| Date | Context | Summary of development | Action
|
|---|
| 13.6.03
| FA
| The Panel discussed the Report by the Expert Group to Review the Operation of the Securities and Futures Market Regulatory Structure (the Expert Group) published on 21 March 2003 and the Administration's proposed framework for a public consultation on the regulation of listing matters. [Report] [Paper] The three-member Expert Group was appointed by the Financial Secretary in late 2002 to follow up on the recommendations of the Panel of Inquiry on the Penny Stocks Incident to review the three-tier regulatory structure relating to listing matters.
The Panel expressed concern about the length of the consultation period and requested the Administration to update the Panel on the progress of the consultation in due course. The Panel also expressed concern about the work of the Expert Group, the proposal of the Hong Kong Exchanges and Clearing Limited (HKEx) on the improvement of the listing regime, the conflict of interests of HKEx in performing the listing functions, the Expert Group's assessment of the quality of the securities market and checks and balances of the power of the Securities and Futures Commission (SFC). [Follow-up Paper]
|
|
| 2.4.04
| FA
| On 3 October 2003, the Administration published a consultation paper to invite public views on the proposals to enhance the regulation of listing. [Paper] At the Panel meeting on 2 April 2004, the Administration briefed members on the recommendations in the Consultation Conclusions and the Administration's proposed way forward. [Paper] The proposed improvement measures were as follows:
| (a) | To give the more important listing requirements statutory backing;
|
| (b) | To make breaches of statutory listing requirements a new type of market misconduct under the Securities and Futures Ordinance (SFO) (Cap. 571);
|
| (c) | To expand the existing dual filing system; and
|
| (d) | To enhance the transparency and accountability of the performance of listing functions of SFC and HKEx.
|
The Administration undertook to work on the necessary legislative measures for improving the regulation of listing, which included the introduction of a Securities and Futures (Amendment) Bill in early 2005 and the making of Rules under section 36 of SFO to codify the more important listing requirements in statue by phases. The Administration planned to lay the Amendment Rules for Phase I before the LegCo for negative vetting once the Securities and Futures (Amendment) Bill is enacted.
Panel members stressed the importance of market consultation on the draft rules and legislative amendments in implementing the proposals for enhancing the regulation of listing. Some members also expressed concern about the monitoring of the operation of SFC and HKEx and the improvement of the operation of the Listing Committee. In response to members' request, the Administration provided after the meeting information on the liability of government officials appointed as directors to listed companies. [Follow-up Paper]
|
|
| 24.11.04
| CQ
| Hon LEE Wing-tat raised a question on price-sensitive or misleading remarks made by directors of listed companies. [Hansard "page 79"]
|
|
| 5.1.05
| CQ
| Hon Mrs Selina CHOW raised a question on investors to complete subscription forms in Chinese. [Hansard "page 22"]
|
|
| 1.05
| CP
| The Government issued a consultation paper on 7.1.05 to seek views on specific legislative proposals to amend SFO to give statutory backing to major listing requirements. The proposals will be incorporated into a Securities and Futures (Amendment) Bill planned to be introduced to the Council within the 2004-05 session. In parallel, SFC published a consultation paper on the same day to invite views on the proposed amendments to the Securities and Futures (Stock Market Listing) Rules to be made by SFC under the amended SFO. The purpose of the amendments is to codify in the statute important listing requirements, including financial reporting and other periodic disclosure, disclosure of price-sensitive information and shareholders' approval for notifiable transactions. The consultation period of the two consultation papers ended in March 2005. [Two consultation papers]
|
|
| 4.4.05
| FA
| The Administration briefed the Panel on the results of the public consultation launched in January 2005 on the legislative proposals to amend SFO to give statutory backing to major listing requirements. According to the Administration, the majority of submissions to the consultation supported the following proposed amendments:
| (a) | To provide SFC with power to make rules for prescribing listing requirements and ongoing obligations of listed corporations under section 36 of the SFO;
|
| (b) | To extend the market misconduct regime in Parts XIII and XIV of the SFO to cover breaches of the statutory listing rules made by SFC;
|
| (c) | To empower the Market Misconduct Tribunal to impose, in addition to existing sanctions such as disqualification orders and disgorgement orders, new civil sanctions, namely public reprimands and civil fines, on the primary targets, i.e. issuers, directors and officers, for breaches of the statutory listing rules made by SFC; and
|
| (d) | To empower SFC to impose civil sanctions, namely public reprimands, disqualification orders and disgorgement orders, on the primary targets for breaches of the statutory listing rules made by SFC under the amended Part IX of the SFO. |
[Paper] [Background Brief]
Members noted that there were different views on the proposal for empowering SFC to impose civil fines. While some expressed support for the proposals, others had indicated reservations.
