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Model Code
The Model Code for Securities Transactions by Directors of Listed Issuers (the Model Code) sets a required standard against which directors must measure their conduct regarding transactions in securities of their listed issuers. When directors are aware of or privy to any negotiations or agreements related to intended acquisitions or disposals which are notifiable transactions or connected transactions under the Listing Rules or in possession of any inside information, they must refrain from dealing in the issuer's securities as soon as they become aware of them or privy to them until the information has been announced. They should also caution those directors who are not so privy that there may be inside information and that those directors must not deal in the issuer's securities for a similar period.
Who are subject to the Model Code?
Directors
Note: Directors must also ensure prohibition from dealings by employees who are likely to possess inside information of a listed issuer as if they are directors.
Related Trust
Trust where the director acts as (i) a sole trustee unless the director is a bare trustee and neither he/she nor any of his/her close associates is a beneficiary of the trust; or (ii) a co-trustee unless he/she has not participated in or influenced the decision to deal in the securities and is not, and none of his/her close associates is, a beneficiary of the trust
Director’s spouse and minor child
Director’s spouse and minor child (natural or adopted) as defined under Part XV of the Securities and Futures Ordinance
Managers of an investment fund
Managers of an investment fund comprising securities of the listed issuer placed by a director under professional management, discretionary or otherwise
Prohibitions under the Model Code

A director must not deal in the issuer’s securities:

  • at a time when he/she is in possession of unpublished inside information in relation to those securities;
  • when by virtue of his/her position as a director of another issuer, he/she possesses inside information in relation to those securities; or
  • during the blackout period, which means the period of:
  1. 60 days immediately preceding the publication date of the annual results or, if shorter, the period from the end of the relevant financial year up to the publication of the results; and

  2. 30 days immediately preceding the publication date of quarterly results (if any) and half-year results or, if shorter, the period from the end of the relevant quarterly or half-year period up to the publication date of the results
Notification
A director must not deal in any securities of the issuer without first notifying in writing the chairman or a director (otherwise than himself/herself) designated by the board for the specific purpose and receiving a dated written acknowledgement.