Expansion of Hong Kong’s anti-bribery legislation – The Prevention of Bribery Ordinance (Amendment of Schedules 1 and 2) Order 2025 brings four new institutions within scope of the POBO.

On 20 June 2025, the Amendment Order was gazetted by the Hong Kong Government, and took effect on the same day. 

The Amendment Order adds four new institutions to Schedules 1 and 2 to the POBO, the main piece of anti-bribery legislation in Hong Kong, thereby classifying these institutions as “public bodies” under the POBO.  While the Amendment Order only spans two short pages together with its explanatory note, the changes implemented by the provisions under the Amendment Order to the Prevention will have a material impact on both the public and private sectors in Hong Kong.

A refresher on the POBO – what are “public bodies” and “public servants”?

The POBO is the primary piece of anti-bribery legislation in Hong Kong which covers bribery in both the public and private sectors.  Under the POBO, public sector offences are framed in the context of acts carried out in circumstances involving a “public servant” and/or a “public body”.  The offence of bribery under section 4 of the POBO, for example, is defined as offering an advantage to a public servant, or a public servant  soliciting or accepting an advantage, as an inducement to, reward for, or otherwise on account of that public servant performing or affecting any person's transaction of business with a public body.

In the context of the Amendment Order, “public bodies” are relevantly defined under the POBO to include any board, commission, committee or other body specified in Schedule 1.  “Public servants” are relevantly defined under the POBO to include “prescribed officers”, employees and certain members of a public body, and additionally, in the case of a “public body” specified under Schedule 2, an office holder or certain members of the said public body.

Institutions which have been characterized as “public bodies” under the POBO are institutions which manage public functions and which tend to have a potential to interact with external parties.  As a result of this potential to engage in external interactions, there may be a heightened risk of imprudent conduct in the course of such interactions which may be contrary to the public interest, and which the POBO seeks to mitigate.

Where an institution is specified as a public body under the POBO, therefore, it will be subject to various restrictions under the POBO, and persons engaging with such a public body will also be subject to the relevant sections of the POBO. 

Amendments under the Amendment Order

The Amendment Order amends Schedules 1 and 2 to the POBO to include a total of four additional institutions, thereby bringing these institutions within the ambit of the POBO. 

Section 2 of the Amendment Order adds (i) the Hong Kong Investment Corporation Limited (“HKIC”), (ii) Hong Kong FMI Services Limited (“HKFMI”), (iii) OTC Clearing Hong Kong Limited (“OTC Clear”), and (iv) CMU OmniClear Limited (“CMU OmniClear”) to the list of public bodies in Schedule 1 to the POBO (together, the “New Public Bodies”).  Section 3 of the Amendment Order amends Schedule 2 to the POBO to additionally characterise OTC Clear and CMU OmniClear as “public bodies specified for purposes of definition of public servant”.

As a result of the amendments under the Amendment Order, not only will the New Public Bodies be subject to restrictions under the POBO, external parties involved in dealings with these institutions will also be covered by the legislative framework under the POBO. 

Key takeaways

The Amendment Order has brought the New Public Bodies within the remit of the POBO.  Consequently, individuals within the New Public Bodies will, by virtue of their roles and functions within these institutions, be “public servants” subject to the legislative framework of the POBO, as will parties who interact with these public bodies.  These public servants, as well as members of both the public and private sectors who deal with them should be aware and exercise caution in their dealings to ensure that they do not act in contravention of the POBO.

Authored by Mark Lin and Rachael Koc.