Hong Kong's Securities And Futures Commission Concludes Consultation On New OFC Rules And OFC Code

The Securities and Futures Commission (SFC) today released consultation conclusions on the proposed Securities and Futures (Open-ended Fund Companies) Rules (OFC Rules) and Code on Open-ended Fund Companies (OFC Code) which set out detailed legal and regulatory requirements for the new open-ended fund company (OFC) structure (Note 1). This will enable investment funds to be established in corporate form in Hong Kong, in addition to the current unit trust form.

After considering market feedback, the SFC will implement the proposals set out in the consultation paper (Note 2) with certain modifications and clarifications. These include streamlining the approval requirements for private OFCs and setting out a one-stop arrangement for the establishment, ongoing corporate filings and termination of OFCs.

"The introduction of a new corporate fund structure will enrich the choice of investment vehicles and facilitate the distribution of Hong Kong funds internationally," said Mr Ashley Alder, the SFC’s Chief Executive Officer. "We will continue to enhance market infrastructure to enable Hong Kong’s sustained growth as a full-service international asset management centre and a preferred fund domicile."

The OFC Rules and the Securities and Futures (Open-ended Fund Companies)(Fees) Regulation (Note 3), both subsidiary legislation under the Securities and Futures Ordinance, were gazetted today and will be submitted to the Legislative Council for negative vetting. Subject to the legislative process, the OFC regime is targeted to come into effect on 30 July 2018 (Note 4).

Notes:

1. The Securities and Futures (Amendment) Ordinance 2016, gazetted on 10 June 2016, provides a legal framework for OFCs in Hong Kong and empowers the SFC to make subsidiary legislation and issue codes and guidelines in relation to the regulation of OFCs. On 28 June 2017, the SFC issued a Consultation Paper on the Securities and Futures (Open-ended Fund Companies) Rules and Code on Open-ended Fund Companies. The consultation period ended on 28 August 2017. 
2. The proposals include requirements relating to an OFC’s formation, its key operators, ongoing maintenance, termination and winding-up.
3. The OFC Fees Regulation is made by the Secretary for Financial Services and the Treasury and provides for the fees chargeable by the SFC and the Companies Registry in respect of OFCs. 
4. The OFC Code will be gazetted following the completion of the legislative process for the OFC Rules and OFC Fees Regulation. It is intended that the Securities and Futures (Amendment) Ordinance 2016, OFC Rules, OFC Fees Regulation and the OFC Code will have the same commencement date. The SFC will provide guidance to the industry on the implementation of the regime.