Regulatory Framework and Rules
Rules and Guidelines
Staff Interpretive Letters

Rejection Letters (Category by Listing Rules)

Main Board

Listing Rules Reference Number Particulars Date of Publication
Rule 2.04 RL22-07 Letter 1 - The Listing Division rejected the listing application of the Company for the reason that the Company has not complied with the Listing Committee's requirement of increasing the shareholders' approval threshold for delisting and privatization through scheme of arrangement or capitalization to above the current minimum requirements.  Letter 2 - The Listing Committee decided to overturn the decision of the Listing Division, subject to certain specified conditions. July 2007
Rule 8.04 RL12-06 Letter 1 - The Listing Division rejected the listing application of the Company as the Company failed to satisfy the "capability of carrying on its business independently" requirement of Listing Rule 8.04. Letter 2 - The Listing Committee upheld the rejection decision of the Listing Division on review. April 2006
Rule 8.04 RL15-06 Letter 1 - The Listing Committee rejected the listing application of the Company for the reason that the Company was not considered to be suitable for listing as it had not put in place throughout the track record period the required controls and procedures on which it was relying on for listing eligibility purposes. Letter 2 - The Listing (Review) Committee reversed the rejection decision of the Listing Committee on review. April 2006
Rule 8.04 RL19-07 Letter - The Listing Committee rejected the listing application of the Company for the reason that the Group should not be considered suitable for listing under Listing Rule 8.04 in light of that the change in the nature of the Company's revenue generating activities going forward was so fundamental as to affect its suitability for listing and was not a matter which could be dealt with solely by disclosure. February 2007
Rule 8.04 RL20-07 Letter 1 - The Listing Committee considered the Company not suitable for listing under Listing Rule 8.04 because the Company's business model was effectively captive to another company which was both the source of its principal raw materials and its principal customer channel during the Track Record Period.  The Listing Committee considered this to be an extreme case that could not be adequately addressed by corporate governance measures alone given the conflicting roles of the Company's controlling shareholder.  Letter 2 - The Listing (Review) Committee decided to uphold the decision of the Listing Committee. February 2007
Rule 8.04 RL21-07 Letter - The Listing Committee rejected the listing application of the Company for the reason that the Group was not able to demonstrate that it is capable of carrying on its business independently of its controlling shareholders and therefore the Listing Committee considered the Group not suitable for listing as required by Listing Rule 8.04. February 2007
Rule 8.05 RL3-04 Rejection Letter - a Main Board listing applicant failing to satisfy the profit requirements of Rule 8.05 December 2004
Rule 8.05 RL9-05 Rejection Letter - a Main Board listing applicant failing to satisfy the profit requirement of Rule 8.05 March 2005
Rule 8.05(1)(a) RL10-06 Rejection Letter -  a Main Board applicant failing to satisfy the profit requirements of Listing Rule 8.05(1)(a) February 2006
Rule 8.05(1)(a) RL14-06 Letter 1 - The Listing Division rejected the listing application of the Company for the reason that the Company was not able to satisfy the minimum profit requirement under Listing Rule 8.05(1)(a) after  excluding: (i) the results of the Group's associated companies, (ii) the results of the Group's jointly controlled entities and (iii) deemed gain on dilution of the Group's investment in an associate. Letter 2: The Listing Committee upheld the rejection decision of the Listing Committee on review. April 2006
Rule 8.05(1)(a) RL23-07 Letter 1 - The Listing Division rejected the listing application of the Company for the reason that the Company was unable to comply with the minimum profit requirement under Listing Rule 8.05(1)(a) and the suitability requirement under Listing Rule 8.04.  Letter 2 - The Listing Committee upheld the rejection decision of the Listing Division.  Letter 3 - The Listing (Review) Committee reversed the decision of the Listing Committee, subject to certain specified conditions. July 2007
Rule 8.05(1)(c) RL5-05 Rejection Letter - a Main Board listing applicant failing to satisfy  the "ownership continuity and control" requirement of Rule 8.05(1)(c) March 2005
Rules 8.08(2) and 8.09(2) RL6-05 Rejection Letter - a Main Board listing applicant failing to (a) to satisfy the minimum requirement of 300 shareholders as at the date of listing as required under Rule 8.08(2); and  (b) meet the expected market capitalization at the time of listing of at least HK$200 million as required under Rule 8.09(2) March 2005
Rules 8.09(2) and 8.08(2) RL6-05 Rejection Letter - a Main Board listing applicant failing to (a) to satisfy the minimum requirement of 300 shareholders as at the date of listing as required under Rule 8.08(2); and  (b) meet the expected market capitalization at the time of listing of at least HK$200 million as required under Rule 8.09(2) March 2005

