, and erect any
buildings;

(e)sell, lease, mortgage, dispose of or otherwise deal with any
movable or immovable property of the Society;

invest moneys of the Society;

(g) borrow moneys upon security or otherwise;

(h)exchange information with similar bodies and with members of
the profession in other countries and arrange with such
bodies for the reciprocal recognition of accountants;

(i)establish and maintain branches of the Society in Hong Kong
and overseas and delegate the powers, duties and functions
of the Society to such branches;

(j)institute, conduct, defend, compound or abandon any legal
proceedings by or against the Society or its officers or
otherwise concerning the affairs of the Society and compound
or allow time for payment or satisfaction of any debts due or
of any claims or demands made by or against the Society;

(k)refer any claim or demand by or against the Society to
arbitration and comply with any award made as a result of
such arbitration;

(1)make and give receipts, releases and other discharges for
moneys payable to and for claims and demands of the
Society;

(m)appoint committees to assist or advise the Council in the
exercise of its powers and delegate to such committees such
of its powers as it may from time to time determine; and

(n)publish periodicals, booklets or other written material, and
produce or sponsor the production of documentary films or
other audio-visual material, and distribute the same by sale,
loan, hire or otherwise, with or without charge, as the Council
thinks fit.

(2) A committee appointed under subsection (1)(m) may, subject to
the by-laws of the Society, include persons who are not professional
accountants.

19. (1) The Council may, on behalf of the Society, accept property,
by way of grant, gift, testamentary disposition or otherwise, on such
conditions as it may determine.

(2) A list shall be kept by the Registrar of all donations to the
Society and the name of the donor and any special conditions attached
to the donation shall be entered in the list.

(3) Property donated to the Society for a specific purpose shall be
applied for that purpose.





20. No fees shall be paid to any member of the Council for his
services as a member, but a member may be repaid from the funds of the
Society any expenses incurred by him in relation to the affairs of the
Society.

PART IV

REGISTRATION OF PROFESSIONAL
ACCOUNTANTS

21. (1) The Council shall appoint, on such terms and conditions as
it thinks fit, a Registrar.

(2) The Registrar shall be the secretary to the Society and to the
Council and shall, on the instruction of the President, convene any
meeting of the Society or of the Council.

(3) The Council shall register the appointment of the Registrar with
the Registrar General.

22. (1) The Registrar shall maintain a register of professional
accountants, in such form as may be specified by the Council, and shall
be responsible for the custody thereof.

(2) Upon the making of an order for the registration of an applicant
under section 26(1), the Registrar shall enter in the register the following
particulars of the person to be registered

(a) his name,

(b)his residential address and any business address or, if he
holds a practising certificate, his residential address and his
registered office;

(c) the qualification by virtue of which he is registered; and

(d) such other particulars as the Council may direct.

(3) The register shall at all reasonable times be open to inspection
at the office of the Society by any person without charge.

23. When a person has been registered under section 22, the
Registrar shall issue to him a certificate of registration in such form as
the Council may determine.

24. (1) A person shall be qualified to be registered under this
Ordinance as a professional accountant if he proves to the satisfaction
of the Council that

(a) he has attained the age of 21 years;

(b)he is of good character and is a fit and proper person to be a
professional accountant; and (Amended, 22 of 1977,s.5)

0

(c) (i) he is a member of an approved institute;

(ii) he is a member of an accountancy body accepted by the
Council by resolution approved by two-thirds of its members
as being of a standard similar to an approved institute; or





(iii) he has passed such examinations in accountancy and
other subjects, is conversant with local law and practice and
has complied with such requirements relating to practical
experience as may be prescribed. (Replaced, 22 of 1977, s. 5)

(2) A person who is not qualified to be registered under subsection
(1) shall be entitled to be registered under this subsection as a
professional accountant if, at the commencement of this Ordinance, his
name is entered in Part 1 or Part II of the authorized list kept under
section 131(3) of the Companies Ordinance.

25. (1) A person shall apply to the Council to be registered as a
professional accountant under this Ordinance, in such form as the
Council may specify, and shall lodge with his application such
registration fee as may be fixed by the Council.

(2) The applicant shall, if so directed by the Council, attend in
person before the Council.

26. (1) The Council may order that an application for registration be
approved or rejected.

