MACAU SAR, CHINA Law and Practice Contributed by: João Nuno Riquito, Nelson de Azevedo, Belmiro Leong and Kimberley Cheong, Riquito Advogados
5. Corporate Reporting and Disclosures 5.1 Financial Reporting Requirements All companies in Macau must comply with annual financial reporting obligations. The management body must prepare the annual accounts and management report for the preceding financial year within three months of the financial year-end, which is usually March 31st. These documents must then be submit - ted to the general meeting for approval (Article 220, paragraph 1a). Certain companies must have their accounts audited. In particular, limited liability companies by shares and limited liability companies by quotas with a share capital of MOP1 million or more, and those where the total assets or turnover exceed the relevant thresh - olds, must appoint a supervisory board or auditor to audit the accounts and issue an opinion. Macau law generally does not require private com - panies to submit quarterly or semi-annual reports. However, in regulated industries, such as banking, insurance and gaming concessions, these companies are bound by specific regulatory bodies, such as the AMCM or DICJ, and must periodically, usually on a quarterly basis, submit detailed financial statements and operational data to the official bureaus. All companies must also submit an annual income declaration to the Financial Services Bureau ( Direcção dos Serviços de Finanças – DSF) between February and June each year for complementary tax purposes. 5.2 Corporate Governance Arrangement Disclosure Macau law does not impose a general requirement for companies to disclose their corporate governance arrangements publicly. Currently, the regulatory focus is on internal disclosure, while only specific types of enterprises require public disclosure. For general private companies, disclosure requirements regard - ing governance are relatively simplified. The board of directors must mention the company’s management and operations in the annual report as the law does not mandate detailed disclosure.
Legal and regulatory bodies impose stricter require - ments on certain sectors. In the insurance industry, the AMCM has established specific corporate gov - ernance guidelines. These insurance companies must disclose their governance structure, functions of various committees, internal control systems and remuneration policies in their annual reports. Gam - ing concessionaires are required to submit detailed reports to the DICJ regarding changes in key positions and financial structures to ensure their continued suit - ability for operation (Law 16/2022 Legal Regime for Operating Games of Chance in Casinos, Article 29, paragraph 2). Public capital enterprises that are governed by Law 16/2023 Legal Framework for Publicly Owned Enter - prises must publish governance details online, includ - ing their organisational structure, membership lists, operational goals, performance, and procedures for major asset disposals and procurement (Article 29). 5.3 Incorporation and Registration Companies must be registered with the Commer - cial and Movable Property Registry. The Registry is responsible for conducting formal and substantive legality reviews of submitted registration requests to ensure that corporate actions comply with the Macau Commercial Registration Code and the MCC. The Registry is responsible for maintaining the commer - cial credit database of all companies in Macau and providing official certificates to ensure the security of commercial transactions. Companies are required to submit a series of doc - uments to the Registry, most of which are publicly available. These include the act of incorporation, the articles of association, a list of members of the man - agement body, a list of shareholders and their capital contributions, the registered office address and the declarations of acceptance of office (Articles 5 and 35 of the Commercial Registration Code). Companies have to request registration within 15 days from the date of incorporation (Article 187 of MCC). Additionally, all companies must complete tax reg - istration with the DSF before commencing business operations. Failure to submit tax filings on time may result in administrative fines ranging from MOP200 to
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