Share This: Top stories directors’ duties Notable HKEX enforcement cases reflect recurring themes on directors’ duties, adequacy of internal controls in different context: disposals; financial assistance. (A) [Disposal] Listing decision on Alltronics Holdings Limited and named directors (executive, non-executive, independent) (Press release; Statement of Disciplinary Action) The company intended to dispose of a subsidiary […]
Share This: Top stories New HKEX disciplinary regime HKEX published consultation conclusions in relation to proposed changes in its disciplinary regime. (Press release; full document: summary on P.2) The thresholds for some actions are lowered, and new measures are introduced. There is an emphasis on misconduct by individuals, including directors and (new) “senior management” […]
Share This: Top stories HKEX consultation on corporate governance revisions On 16 April, 2021, HKEX published a consultation paper on proposed enhancements to the Corporate Governance Code and Corporate Governance Report. Some proposals relate to further strengthening the link between corporate governance and ESG. The consultation period will close after 18 June. (Press release; full document) […]
Share This: Top stories SFC obtained disqualification orders (s. 214, Securities and Futures Ordinance) in the Court of First Instance against the former CEO and executive director of Long Success International (Holdings) Limited. They were disqualified from being a director or taking part in the management of any corporation in Hong Kong, without leave […]
Share This: Top stories HKEX review: annual reports disclosure HKEX published a report on its review of issuers’ annual reports for financial year ended between Jan to Dec 2019. (Press release; full report) This covers: (i) rule compliance, corporate conduct, and disclosure of material developments; (ii) financial statements review. 13 areas were covered (full list: […]
Share This: Top stories (i) HKEX review: corporate governance disclosure HKEX published its latest review of issuers’ corporate governance reports for financial year ended between Jan to Dec 2019. (Press release; full report) It focuses on (i) re-election of independent non-executive directors (“INEDs”) who served more than nine years, (ii) election of overboarding INEDs (i.e. holding […]
Share This: Top stories New judgment on disclosure of inside information The Market Misconduct Tribunal (“MMT”) has found that CMBC Capital Holdings Limited and 6 former (executive and independent non-executive) directors failed to disclose inside information as soon as reasonably practicable, under the Securities and Futures Ordinance (“SFO”). (SFC press release) A 15-month disqualification […]
Share This: Top stories HKEX consultation on disciplinary regime HKEX published a consultation paper in relation to proposed changes in its disciplinary regime. (Press release; full document) HKEX aims to have a spectrum of graduated sanctions for different situations. Currently, these range from private reprimand, public censure, other statements of concern in respect of […]
Share This: Top stories SFC’s “green” focus SFC’s Annual Report 2019-20 sets out its priorities to ensure the integrity and overall soundness of Hong Kong’s securities and futures markets. (Press release; full report) For listed issuers, the report recaps SFC’s efforts including progress of its “front-loaded” approach. This helped in addressing misconduct and market […]
Share This: Top stories HKEX censures Kong Sun Holding Limited, named former executive directors, non-executive and independent directors. (Press release) The case involves loans and advances (around RMB 1.6b) made by the (not directors) COO and financial controller (“FC”), without the board’s knowledge. These were non-interest bearing, unsecured, with no fixed date of repayment. The […]
