Entire Section

  • Financial assistance

    • Financial assistance provided by the listed issuer's group (14A.87-14A.89)

      • 14A.87

        For any financial assistance provided by a banking company in its ordinary and usual course of business to a connected person or commonly held entity:

        (1) the transaction is fully exempt if it is conducted on normal commercial terms or better;
        (2) the transaction is fully exempt if it is not conducted on normal commercial terms or better but all the percentage ratios (other than the profits ratio) are:
        (a) less than 0.1%;
        (b) less than 1% and the transaction is a connected transaction only because it involves connected person(s) at the subsidiary level; or
        (c) less than 5% and the total value of the financial assistance plus any monetary advantage to the connected person or commonly held entity is less than HK$3,000,000; or
        (3) the transaction is exempt from the circular, independent financial advice and shareholders' approval requirements if it is not conducted on normal commercial terms or better but all the percentage ratios (other than the profits ratio) are:
        (a) less than 5%; or
        (b) less than 25% and the total value of the financial assistance plus any monetary advantage to the connected person or commonly held entity is less than HK$10,000,000.

      • 14A.88

        A "banking company" is a listed issuer or its subsidiary which is a bank, a restricted licence bank or a deposit taking company as defined in the Banking Ordinance, or a bank constituted under appropriate overseas legislation or authority.

      • 14A.89

        Financial assistance provided by a listed issuer's group to a connected person or commonly held entity is fully exempt if it is conducted:

        (1) on normal commercial terms or better; and
        (2) in proportion to the equity interest directly held by the listed issuer or its subsidiary in the connected person or the commonly held entity. Any guarantee given by the listed issuer's group must be on a several (and not a joint and several) basis.

    • Financial assistance received by the listed issuer's group (14A.90)

      • 14A.90

        Financial assistance received by a listed issuer's group from a connected person or commonly held entity is fully exempt if:

        (1) it is conducted on normal commercial terms or better; and
        (2) it is not secured by the assets of the listed issuer's group.

    • The listed issuer's group providing an indemnity for a director (14A.91)

      • 14A.91

        Providing an indemnity for a director of the listed issuer or its subsidiaries is fully exempt if:

        (1) the indemnity is for liabilities that may be incurred in the course of the director performing his duties; and
        (2) the indemnity is in a form permitted under the laws of Hong Kong and where the company providing the indemnity is incorporated outside Hong Kong, the laws of the company's place of incorporation.