(2) If the Council orders the rejection of an application under
subsection (1)

(a)the order of rejection, which shall state the reason for
rejection, shall be served forthwith by the Registrar upon the
applicant either personally or by registered post addressed to
the address shown in the application; and

(b)the registration fee lodged with the application for registration
shall be refunded to the applicant.

27. (1) The Council shall order the name of any professional
accountant to be removed from the register if he

(a) resigns;

(b) dies;

(c)has been registered by mistake or in consequence of any
misleading, false or fraudulent statement, declaration or
representation, either oral or in writing;

(d) has failed to renew his registration under section 28.

(2) The name of a professional accountant shall not be removed
from the register under subsection (1)(d) unless notice is sent by
registered post to his registered address requiring him to renew his
registration within 30 days from the date of the notice.

(3) The order of the Council to remove the name of any
professional accountant from the register under subsection (1)(c)
shall be served forthwith by t he Registrar upon the professional
accountant concerned either personally or by registered post
addressed to his registered address.





(4) The Registrar shall not remove the name of a professional
accountant from the register

(a)before the expiry of 30 days after the date of service of the
order under subsection (3); or

(b)in the case of an appeal under section 41, before a decision of
the Court of Appeal affirming the order.

(5) When the name of a professional accountant is removed from
the register, under subsection (1)(c), the Registrar shall, as soon as
practicable thereafter, cause to be published in the Gazette a notice to
that effect. (Amended, 14 of 1985, s. 6)

(6) If the name of a professional accountant is removed from the
register under this section or section 35

(a)the certificate of registration and the practising certificate, if
any, issued to the professional accountant shall be deemed to
be cancelled with effect from the date on which his name is so
removed; and

(b)no refund of the registration fee or any part thereof shall be
made.

28. (1) Registration of a person as a professional accountant shall

(a)remain in force until 1 January in the year following the year in
which he was so registered; and

(b) be renewable annually.

(2) An application for renewal of registration as a professional
accountant

(a)shall be made to the Registrar not later than 15 December in the
year preceding the year of renewal in such form as the Council
may specify; and (Amended, 22 of 1977, s. 6)

(b)shall not be granted except on payment of the registration fee
fixed by the Council.

28A. A firm of certified public accountants or public accountants
shall be qualified to be registered under this Ordinance if the Council is
satisfied that

(a)all partners of the firm are registered under section 22(2); and

(b)all partners of the firm who reside in Hong Kong hold valid
practising certificates.

(Added, 22 of 1977, s. 7)

28B. Application for registration of a firm of certified public
accountants or public accountants under this Ordinance shall be made
to the Council in such form as the Council may specify and





there shall be lodged with the application such registration fee as may
be fixed by the Council.

(Added, 22 of 1977, s. 7)

28C. The provisions of sections 22, 23, 26, 27(1)(c) and (d), (2), (3),
(4), (5) and (6), 28, 39 and 41(1)(a) and (b)(i) shall apply mutatis mutandis
in relation to the registration of a firm of certified public accountants or
public accountants as they apply in relation to the registration of a
professional accountant.

(Added, 22 of 1977, s. 7)

29. (1) No person shall practise as a certified public accountant or
public accountant unless he is registered as a professional accountant
and holds a practising certificate.

(2) No person other than a professional accountant holding a
practising certificate shall hold any appointment or render any services,
whether unpaid or otherwise

(a)as an auditor of a company within the meaning of the
Companies Ordinance; or

(b)as an auditor of accounts for the purpose of any other
Ordinance.

(3) Nothing in this Ordinance shall prevent-

(a) a person from-

(i) practising publicly and describing himself as an
accountant, secretary, book-keeper, tax-agent, taxconsultant
or cost-consultant; or

(ii) describing himself by any other designation, initials or
characters not conveying the impression that he is entitled to
practise as a certified public accountant or public accountant;
or

(iii) acting as an auditor of a registered trade union with the
approval of the Registrar of Trade Unions; or

(b)a member of a club, institution or association, which is not
carried on with a view to profit, from acting as auditor of the
club, institution or association; or

(c)the Council, upon application, from exempting any person
from the provisions of subsection (2)(b).