GEM Board

Listing Rules Reference Number Particulars Date of Publicaton
GEM Rule 2.07 RL13-06 Letter 1 - The GEM Listing Committee exercised its discretion under GEM Listing Rule 2.07 to request the Company to provide the Listing Division with detailed explanations regarding the issues raised by the GEM Listing Committee. The Company failed to address the concerns of the Listing Committee by providing the appropriate level of assurance to the Listing Division.  The Listing Division therefore rejected the listing application of the Company. Letter 2 : The GEM Listing Committee upheld the rejection decision of the Listing Division on review. April 2006
GEM Rule 11.01 RL4-05 Rejection Letter - a GEM listing application raising concerns on consistency and reliability of information submitted to the Listing Division March 2005
GEM Rule 11.06 RL16-06 Letter 1 - The Listing Division rejected the listing application of the Company for the reason that the Company had failed to demonstrate that the Company and its business were suitable for listing under GEM Listing Rule 11.06. Letter 2 - The GEM Listing Committee, subject to certain specified conditions, reversed the rejection decision of the Listing Division on review. April 2006
GEM Rule 11.06 RL18-07 Letter 1 - The GEM Listing Committee rejected the listing application of the Company for the reason that the Group should not be considered suitable for listing under GEM Listing Rule 11.06 in light of the various issues arising from an anonymous complaint relating to the Company's borrowings from its employees. Letter 2 - The GEM Listing (Review) Committee decided to overturn the decision of the GEM Listing Committee, subject to certain specified conditions. February 2007
GEM Rules 11.06 and 11.12 RL8-05 2 Rejection Letters - a GEM listing application failing to satisfy that it had a business  of substance and potential for the purposes of GEM Rule 11.12, and that the listing applicant and its business were suitable for listing under GEM Rule 11.06 March 2005
GEM Rule 11.12 RL1-04 Rejection Letter - a GEM listing applicant failing to satisfy the "one focused line of business" requirement of  GEM Listing Rule 11.12 December 2004
GEM Rule 11.12 RL2-04 Rejection Letter - a GEM listing applicant failing to satisfy  the "one focused line of business" requirement of GEM Listing Rule 11.12 December 2004
GEM Rule 11.12 RL7-05 Rejection Letter - a GEM listing applicant failing to satisfy that it had a business of substance and potential for the purposes of GEM Rule 11.12 March 2005
GEM Rule 11.12 RL17-06 Letter 1 - The Listing Division rejected the listing application of the Company as the Company failed to satisfy the Exchange that it had a business that satisfied the substance and potential requirements of GEM Listing Rule 11.12. Letter 2 - The Listing Division's rejection decision was upheld by the GEM Listing Committee. May 2006
GEM Rules 11.12 and 11.06 RL8-05 2 Rejection Letters - a GEM listing application failing to satisfy that it had a business  of substance and potential for the purposes of GEM Rule 11.12, and that the listing applicant and its business were suitable for listing under GEM Rule 11.06 March 2005
Note 3 to GEM Rule 11.12 RL11-06 Letter 1- The Listing Division rejected the application of a GEM applicant for the reason that the Company failed to demonstrate that it had a business that satisfied the substance and potential requirements of Note 3 to GEM Listing Rule 11.12. Letter 2 - The GEM Listing Committee upheld the rejection decision of the Listing Division. Letter 3 - The GEM Listing (Review) Committee reversed the decision of the  GEM Listing Committee. April 2006
GEM Rule 11.12A(1) RL24-08 LETTER 1 -   The GEM Listing Approval Group of the Listing Division rejected the listing application of the Company for the reason that the Company was not able to comply with the minimum operating cash flow requirement under GEM Listing Rule 11.12A(1) after excluding an adjustment for a non-cash item in relation to the settlement of certain employment-related expenses directly by the immediate holding company of the Company.  LETTER 2 - The GEM Listing Committee upheld the Listing Division's rejection decision. November 2008