Skip to main content

Legal Update

HKEx Publishes Consultation Paper on Proposed Changes to the Listing Rules Regarding Connected Transactions

8 October 2009
Mayer Brown Legal Update

Hong Kong Exchanges and Clearing Limited has recently published a consultation paper on proposed changes to the Main Board Listing Rules and the GEM Listing Rules regarding connected transactions.

The proposals comprise the following:

  • Revisiting whether the definition of "connected person" should include a person connected at the issuer’s subsidiary level; or alternatively whether to provide an exemption for the person who is connected only by virtue of his relationship with an issuer's subsidiary whose size is "insignificant" to the issuer
  • Revising the de minimis thresholds that trigger disclosure or shareholders' approval requirements for connected transactions
  • Modifying or introducing certain exemptions for connected transactions that are revenue in nature in specific circumstances
  • Revising the definition of "associate" to (i) exclude persons who may not be in positions to exercise significant influence over the issuer; and (ii) include a company in which a connected person's relative has a majority control
  • Refining the circumstances in which an issuer’s non wholly-owned subsidiary should be regarded as a connected person
  • Revising the definition of "connected person" to exclude (i) promoters for PRC (Mainland China) issuers; and (ii) "PRC Governmental Body" for non-PRC issuers (the current exemption only applies to PRC issuers)
  • Modifying or clarifying the application of certain exemptions for connected transactions
  • Removing the references to "management shareholder" in the GEM Listing Rules

For more information and to view the full text of the consultation paper, please click on the following hyperlink:

The Build a Report feature requires the use of cookies to function properly. Cookies are small text files that are placed on your computer by websites that you visit. They are widely used in order to make websites work, or work more efficiently. If you do not accept cookies, this function will not work. For more information please see our Privacy Policy

You have no pages selected. Please select pages to email then resubmit.