29A. (1) Subject to subsection (2) and section 29B. a practising
certificate shall not be issued to a professional accountant unless the
Council is satisfied that he

(a)has, after becoming a member of an approved institute or of
any other accountancy body accepted by the Council under
section 24(1)(c)(ii), or after registration as a professional
accountant, had not less than a total of 30 months full time
approved accounting experience in the office of





(i) a professional accountant holding a practising
certificate issued under this Ordinance;

(ii) a person practising public accountancy under the
jurisdiction of an approved institute specified in Part A of the
Schedule; or

(iii) a member of an accountancy body accepted by the
Council under section 24(1)(c)(ii); or

(b)has had a period of not less than 4 years full time approved
accounting experience in an office referred to in subparagraph
(i), (ii) or (iii) of paragraph (a) or any combination thereof.

(2) A practising certificate shall not be issued to an applicant
unless he satisfies the Council that he

(a) is ordinarily resident in Hong Kong; and

(b)possesses such local experience and knowledge of local law
and practice as the Council may consider necessary.

(3) For the purposes of subsection (2)(b) the Council may require
an applicant to sit such examinations as it may prescribe which shall
include an examination in local law and taxation, and may require an
applicant to have had not less than 1 year full time approved accounting
experience in Hong Kong.

(4) If the Council considers that an applicant has acquired
substantial experience in accountancy, either in Hong Kong or
elsewhere over a considerable period of time the Council may dispense
with the requirements of subsection (2).

(5) For the purposes of this section-

(a)'approved accounting experience' means such professional
accountancy experience as the Council may approve from time
to time as sufficient practical experience; and

(b)a person shall be treated as ordinarily resident if he has been
present in Hong Kong for not less than 180 days in the
preceding 12 months.

(Added, 22 of 1977, s. 8. Amended, 14 of 1985, s. 7)

29B. A practising certificate shall not be issued to an applicant who
is registered as a professional accountant under section 24 by virtue of
membership of an approved institute specified in Part B of the Schedule
unless, in addition to complying with the requirements of section 29A,
he passes such examinations of the Society in such subjects as may
from time to time be determined by the Council.

(Added, 22 of 1977, s. 8)

30. (1) A professional accountant may apply to the Registrar in the
month of November in any year, for a practising certificate, in the form
specified by the Council.

(2) If the Council is satisfied that the applicant has complied with
the requirements of section 29A and, where appropriate,





section 29B and intends to practise as a certified public accountant or
public accountant, the Registrar shall, on payment of the fee fixed by the
Council, issue to the professional accountant a practising certificate in
the form specified by the Council for the period of one calendar year
from 1 January next following the date of the application. (Amended, 22 of
1977, s. 9)

(3) The Council may permit the application for a practising
certificate to be made under subsection (1) at any time and upon such
application the Registrar may issue to the applicant a practising
certificate for any period not exceeding one calendar year and ending on
31 December in any year.

(4) Notwithstanding subsection (2), a person whose name was at
the commencement of this Ordinance entered in the authorized list of
auditors kept under section 131(3) of the Companies Ordinance shall be
entitled to be issued with a practising certificate.

(5) If the Council refuses an application under subsection (1), the
Registrar shall forthwith inform the applicant by notice in writing, served
either personally or by registered post, of the decision of the Council
and of the reasons for refusing to issue the practising certificate.

(6) If a professional accountant fails to commence practice within 6
months from the date of issue of the practising certificate the Council
may cancel the practising certificate. (A Added 22 Qf 1977,s.9)

31. (1) Every professional accountant who practises as a certified
public accountant or public accountant shall have a registered office in
Hong Kong to which all communications and notices may be addressed.

(2) The address of the registered office shall be given in the
application for a practising certificate.

(3) Any change in such address shall be notified to the Registrar
within 14 days thereof and shall be entered in the register by the
Registrar.

