Entire Section

  • Trading and Settlement

    • Certification of transfers (13.58)

      • 13.58

        An issuer shall:—

        (1) certify transfers against certificates or temporary documents and return them by the seventh day after the date of receipt; and
        (2) split and return renounceable documents by the third business day after the date of receipt.

        Note: Documents of title lodged for registration of probate should be returned with the minimum of delay, and, if possible, on the next business day following receipt.

    • Registration services (13.59)

      • 13.59

        (1) An issuer (or its registrar) must provide a standard securities registration service in accordance with rule 13.60(1). The issuer (or its registrar) may, but shall not be obliged to, provide an optional securities registration service in accordance with rule 13.60(2) and/or an expedited securities registration service in accordance with rule 13.60(3). The issuer (or its registrar) must also provide a bulk securities registration service in accordance with rule 13.60(4) and a certificate replacement service in accordance with rule 13.60(5). Subject to rule 13.59(2), the issuer shall ensure that where the issuer (or its registrar) charges a fee for registering transfers or cancelling, splitting, consolidating or issuing definitive certificates relating to the issuer's listed securities, such fee must not exceed, in total, the applicable amounts prescribed in rule 13.60.
        (2) The issuer shall ensure that where the issuer (or its registrar) charges a fee for registering other documents relating to or affecting the title to the issuer's listed securities (e.g. probate, letters of administration, certificates of death or marriage, powers of attorney or other instruments or memoranda and articles of association in respect of a new corporate holder) or for marking or noting documents, such fee must not exceed HK$5 per item per register:

        Note: "per item" shall be defined to mean each of such other documents submitted for registration.
        (3) It is the responsibility of an issuer whose registrar is in breach of any of the above provisions or the provisions of rules 13.58, 13.60 or 13.61 to report such breach to the Exchange as soon as it becomes aware of the breach and the Exchange reserves the right to communicate such information to the Commission.
        (4) Save as provided above or in rule 13.60 the issuer shall not and shall use all reasonable endeavour to ensure that neither its registrar nor other agents will charge holders or transferees any other fees for any dealings with them in connection with the transfer or transmission of its listed securities.

        Note: In the case of a PRC issuer, the requirements of rule 13.59 shall apply only to registration of its securities listed on the Exchange.

    • Issue of certificates, registration and other fees (13.60)

      • 13.60

        (1)
        (a) Standard securities registration service: An issuer shall (or shall procure that its registrar shall) issue definitive certificates arising out of a registration of transfer or the cancelling, splitting, consolidating or issuing (otherwise than pursuant to rule 13.60(5)) of certificates within:—
        (i) 10 business days of the date of expiration of any right of renunciation; or
        (ii) 10 business days of the receipt of properly executed transfer or other relevant documents or the relevant certificates.
        (b) The fee for registration pursuant to the standard securities registration service shall not exceed, in total, the higher of the following:—
        (i) HK$2.50 multiplied by the number of certificates issued; or
        (ii) HK$2.50 multiplied by the number of certificates cancelled.
        (2)
        (a) Optional securities registration service: The issuer (or its registrar) may, but shall not be obliged to, provide an optional securities registration service under which definitive certificates are required to be issued within:—
        (i) 6 business days of the date of expiration of any right of renunciation; or
        (ii) 6 business days of the receipt of properly executed transfer or other relevant documents or the relevant certificates.
        (b) The fee for registration pursuant to the optional securities registration service shall not exceed, in total, the higher of the following:—
        (i) HK$3.00 multiplied by the number of certificates issued; or
        (ii) HK$3.00 multiplied by the number of certificates cancelled.
        (c) If the issuer (or its registrar) fails to effect any registration within the period of 6 business days specified in rule 13.60(2)(a), the fee for such registration shall be that determined in accordance with rule 13.60(1)(b).
        (3)
        (a) Expedited securities registration service: The issuer (or its registrar) may, but shall not be obliged to, provide an expedited securities registration service under which definitive certificates are required to be issued within:—
        (i) 3 business days of the date of expiration of any right of renunciation; or
        (ii) 3 business days of the receipt of properly executed transfer or other relevant documents or the relevant certificates.
        (b) The fee for registration pursuant to the expedited securities registration service shall not exceed, in total, the higher of the following:
        (i) HK$20.00 multiplied by the number of certificates issued; or
        (ii) HK$20.00 multiplied by the number of certificates cancelled.
        (c) If the issuer (or its registrar) fails to effect any registration within the period of 3 business days specified in rule 13.60(3)(a), the registration shall be performed free of charge.
        (4)
        (a) Bulk securities registration service: The issuer shall (or shall procure that its registrar shall) provide a bulk securities registration service, for transfers of listed securities representing 2,000 or more board lots of the issuer's listed securities where the securities are being transferred from the name of a single holder into the name of another or the same single holder. Certificates shall be issued pursuant to the bulk securities registration service within 6 business days of the receipt of properly executed transfers or other relevant documents or the relevant certificates.
        (b) The fee for registration pursuant to the bulk securities registration service shall not exceed, in total, the higher of the following:—
        (i) HK$2.00 multiplied by the number of certificates issued; or
        (ii) HK$2.00 multiplied by the number of certificates cancelled.
        (5) Certificate replacement service: The issuer shall (or shall procure that its registrar shall) provide a certificate replacement service. The fee for replacing certificates:—
        (a) representing securities with a market value of HK$200,000 or less (at the time the request for replacement is made) for a person named on the register shall not exceed HK$200.00, plus the costs incurred by the issuer (or its registrar) in publishing the required public notice; or
        (b) either:
        (i) representing securities with a market value of more than HK$200,000 (at the time the request for replacement is made); or
        (ii) for a person not named on the register (irrespective of the market value of the securities concerned);
        shall not exceed HK$400.00, plus the costs incurred by the issuer (or its registrar) in publishing the required public notice.
        (6) For the purposes of this rule 13.60 only:—
        (a) the expression "business day" shall exclude Saturdays, Sundays and public holidays in Hong Kong; and
        (b) in computing any period of business days, such period shall be inclusive of the business day on which the relevant transfers, certificates or other documents were received (or, if such documents were not received on a business day, the business day next following their receipt) and of the business day on which the relevant certificates were delivered or otherwise made available.

