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Capital Markets Quarterly Update (October to December 2013)

10 February 2014
Mayer Brown Newsletter

This quarterly update (October to December 2013) highlights recent developments in Hong Kong capital markets practices:

Topical Issue

  • Listing of overseas issuers - country guides published
  • Guidance - matters which might affect suitability for listing

Procedures and Waivers

  • Waiver required – profit forecast - a period not being a six- or 12-month period (or quarter period for GEM listing applicants)

Disclosure Requirements and Guidance

  • Simplification series – the "Summary and Highlights" section in listing documents
  • Simplification series – White and Yellow Application Forms (AFs) – the "How to Apply for Hong Kong Offer Shares" section in a prospectus (HTA)
  • Disclosure in prospectus – material adverse changes in financial, operational and/or trading position after the trading record period

Listing Suitability and Other Listing Decisions

  • Engaging in non-compliant financing arrangements – listing application delayed for 12 months – listing applicant was required to prove that it could sustain financially and operate independently
  • Further guidelines – VIE structures would not result in unsuitability for listing
  • Having businesses/projects in countries on which sanctions are imposed - would not result in unsuitability for listing with appropriate disclosures
  • Guidance - spin-off and reverse takeover applications


  • Jeckle Chiu
    T +852 2843 2245

Related People

  • Billy K. M. Au
    T +852 2843 2254
  • Jacqueline S. T. Chiu
    T +852 2843 2447
  • Jason T. Elder
    Partner, Registered Foreign Consultant (New York, USA)
    T +852 2843 2394
  • Mark Uhrynuk
    T +852 2843 4307
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