Compliance and Company Secretarial Practice of Hong Kong Listed Companies

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Compliance and Company Secretarial Practice of Hong Kong Listed Companies

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A practical guide for company secretaries, practitioners and business professionals to perform the compliance function of a listed company by applying the respective laws, rules and regulations in different fictitious scenarios.

Compliance and Company Secretarial Practice of Hong Kong Listed Companies provides a neat and concise guide to all compliance and company secretarial practices that every Hong Kong listed company must abide by. Viewed through a real world scenario setting of a fictitious company, this publication offers both a concise and comprehensive analysis of these explicit guidelines which will help facilitate a wider understanding of corporate secretarial practice.

Several aspects and stages of development of a listed company are examined:
- Fundamental concepts of restructuring a private limited company into a wholly-owned subsidiary of a Cayman Islands company listed on the Main Board of the Stock Exchange
- Account of the extensive continuing obligations imposed on a listed company and its officers
- Reviews and explains the compliance and secretarial practices
- Examines how a restructuring exercise can help to revive an ailing listed company
Most up-to-date statutory and non-statutory compliances include:
- The New Companies Ordinance (Cap. 622)
- The Securities and Futures Ordinance (Cap. 571)
- The Cayman Companies Law
- The Rules Governing the Listing of securities on the Stock Exchange and the Rules Governing the Listing of Securities on the GEM of the Stock Exchange
- The Hong Kong Code on Takeovers and Mergers and Share Buy-backs
- Ongoing or ad hoc compliance and company secretarial practice as required by the Hong Kong Companies Registry
1. Introduction and Overview
2. Listing Considerations and Listing Methods
3. Qualifications for Listing and Initial Public Offerings (IPO):Main Board and Growth Enterprise Market (GEM)
4. Listing of Securities for Companies Incorporated in Hong Kong, the PRC, and Certain Overseas Jurisdictions
5. Meetings of the Listed Issuers
6. Continuing Obligations after Listing
7. Notifiable Transactions and Connected Transactions
8. General Matters Relevant to the Issuer’s Securities
9. Change of Officers and Other Personnel
10. Miscellaneous
11. Scheme of Arrangement, Reconstructions (Resumption of Trading Instead of Winding-up), Winding-up and Liquidation, Delisting, and Cessation of Business in Hong Kong
12. General Reminder regarding the New Companies Ordinance (Cap 622), Securities and Futures Ordinance (Cap 571) Amendments, Non-statutory Rule and Regulation Amendments and Changing Trend of Corporate Governance affecting the compliance and Operation of Hong Kong Listed Companies
Written by an author team with experience of Company Secretaries and academics:
- Andrew Tsang – Tutor for Corporate Administration/Secretarial Practice at the Open University of Hong Kong and Hong Kong Shue Yan University
- Natalie Chan – Tutor for Corporate Administration/Secretarial Practice at the Open University Hong Kong