Entire Section

  • 2021

    Update Number Effective Date

    (DD/MM/YY)
    Topics
    Update No. 71 01/01/2022 Amendments to GEM Listing Rules relating to Corporate Governance Code and Housekeeping Rules
    Update No. 70 01/01/2022 Amendments to GEM Listing Rules relating to the Listing Regime for Overseas Issuers
    Update No. 69 11/07/2021 Amendments to GEM Listing Rules relating to the new headline categories
    Update No. 68 03/07/2021 Amendments to GEM Listing Rules relating to the Review of Listing Rules Relating to Disciplinary Powers and Sanctions

    • Update No. 71

      Note to subscribers for the amendments to the rules governing the listing of securities on the GEM (the "GEM Listing Rules")
       
      Update No. 71
       
      December 2021
       
      Amendments to the GEM Listing Rules
       
      We have amended the GEM Listing Rules to implement the proposals of the “Consultation Conclusions on Review of the Corporate Governance Code & Related Listing Rules, and Housekeeping Rule Amendments” published on 10 December 2021.
       
      The amendments to the GEM Listing Rules are to enhance our corporate governance framework and promote good governance amongst issuers. The key changes include:
       
        •    Rearranging the structure of Appendix 15 to enhance the flow and readability and renaming it to “Corporate Governance Code”;
       
        Requiring alignment of a company’s culture with its purpose, values and strategy;
       
        Introducing additional requirements relating to independent non-executive directors (“INEDs”) serving more than nine years (“Long Serving INEDs”) on board, and requiring mechanism(s) to ensure independent views are available to the board;
       
        Putting an end to single gender board by requiring issuers to appoint at least a director of a different gender, and requiring numerical targets and timelines for achieving gender diversity at board level and gender diversity-related disclosures at workforce level;
       
        Mandating establishment of a nomination committee, chaired by the board chairman or an INED and comprising a majority of INEDs;
       
        Requiring shareholder communication policy to include channels for two-way communication; and
       
        Shortening publication timeframe of ESG reports1 to be aligned with the annual reports.
       
      We have also made certain housekeeping amendments to the GEM Listing Rules, mainly to update certain references subsequent to Rules becoming effective, correct clerical errors and align language between the English and Chinese versions.
       
      Coming into effect
       
      The amendments will come into effect on 1 January 20222.
       
      Please click HERE to see the amendments to the GEM Listing Rules.
       

      Notes:

      1. As required under Environmental, Social and Governance Reporting Guide set out in Appendix 20 to the GEM Rules.

      2. The requirements under the new Corporate Governance Code will apply to corporate governance reports for financial year commencing on or after 1 January 2022. The requirement to appoint a new INED where all the INEDs on board are Long Serving INEDs will be implemented for the financial year commencing on or after 1 January 2023.

    • Update No. 70

      Note to subscribers for the amendments to the rules governing the listing of securities on the GEM (the "GEM Listing Rules")
       
      Update No. 70
       
      November 2021
       
      Amendments to the GEM Listing Rules
       
      We have amended the GEM Listing Rules to implement the proposals of the "Consultation Conclusions Paper on Listing Regime for Overseas Issuers" published on 19 November 2021.
       
      The amendments to the GEM Listing Rules are to enhance and streamline the listing regime for overseas issuers1. The key changes include:
       
          1.    introducing one common set of core shareholder protection standards that will apply to all issuers to provide the same level of protection to all investors; and
       
          2.    codifying some conditional common waivers for dual listings.
       
      Coming into effect
       
      The amendments will take effect from 1 January 2022.
       
      Please click HERE to see the amendments to the GEM Listing Rules.
       

      Note:

      1. Issuers incorporated or otherwise established outside Hong Kong and the People’s Republic of China.

    • Update No. 69

      Amendments to the rules governing the listing of securities on the GEM (“GEM Listing Rules")
       
      Update No. 69
       
      June 2021
       
      Amendments to the GEM Listing Rules
       
      We have amended the GEM Listing Rules to introduce new headline categories to facilitate publication by issuers of electronic announcement forms relating to (i) dividends or bonus issues; and (ii) interest payment for debt securities admitted to the Central Clearing and Settlement System.
       
      Coming into effect
       
      The amendments will come into effect on 11 July 2021.
       
      Please click HERE to see the amendments to the GEM Listing Rules.
       

    • Update No. 68

      Amendments to the rules governing the listing of securities on the GEM (“GEM Listing Rules")
       
      Update No. 68
       
      May 2021
       
      Amendments to the GEM Listing Rules
       
      We have amended the GEM Listing Rules to implement the proposals of the “Consultation Conclusions on the Review of Listing Rules Relating to Disciplinary Powers and Sanctions” published on 20 May 2021.
       
      We have amended the GEM Listing Rules to:
       
            1.    Amend the existing thresholds for public statements against individuals;
       
            2.    Introduce public director unsuitability statements against individuals;
       
            3.    Enhance follow-on actions in relation to public statements against individuals;
       
            4.    Enhance disclosure requirements for directors and senior management subject to public sanctions;
       
            5.    Introduce secondary liability for GEM Listing Rule breaches;
       
            6.    Define “senior management” within listed issuers and their subsidiaries;
       
            7.    Remove existing threshold for denying facilities of the market to listed issuers; and
       
            8.    Align relevant parties under the Main Board and GEM Listing Rules and other housekeeping amendments.
       
      Coming into effect
       
      The amendments will come into effect on Saturday 3 July 2021.
       
      Please click HERE to see the amendments to the GEM Listing Rules.