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    Listed companies

    Charltons advises a wide range of listed companies, including state-owned and private PRC enterprises and overseas companies, on ongoing Hong Kong compliance with the Hong Kong listing rules, takeover code and securities laws. We have strong and long-term relationships with many listed companies, in some cases having advised them on their initial listing or even at the pre-IPO or early financing stage. Our lawyers bring to bear their considerable experience in dealing with the Hong Kong Stock Exchange, the SFC and other regulatory and governmental bodies in Hong Kong and the PRC in order to work out effective and practical solutions to complex regulatory and compliance issues faced by listed companies in Hong Kong.

    We can assist in preparing annual reports and other periodic financial statements, help to draft announcements, circulars and other documents needed when a listed company carries out certain significant transactions, and advise generally on compliance matters for listed companies. We can also co-ordinate cross-border reporting for companies listed in Hong Kong and other jurisdictions. In particular, we can assist in respect of disclosure and reporting obligations of companies with dual Hong Kong and PRC listings.

    In addition to day-to-day assistance on compliance and disclosure issues, we also help clients to draft and implement corporate governance and internal control guidelines, advise on the composition and terms of reference of audit and remuneration committees, and provide compliance training for directors and senior managers. We also advise listed companies on preparation for and conduct of board and shareholders’ meetings.

     

    Companies listed on the Stock Exchange of Hong Kong (the “Exchange”) are subject to various ongoing Hong Kong compliance and corporate governance obligations imposed by laws, rules and regulations including, among others, the Listing Rules, the Securities and Futures Ordinance (the “SFO”) and the Codes on Takeovers and Mergers and Share Buy-backs. Set out below are two of the major kinds of disclosure and reporting obligations imposed on listed companies.

    Disclosure of price sensitive information

    The statutory regime governing listed corporations’ disclosure of price sensitive information is set out in Part XIVA of the SFO which came into effect on 1 January 2013. The regime is referred to as “Inside Information Provisions” in the Listing Rules.

    The regime creates a statutory obligation on corporations to disclose inside information to the public, as soon as reasonably practicable after inside information has come to their knowledge. Breaches of the disclosure requirement will be dealt with by the Market Misconduct Tribunal which will be able to impose a number of civil sanctions including a maximum fine of HK$8 million on the corporation and on its directors and chief executive in certain circumstances.

    The SFC can directly institute proceedings before the Market Misconduct Tribunal to enforce the disclosure requirement.

    Disclosure and reporting obligations under the Listing Rules

    The Listing Rules require listed companies to publish announcements in a wide range of situations. The following is a list of examples of the main situations in which a listed issuer is required to publish an announcement:

    • Price- sensitive information under the SFO
    • Notifiable transactions
    • Connected transactions
    • Advances and financial assistance to third parties
    • Financial assistance to affiliated companies
    • Pledge of controlling shareholder’s interest
    • Takeover offers

    Listed companies are also required under the Listing Rules to disclose financial information by way of annual report and accounts, half-year reports and accounts and preliminary announcements of results. Companies listed on the Growth Enterprise Market of the Stock Exchange are also required to publish quarterly reports.

    2017年特码生肖表:Hong Kong Corporate governance

    Hong Kong compliance

    Disclosure and reporting obligations

    Cross-border reporting for Hong Kong listed companies and other jurisdictions

    Ongoing Hong Kong compliance with the Hong Kong listing rules

    Hong Kong Compliance and disclosure issues

    Hong Kong compliance training for directors

    State-owned and private PRC enterprises

    Disclosure of price sensitive information

    Part XIVA of the SFO

    Principles of Corporate governance

    Disclosure obligations under the Listing Rules
    Ongoing duty of disclosure
    List of documents disclosure
    Corporate governance guidelines

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  • 苹果高管驳斥iPhone计划报废说 iOS 12就是证据 2019-05-07
  • 热门楼盘趁势而入迎热销 红六月正式上线 ——凤凰网房产天津 2019-04-29
  • 国家税务总局:国地税改革进入具体实施操作阶段 2019-04-28
  • 习近平关于生态环境保护的十个精妙论述 2019-04-28
  • 生态环境部严厉打击转移倾倒固体废物及危险废物 2019-04-27
  • 马克思的每个人全面而自由发展,是人的最高需求层次理论。 2019-04-22
  • 空调还装墙壁上?聪明人都是往这里装,好看又省地 ——凤凰网房产 2019-04-22
  • 这下就真的更加坐实你的老蚕了,所有网友都是见证!想赖都赖不掉了。 2019-04-20
  • 空姐,到底要不要漂亮?-光明时评 2019-04-18
  • 沃尔沃全新S60高性能版官图曝光 2019-04-18
  • [视频]《乡村振兴战略大家谈》第六集4分钟精编版 2019-04-12
  • 赵哲春季写真大公开 百变风格切换自如 2019-04-07
  • “无中生有”也能助力文旅 2019-04-07
  • 坚守一条红线 维护生态安全(在习近平新时代中国特色社会主义思想指引下——新时代新作为新篇章) 2019-04-07
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