SFC provided a submission to the Panel supporting the provision of fining power to SFC. [Submission from SFC]
The Administration undertook to consider views and concerns expressed by various parties before making the final decision on the proposal.
To address members' concern about the checks and balances on the powers of SFC in the regulation of listing, the Administration provided information on practices in overseas jurisdiction. [Follow-up paper]
|
|
| 6.5.05
| FA
| The Panel was briefed by SFC on:
| (a) | the major issues discussed in a consultation paper entitled "Review of the Disclosure of Interests Regime under Part XV of the Securities and Futures Ordinance" ("Consultation Paper") published by SFC on 20.1.05 and public responses to the paper.
|
| (b) | the SFC's main recommendations for improvement to the disclosure of interest regime, including possible amendments to Part XV of SFO, and the Securities and Futures (Disclosure of Interests - Exclusions) Regulation made by SFC, in the light of public responses to the Consultation Paper.
|
[Paper] [Speaking Note by the Chief Operating Officer and Executive Director, SFC]
Members noted that SFC and the Administration were finalizing proposals in the Consultation Paper for incorporation into a Securities and Futures (Amendment) Bill for enhancing the regulation of listing to be introduced into LegCo soon.
|
|
| 1.3.06
| CQ
| Hon Albert HO raised a question on announcement of incorrect or misleading information by listed companies. [Hansard "Page 7"]
|
|
| 6.3.06
| FA
| The Panel was briefed by HKEx on the status of policy development relating to a new structure for listing decision-making and the related amendments to the Main Board and Growth Enterprise Market Listing Rules including the term limits of Listing Committee members. [Paper] [Background Brief]
To address members' concerns, HKEx provided information on the composition of the new Listing Committee and the number of years served by each of the members after the annual re-appointment in May 2006. [List of follow-up actions] [Follow-up Paper]
|
|
| 3.4.06
| FA
| The Panel was briefed by SFC on the different types of market misconduct under SFO and the procedures adopted by SFC in handling such cases. [Letter from Hon SIN Chung-kai] (Chinese version only) [Paper] [Background Brief]
To address members' concern about the need to review SFC's decisions on not taking any follow-up actions, investigations and/or enforcement actions in respect of possible breaches of the market misconduct provisions under SFO, in particular upon receipt of complaints or referrals from the public, the Administration and SFC provided further information on the review of SFC's decisions by the Process Review Panel. [Follow-up Paper]
|
|
| 1.11.06
| CQ
| Hon Emily LAU raised a question on review of dual filing system. [Hansard "Page 75"]
|
|
| 6.12.06
| CQ
| Hon Emily LAU raised a question on resignation of independent non-executive directors of listed companies. [Hansard "Page 121"]
|
|
| 2.3.07
| FA
| The Panel discussed the paper on the Administration's proposal to amend the SFO to give statutory backing to major listing requirements.
The Government and the SFC have come up with a new legislative approach in relation to the statutory listing requirements in the light of comments of respondents during the consultation in 2005. The new approach comprises general principles to be prescribed in SFO supported by a set of factors for consideration set out in a new schedule to SFO and a non-statutory listing code to be promulgated by the SFC.
