Determination of Apparent Authority in Chinese Hong Kong Law: A Comparative Law Perspective

Six years since the 2019 release of the Outline Development Plan for the Guangdong-Hong Kong-Macao Greater Bay Area by the Central Committee of the Communist Party of China and the State Council, the Greater Bay Area has entered a phase of rapid economic development. Its economic scale now surpasses that of the New York Bay Area and San Francisco Bay Area in the United States, ascending to the top tier of global bay areas. In civil and commercial activities, apparent authority plays a critical role in safeguarding transactional security and protecting the legitimate interests of bona fide counterparties, leading to its frequent occurrence. Consequently, it has become a focal point in adjudicating civil and commercial cases in both China’s Mainland (China) and Chinese Hong Kong (Hong Kong) courts. Although both legal systems incorporate the fundamental structure of apparent authority, significant differences in legal traditions and frameworks between the two jurisdictions often create difficulties for China’s entities in identifying Hong Kong civil and commercial actors. This necessitates reliance on foreign law ascertainment systems for clarification. This article will focus on the basic framework of the apparent agency system in Hong Kong, introducing the theoretical foundations and legal provisions of apparent authority under Hong Kong law. From a comparative law perspective, it will analyze the differences between the apparent agency systems in China and Hong Kong, while proposing specific institutional frameworks for China’s courts to properly identify Hong Kong-style apparent agency in civil and commercial cases.