The Stock Exchange of Hong Kong Limited (the Exchange), a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited (HKEX), published today (Tuesday) a new Guidance Letter (HKEX-GL86-16): "Guide on Producing Simplified Listing Documents Relating to Equity Securities for New Applications" (the Listing Document Simplification Guide).
The objectives of the Listing Document Simplification Guide include:-
- assisting applicants and their advisers to produce listing documents which fulfil the general principle that potential investors are given sufficient information to enable them to make a properly informed assessment of an applicant (Main Board Rule 2.03(2) and GEM Rule 2.06(2)) and that information contained in a listing document must be clearly presented and in plain language format (Main Board Rule 2.13 and GEM Rule 14.26);
- improving investors' ability to find and understand information in a listing document necessary to make a properly informed assessment of an applicant; and
- consolidating and updating guidance on listing document simplification.
"Our aim in issuing the new Listing Document Simplification Guide is to encourage listing applicants and their advisers to produce a succinct listing document that is user friendly for both retail and professional investors," said David Graham, HKEX's Chief Regulatory Officer and Head of Listing. "The new Listing Document Simplification Guide reinforces the importance which the Exchange attaches to maintaining a high standard of listing documents which are clear, concise and effective".
Structure of the Listing Document Simplification Guide
The Listing Document Simplification Guide is divided into three parts:
||General guidance on producing clear and concise listing documents (General Guidance);
||Consolidated and updated version of a number of the Exchange's guidance letters on disclosures in listing documents,mostlyincluded under the title "Simplification Series" (Consolidated Guidance); and
||Online hyperlinks to: sample "Summary of the Constitution of the Company and the Companies Law" sections of listing documents of applicants incorporated in Bermuda, the Cayman Islands and Mainland China (Specimen Sections); and the corresponding sample constitutional documents for the applicants (Sample Constitutional Documents).
Compliance with the Listing Document Simplification Guide
The Exchange will not return a listing application merely because it does not follow the General Guidance, the Specimen Sections or the Sample Constitutional Documents, but will remind applicants to do so. However, for applicants which intend to submit their listing applications after 30 April 2016, they should comply with the Consolidated Guidance in place of the Exchange’s guidance letters on disclosures in listing documents, mostly included under the title "Simplification Series".
Presentations to market practitioners
To assist market practitioners in understanding the Listing Document Simplification Guide, the Exchange will be holding seminars in March 2016. For details of the dates and the online application of these seminars, please refer to the HKEX website.
The Listing Document Simplification Guide, the Specimen Sections, the Sample Constitutional Documents and FAQs are available on the HKEX website.