Hk Takeover Code 571

1. In paragraph 77 of the Budget speech 2000/2001 delivered on 8 March 2000, the Financial Secretary, Donald Tsang, said:

“The standard of corporate governance in HK among the highest in the region…Enhancement of corporate governance standards is a global trend. We need to stay ahead of the game if we are to maintain our status as an international financial centre. I have asked the Secretary for Financial Service… to conduct a comprehensive study on this subject this year. We aim to identify and plug any gaps in our corporate governance regime and to become a benchmark in the region. The concerted efforts of the market bodies, professional organizations and regulators will be pivotal to this endeavor”.

Some 16 years have lapsed and many reforms have been introduced and implemented since 2000. Please give an overview of our corporate governance regime and investor protection, as discussed in the course and a you understand it, under:

(a) The Securities and Futures Ordinance, Cap 571;

(b) The Listing Rules and

(c) The Takeover Code

You are not required to discuss the new Companies Ordinance. Please also give your views as to how our corporate governance regime and investor protection may be further enhanced and improved.

2. Please give a brief outline of the IPO process and procedures in HK. You are not required to discuss the IPO documents that are required to be prepared.

Decide to go public

The company itself evaluate the benefits and burdens of becoming a public listed company. If the answer is Yes, the company has to upgrade the management capabilities such as appoint executive directors and independent non- executive directors, company secretary and share registrars. Then the board committee agrees to seeking advice on listing requirements to be taken from legal advisers, accountants or sponsor.

Restructure of the company

Early consultation will be required by the company. At the pre-listing stage, the expert advisor...