(4) Any professional accountant who practises as a certified public
accountant or public accountant in contravention of this section shall
be guilty of an offence and shall be liable on conviction to a fine of
$5,000. (Amended, 22 of 1977, s. 10)

32. (1) As soon as practicable after 1 January in every year, the
Registrar shall cause to be published in the Gazette

(a)a list of professional accountants holding practising
certificates for the period specified in such list and the
addresses of their registered offices; and

(b)a list of firms of certified public accountants and public
accountants registered under the Ordinance and the addresses
of their registered offices. (Replaced, 22 of 1977,s. 11)





(2) As soon as practicable after 1 July in every year, the Registrar
shall cause to be published in the Gazette a list of amendments to the
lists referred to in subsection (1). (Amended, 22 of 1977, s. 11)

(3) The list of professional accountants published under
subsection (])(a), and any amendments thereto under subsection (2),
shall be evidence that any person whose name appears therein is a
professional accountant holding a practising certificate for the period
specified therein. (Amended, 22 of 1977, s. 11)

(4) A certificate purporting to be signed by the Registrar that the
name of a person has or has not been entered in or has been removed
from the register, or that a person registered holds or does not hold a
practising certificate, shall be evidence of the facts stated therein.

PART V

DISCIPLINARY
PROCEEDINGS

33. The Council shall-

(a)appoint from among professional accountants a Disciplinary
Committee which shall consist of 5 members, of whom not less
than 3 shall be elected members and not less than 3 shall be
holders of practising certificates; and (Replaced, 14 qf 1985, s.
8)

(b)designate one of the members of the Disciplinary CornmIttee to
be chairman of the Committee.

33A. The Council may make rules providing for the conduct of
inquiries by the Disciplinary Committee and for other matters relating to
such inquiries, including a re-hearing in specified circumstances.

(Added, 14 of 1985, s. 9)

34. (1) A complaint that a professional accountant-

(a)has been convicted of any offence under Part V (Perjury) of the
Crimes Ordinance;

(b)has been convicted in Hong Kong or elsewhere of any offence
involving dishonesty;

(c) has whether or not as a professional accountant-

(i) falsified or caused to be falsified any document;

(ii) made any statement which is material and which he
knows to be false or does not believe to be true, in respect of
any document;

(d) has been negligent in the conduct of his profession;

(e) has been guilty of professional misconduct;





has wilfully refused or neglected to comply with the
provisions of any by-law made or any direction lawfully given
by the Council;

(g)has been guilty of dishonourable conduct as a professional
accountant,

shall be made to the Registrar who shall submit the complaint to the
Council which may, in its discretion, refer the complaint to the
Disciplinary Committee.

(1A) Where the Registrar has reason to believe that subsection
(1)(a), (b), (c), (d), (e), (f) or (g) applies to a professional accountant,
he shall submit the facts to the Council which may, in its discretion, refer
the complaint to the Disciplinary Committee. (Added, 22 of 1977, s. 12.
Amended, 14 of 1985, s. 10)

(2) For the purposes of subsection (1)(g), 'dishonourable conduct
means an act or omission of a professional accountant which would he
reasonably regarded as dishonourable by accountants of good repute
and competency.

35. (1) If, after due inquiry, the Disciplinary Committee is satisfied
that a complaint referred to it under section 34 is proved, the
Disciplinary Committee may, in its discretion

(a)order the name of the professional accountant to be removed
from the register, either permanently or for such period as it
may think fit;

(b) order the professional accountant to be reprimanded; or

(c)postpone judgment on the case for a period or periods, in the
aggregate, not exceeding 2 years,

and may in any case make such order as the Disciplinary Committee
thinks fit with regard to the payment of the costs of the Society and of
any complainant and of the professional accountant, and any costs
awarded may be recovered as a civil debt.

(1A) Where any rules made under section 33A provide for a re-
hearing by the Disciplinary Committee of a complaint referred to it under
section 34, any order or decision made under subsection (1) shall, if the
Disciplinary Committee re-hears the complaint, cease to have effect and
subsection (1) shall apply to such re-hearing as if it were the original
hearing. (Added, 14 of 1985, s. 11)

(2) Nothing in this section shall be deemed to require the
Disciplinary Committee to inquire into the question whether a
professional accountant was properly convicted but the Committee may
consider the record of a case in which such conviction was recorded
and such other evidence as may show the nature and gravity of the
offence.

(3) The Disciplinary Committee shall cause a copy of any order
made under subsection (1)(a), or of any such order as varied on appeal
by the Court of Appeal, as the case may be, to be





published in the Gazette together with a summary of the nature of
the complaint to which the order relates:

Provided that no order shall be so published before the expiry
of 30 days after the date of service of the order on the professional
accountant under section 38(1) or, in the case of an appeal under
section 41, before the decision of the Court of Appeal on such
appeal.

