Entire Section

  • Exceptions

    • Persons connected with insignificant subsidiaries (14A.09)

      • 14A.09

        Rules 14A.07(1) to (3) do not include a director, chief executive, substantial shareholder or supervisor of the listed issuer's insignificant subsidiary or subsidiaries. For this purpose:

        (1) an "insignificant subsidiary" is a subsidiary whose total assets, profits and revenue compared to that of the listed issuer's group are less than:
        (a) 10% under the percentage ratios for each of the latest three financial years (or if less, the period since the incorporation or establishment of the subsidiary); or
        (b) 5% under the percentage ratios for the latest financial year;
        (2) if the person is connected with two or more subsidiaries of the listed issuer, the Exchange will aggregate the subsidiaries' total assets, profits and revenue to determine whether they are together "insignificant subsidiaries" of the listed issuer; and
        (3) when calculating the percentage ratios, 100% of the subsidiary's total assets, profits and revenue will be used. If a percentage ratio produces an anomalous result, the Exchange may disregard the calculation and consider alternative test(s) provided by the listed issuer.

    • PRC Governmental Body (14A.10)

      • 14A.10

        The Exchange will not normally treat a PRC Governmental Body as a connected person. The Exchange may request a listed issuer to explain its relationship with a PRC Governmental Body and why it should not be treated as a connected person. If the Exchange decides to treat the PRC Governmental Body as a connected person, the listed issuer must comply with any additional requirements requested by the Exchange.

    • Depositary (14A.11)

      • 14A.11

        For a listing of depositary receipts, a person holding shares of a listed issuer as a depositary will not be treated as:

        (1) an associate of the holder of the depositary receipts; or
        (2) a substantial shareholder or controlling shareholder of the listed issuer.