The Administration plans to introduce a Securities and Futures (Amendment) Bill 2007 within the 2006-07 legislative session to implement the proposals.
[Paper]
[Background brief]
|
|
| 30.5.07
| CQ
| Hon HO Chun-yan raised a question on regulation of mainland enterprises listed in Hong Kong. [Hansard "Page 5"]
|
|
| 5.7.07
| FA
| The Panel discussed the paper with the Administration on the issues relating to the listing of companies which are incorporated outside Hong Kong. [Paper]
Information paper on "HKEx statement regarding the listing of overseas companies" provided by HKEx. [Paper]
[Press release]
|
|
| 5.7.07
| FA
| The Panel discussed the paper with the Administration and deputations on the electronic disclosure project of HKEx. [Paper]
[Press release]
[Follow-up paper]
|
|
| 12.11.08
| CQ
| Hon HO Chun-yan raised a question on regulation of listed companies. [Hansard "Page 27"]
|
|
| 30.12.08
| FA
| The Panel discussed the paper with the Administration and deputations on amendments to listing rules arising from the combined consultation paper and proposals to mandate quarterly reporting.
[Letter dated 17 December 2008 from Hon Abraham SHEK, Hon Vincent FANG Kang, Hon Jeffrey LAM Kin-fung and Hon CHIM Pui-chung] (Chinese version only)
[Hon CHIM Pui-chung's letter dated 23 December 2008 on the Hong Kong Exchanges and Clearing Limited's proposed extension of blackout period] (Chinese version only)
[Hong Kong Exchanges and Clearing Limited's paper on amendments to Listing Rules arising from the Combined Consultation Paper and proposals to mandate quarterly reporting]
|
|
| 18.11.09
| CQ
| Hon HO Chun-yan raised a question on investigation into the affairs of CITIC Pacific Limited. [Hansard "Page 15"]
|
|
| 9.12.09
| CQ
| Hon TONG Ka-wah raised a question on Financial Secretary's power to appoint inspectors to investigate the affairs of companies. [Hansard "Page 48"]
|
|
| 6.1.10
| CQ
| Hon Tanya CHAN raised a question on abnormal movements of the share prices of newly-listed companies. [Hansard "Page 25"]
|
|
| 20.1.10
| CQ
| Hon WONG Sing-chi raised a question on investigation into the affairs of CITIC Pacific Limited. [Hansard "Page 67"]
|
|
| 28.4.10
| CQ
| Hon Paul CHAN Mo-po raised a question on financial reporting requirements of the Hong Kong Exchanges and Clearing Limited for listed companies incorporated in overseas jurisdiction. [Hansard "Page 6"]
|
|
| 23.6.10
| CQ
| Hon Albert HO Chun-yan raised a question on investigation into the affairs of CITIC Pacific Limited. [Hansard "Page 90"]
|
|
| 27.10.10
| CQ
| Hon Frederick FUNG Kin-kee raised a question on regulation of exchange-traded funds. [Hansard "Page 27"]
|
|
| 10.11.10
| CQ
| Hon James TO Kun-sun raised a question on progress of the investigation into the affairs of CITIC Pacific Limited. [Hansard "Page 27"]
|
|
| 2.3.11
| CQ
| Hon CHIM Pui-chung raised a question on equity dispute relating to listed companies. [Hansard "Page 46"]
|
|
| 16.3.11
| CQ
| Hon CHIM Pui-chung raised a question on regulation of the trading of warrants. [Hansard "Page 106"]
|
|
| 6.4.11
| CQ
| Hon Abraham SHEK Lai-him raised a question on the competitiveness of the Hong Kong stock exchange. [Hansard "Page 84"]
|
|
| 8.6.11
| CQ
| Hon Abraham SHEK Lai-him raised a question on competitiveness of the Hong Kong stock exchange market on trust listings. [Hansard "Page 175"]
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