36. (1) For the purposes of an inquiry under section 35 the
Disciplinary Committee shall have the following powers-

(a) to take evidence on oath;

(b)to summon any person to attend the inquiry to give
evidence or produce any document or other thing in his
possession and to examine him as a witness;

(c)to admit or exclude the public or any member of the public
from the inquiry;

(d)to award to a witness such expenses as, in the opinion of
the Disciplinary Committee, he has incurred by reason of
his attendance.

(2) A summons to a witness shall be in the prescribed form
and shall be signed by the chairman of the Disciplinary Committee.

37. (1) At the hearing of a complaint-

(a) the complainant, or his solicitor or counsel; or

(b) the Registrar; or

(c)if the Council so directs, the solicitor or counsel for the
Registrar,

shall present the case against the accountant whose conduct is the
subject of an inquiry under section 35.

(2) A professional accountant whose conduct is the subject of
such an inquiry shall be entitled to be represented by counsel or a
solicitor throughout the inquiry.

38. (1) The Registrar shall cause a copy of any order made
under paragraph (a) or (b) of section 35(1) to be served forthwith
upon the professional accountant concerned, either personally or by
registered post addressed to his registered address.

(2) The Registrar shall not remove the name of a professional
accountant from the register by virtue of an order made under
subsection (1)(a) of section 35 or record a reprimand in the register
by virtue of an order made under subsection (1)(b) of that section
before the expiry of 30 days after the date of service of the order on
the accountant or in the case of an appeal under section 41 before
the decision of the Court of Appeal on such appeal.





39. (1) A person whose name has been removed from the
register under the provisions of this Ordinance may apply to the
Council for the restoration of his name to the register.

(2) The Council may, after making such inquiry as it may
consider necessary, reject an application under subsection (1) or
allow it, subject to such conditions if any as it may think fit to
impose.

(3) The Council shall, if it allows an application under subsec-
tion (1), order the Registrar to restore the name of the applicant to
the register and thereupon the Registrar shall restore the name
accordingly.

40. The name of a professional accountant shall not be
removed from the register by reason of any conviction involving
dishonesty if prior to the date of his registration the Council was
aware of the conviction.

41. (1) An appeal shall lie to the Court of Appeal by-

(a)any person whose application for registration has been
rejected by an order under section 26(1);

(b) a professional accountant-
(i) whose name the Council has ordered under para-
graph (e) or (d) of section 27(1) to be removed from the
register;
(ii) whose application under section 30 for a practising
certificate is refused; or
(iii) who is aggrieved by an order made in respect of
him under paragraph (a) or (b) of section 35(1),

and the Court of Appeal may confirm, vary or reverse the order or
decision appealed against.

(2) The decision of the Court of Appeal upon such appeal
shall be final.

(3) The practice and procedure in relation to any such appeal
shall be in accordance with rules of court made under the Supreme
Court Ordinance:

Provided that the Court of Appeal shall not hear any such
appeal unless notice of the appeal has been given by the appellant
within 30 days after service upon him of-

(a) a copy of an order under section 26(1);

(b)a copy of an order under paragraph (c) or (d) of section
27(1); (Amended, 14 of 1985, s. 12)

(c) a copy of a decision under section 30; or

(d) a copy of an order under paragraph (a) or (b) of section 35(1).





PART VI

OFFENCES

42. (1) Subject to this section, any person who-

(a)being summoned to attend as a witness or to produce a
document or other thing under section 36(1)(b), refuses or
fails to do so or to answer any question put to him by the
Disciplinary Committee; (Amended, 14 of 1985, s. 13)

(b)fraudulently procures himself or any other person to be
registered by means of any misleading, false or fraudulent
representation or statement, either oral or in writing;

(c)makes or causes to be made any falsification in the register or
in any matter relating to the register;

(d)personates or represents himself as being the person referred
to in any certificate or document presented to the Council or
the Disciplinary Committee;

(e)falsely pretends to be qualified to practise as a certified public
accountant or public accountant;

(f)falsely takes or uses any name, initials, title, addition or
description implying that he is qualified to be registered as a
professional accountant or to practise as a certified public
accountant or public accountant;

