Views are being sought on changes to the codes on takeovers, mergers and share repurchases. The public can send suggestions to the Securities & Futures Commission by January 14.
Securities & Futures Commission Corporate Finance Executive Director Peter Au-Yang said the proposals aim to ensure continued fair treatment for shareholders affected by takeovers and mergers. It will also help keep the codes up-to-date with market developments and international practice.
The proposals result from a review by the commission in consultation with the Takeovers Panel and reflect issues identified by the commission and market practitioners. Recent changes to the London Takeovers Code, where appropriate, have also been taken into account.
Some of the proposals resulted from the recent increase in hostile offers in Hong Kong. In particular, a series of "one-cent" or "low-ball" hostile offers in 2002 to 2003 gave rise to concerns that this type of offer might be used as a means to frustrate a target company's business without any genuine intention to seek control. The paper therefore has set out possible changes to the codes to clarify the circumstances in which such offers should be allowed to proceed.
The paper also proposes changes to provide a framework for dealing with telecom mergers that are subject to review by the Telecommunications Authority under the new laws introduced in July.
Click here to read the consultation paper. Comments and suggestions can be sent to the commission by:
* mailing the Corporate Finance Division, Securities & Futures Commission, 8F, Chater House, 8 Connaught Road Central, Hong Kong;
* faxing 2810 5385;
* posting an online submission at www.sfc.hk; or,
* emailing cfdconsult@sfc.hk.
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