        Note: In the case of a PRC issuer, the requirements of rule 13.60 shall apply only to registration of its securities listed on the Exchange.
        (7) References in rules 13.59 and 13.60 to the issuer's registrar providing a service, or to the issuer procuring that its registrar shall provide a service, shall not relieve the issuer of any obligations in respect of any acts or omissions of its registrar.

    • Designated accounts (13.61)

      • 13.61

        An issuer shall, if requested by holders of securities, arrange for designated accounts.

    • Registration arrangements (13.62)

      • 13.62

        In connection with rules 13.58, 13.59, 13.60 and 13.61 if the issuer does not maintain its own registration department, appropriate arrangements must be made with the registrars to ensure compliance with the provisions of such rules.

    • Bearer warrants (13.63)

      • 13.63

        Where share warrants to bearer have been issued or the articles of association or equivalent documents of the issuer authorise the issue of share warrants to bearer but none have yet been issued, the issuer shall:—

        (1) issue such warrants in exchange for registered share certificates (and vice versa) within 14 days of the deposit of the share certificates (or warrants); and
        (2) certify transfers against the deposit of warrants within 14 days of receipt.

    • Trading limits (13.64)

      • 13.64

        Where the market price of the securities of the issuer approaches the extremities of HK$0.01 or HK$9,995.00, the Exchange reserves the right to require the issuer either to change the trading method or to proceed with a consolidation or splitting of its securities.

      • 13.64A

        The issuer must not undertake a subdivision or bonus issue of shares if its share price adjusted for the subdivision or bonus issue is less than HK$1 based on the lowest daily closing price of the shares during the six-month period before the announcement of the subdivision or bonus issue.

    • Change in Board Lot Size (13.65)

      • 13.65

        In the event of any amendment to an issuer's capital structure (such as a consolidation of shares) or any amendment to the board lot size, the Exchange reserves the right to request that adequate arrangements are made to enable resulting odd lot holders either to dispose of their odd lots or to round them up to a board lot. It may be appropriate for the issuer to appoint a broker as its agent to match the sales and purchases of odd lots or for the major shareholder itself or by its agent to stand in the market to buy or sell odd lot securities. The particular circumstances of an issuer may dictate the method by which odd lot holders are to be accommodated and issuers are urged to consult the Exchange at the earliest opportunity to agree the appropriate trading method.

    • Closure of books and record date (13.66)

      • 13.66

        (1) An issuer must announce any closure of its transfer books or register of members in respect of securities listed in Hong Kong at least six business days before the closure for a rights issue, or 10 business days before the closure in other cases. In cases where there is an alteration of book closing dates, the issuer must, at least five business days before the announced closure or the new closure, whichever is earlier, notify the Exchange in writing and make a further announcement. If, however, there are exceptional circumstances (e.g. a typhoon) that render the giving of the notification to the Exchange and publication of the announcement impossible, the issuer must comply with the requirements as soon as practicable. Where the issuer decides on a record date without book closure, these requirements apply to the record date.
        (2) An issuer must ensure that the last day for trading in the securities with entitlements falls at least one business day after the general meeting, if the entitlements require the approval of shareholders in the general meeting or are contingent on a transaction that is subject to the approval of shareholders in the general meeting. This rule shall not apply where the issuer announces the timetable of an entitlement on or before 19 June 2011.

        Notes:
        1. See Practice Note 8 for emergency share registration arrangements during a typhoon and/or a black rainstorm warning.
        2. In addition, for a rights issue, the issuer must provide at least two trading days for trading in the securities with entitlements (i.e. before the ex-date) after publication of the book closure. If trading on the Exchange is interrupted due to a typhoon, "extreme conditions" caused by a super typhoon (as defined in the note to paragraph 2 of Practice Note 8) and/or a black rainstorm warning, the book-close date will be automatically postponed, where necessary, to provide at least two trading days (during neither of which trading is interrupted) for trading of the securities with entitlements during the notice period. In these circumstances the issuer must publish an announcement on the revised timetable.
        3. For the purposes of rule 13.66(2),
        •   the record date (when there is no book closure) or the last registration date (when there is a book closure) must be at least three business days after the general meeting; and
        •   if the issuer fails to publish the result of the poll conducted in the general meeting in the manner prescribed under rule 13.39(5), it must ensure there is at least one trading day for trading in the securities with entitlements after publication of the results of the poll. The issuer must publish an announcement on any revised timetable.