(g)not being a professional accountant, either directly or
indirectly, practises as a certified public accountant or public
accountant;

(h)not being a professional accountant, knowingly permits the
use of or uses in connexion with his business, trade, calling or
profession the description 'professional accountan- or the
characters or any written words, initials or abbreviations of
words intended to cause, or which may reasonably cause, any
person to believe that the person using the same is a
professional accountant;

(i)not being a professional accountant holding a practising
certificate

(i) advertises, publishes or represents himself as qualified to
practise as a certified public accountant or public accountant
or knowingly permits himself to be so advertised, published or
represented; or

(ii) takes or uses in conjunction with his name, or any
name which he may have assumed or by which he may
describe himself, the description 'certified public account-
ant' or 'public accountant- or uses after or in conjunction
with his name the initials 'C.P.A.' or 'P.A.' or the
characters 0 or or
knowingly permits the use of or uses such description,
initials or characters in connexion with his business, trade,

calling or profession,(Amended, 14 of 1985, s. 13)





shall be guilty of an offence and shall be liable on conviction to a fine of
520,000 and to imprisonment for 12 months. (Amended, 22 of 1977,s. 13)

(2) Subsection (1) shall not apply in relation to the use by any
member of an overseas body or institute of accountants, not being a
professional accountant, of any description or initials which he is
entitled to use under the constitution of that body or institute if by such
use he does not represent that he is a professional accountant or is
entitled to practise as a certified public accountant or public accountant.

(3) No person shall be required to answer any question or produce
any document or other thing which, in the opinion of the Disciplinary
Committee, may tend to incriminate him; and a witness shall, in respect
of any evidence given by him before the Disciplinary Committee, be
entitled to the same privileges to which he would be entitled if he were
giving evidence before a court.

PART VII

MISCELLANEOUS

43. Subject to paragraphs (a)(iii) and (c) of section 29(3), any
reference in any Ordinance to an auditor or an auditor whose name is in
the authorized list of auditors kept under section 131(3) of the
Companies Ordinance shall be construed as a reference to a professional
accountant holding a practising certificate.

44. This Ordinance shall not apply to the Director of Aduit or to
any other public officer in connexion with his duties as such.

45. Subject to the provisions of this Ordinance, no person shall be
entitled to recover any fees, remuneration or expenses for or in respect
of any appointment held or services rendered by him as a certified public
accountant or public accountant unless he is a professional accountant
holding a practising certificate.

46. There shall be. paid to the Registrar General for the registration
of any document required by this Ordinance to be registered or to be
delivered, sent or forwarded to the Registrar General such fees as the
Governor may prescribe by notice in the Gazette.

47. The Governor may by order published in the Gazette amend the
Schedule.

48. The omission to give notice of any meeting of the Council or
any general meeting of the Society, or the failure by a member of the
Council or a professional accountant to receive such a notice





shall not invalidate the proceedings at the meeting or any resolution
passed thereat.

49. (1) A professional accountant may, by notice in writing under
his hand, tender to the Council his resignation from the Society.

(2) The resignation shall take effect upon the deletion from the
register, with the approval of the Council, of the professional
accountant's name.

(3) The Council may refuse to accept the resignation of a
professional accountant if

(a)it has reason to believe that such accountant has been guilty
of conduct, or that circumstances exist, which could justify the
removal of his name from the register under section 35(1)(a);

(b)it is aware that a complaint concerning such accountant has
been preferred and is before the Council or the Disciplinary
Committee; or

(e) the professional accountant is indebted to the Society.

SCHEDULE [ss. 2, 29A, 29B 47.1

APPROVED INSTITUTES

PART A

The Association of Certified Accountants The Australian
Society of Accountants The Institute of Chartered
Accountants in Australia The Institute of Chartered
Accountants in England and Wales The Institute of Chartered
Accountants in Ireland The Institute of Chartered
Accountants in Scotland

PART B

The Institute of Cost and Management Accountants The
Chartered Institute of Public Finance and Accountancy.

Replaced 22 of 1977, s. 14)
Originally 68 of 1972. L.N. 16/77. 22 of 1977. L.N. 137/81. 14 of 1985. L.N. 267/72. Short title. Interpretation. Schedule. (Cap. 100.) Incorporation of Society. Appointment of President and Vice-President. Office of Society. Official seal and authentication thereof, and instruments executed thereunder. Objects of the Society. Power of Society to make by-laws. General meetings. Establishment and composition of the Council. Filling vacancies in Council. Compulsory retirement of elected members. (14 of 1985.) [*19.4.1985.] Procedure for election of professional accountants as elected members. Governor may appoint a professional accountant to Council if Council fails to fill a vacancy. Vacation of office by Council members. Accounts. General powers of Council. Particular powers of Council. Council may accept grants, gifts, etc. Reimbursement of expenses of Council members. Appointment of Registrar and notification to Registrar General. Register of professional accountants. Certificate of registration. Qualifications for registration as professional accountant. (Cap. 32.) Application for registration. Acceptance or refusal of registration. Removal from register of certain persons. Expiry of registration and renewal. Registration of firms. Application for registration of a firm. Provisions of sections 22, 23, 26, 27, 28, 39 & 41 to apply to firms. Requirements to practise as certified public accountant or public accountant. (Cap. 32.) Requirements for issue of a practising certificate. Schedule. Additional requirements for issue of practising certificates in certain cases. Schedule. Practising certificates. (Cap. 32.) Registered office. Publication of list of professional accountants holding practising certificates and list of firms and evidence of same. Disciplinary Committee. Power of Council to make rules. Disciplinary provisions. (Cap. 200.) Disciplinary powers of Disciplinary Committee. Powers of Disciplinary Committee with regard to obtaining evidence and the conduct of proceedings. Conduct of inquiry and legal representation. Provisions relating to orders of the Disciplinary Committee. Restoration of name of professional accountant to register. Restriction on removal of name of professional accountant from register. Appeals. (Cap. 4.) Offences and penalties. Construction of references to auditors. (Cap. 32.) Ordinance not to apply to public officers in connexion with their duties. Fees and expenses. Fees payable to Registrar General. Amendment of Schedule. Omission to give notice of meetings. Resignation from the Society.

Originally 68 of 1972. L.N. 16/77. 22 of 1977. L.N. 137/81. 14 of 1985. L.N. 267/72. Short title. Interpretation. Schedule. (Cap. 100.) Incorporation of Society. Appointment of President and Vice-President. Office of Society. Official seal and authentication thereof, and instruments executed thereunder. Objects of the Society. Power of Society to make by-laws. General meetings. Establishment and composition of the Council. Filling vacancies in Council. Compulsory retirement of elected members. (14 of 1985.) [*19.4.1985.] Procedure for election of professional accountants as elected members. Governor may appoint a professional accountant to Council if Council fails to fill a vacancy. Vacation of office by Council members. Accounts. General powers of Council. Particular powers of Council. Council may accept grants, gifts, etc. Reimbursement of expenses of Council members. Appointment of Registrar and notification to Registrar General. Register of professional accountants. Certificate of registration. Qualifications for registration as professional accountant. (Cap. 32.) Application for registration. Acceptance or refusal of registration. Removal from register of certain persons. Expiry of registration and renewal. Registration of firms. Application for registration of a firm. Provisions of sections 22, 23, 26, 27, 28, 39 & 41 to apply to firms. Requirements to practise as certified public accountant or public accountant. (Cap. 32.) Requirements for issue of a practising certificate. Schedule. Additional requirements for issue of practising certificates in certain cases. Schedule. Practising certificates. (Cap. 32.) Registered office. Publication of list of professional accountants holding practising certificates and list of firms and evidence of same. Disciplinary Committee. Power of Council to make rules. Disciplinary provisions. (Cap. 200.) Disciplinary powers of Disciplinary Committee. Powers of Disciplinary Committee with regard to obtaining evidence and the conduct of proceedings. Conduct of inquiry and legal representation. Provisions relating to orders of the Disciplinary Committee. Restoration of name of professional accountant to register. Restriction on removal of name of professional accountant from register. Appeals. (Cap. 4.) Offences and penalties. Construction of references to auditors. (Cap. 32.) Ordinance not to apply to public officers in connexion with their duties. Fees and expenses. Fees payable to Registrar General. Amendment of Schedule. Omission to give notice of meetings. Resignation from the Society.

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