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Guide on Disclosure of Price-sensitive Information

Corporate
Regulatory
07 Jan 2002

The Stock Exchange of Hong Kong Limited, a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited (HKEx), published today (Monday) a Guide on Disclosure of Price-sensitive Information.

Paragraph 2 of the Listing Agreement under the Main Board Listing Rules and Rule 17.10 of the GEM Listing Rules impose an obligation on issuers to keep the Stock Exchange, shareholders of the issuer and other holders of its listed securities informed, as soon as reasonably practicable, of any price-sensitive information relating to the issuer's group. In addition, some examples of situations where disclosure is required or likely to be required are set out in Paragraph 2 of the Listing Agreement, Practice Note 19 of the Main Board Listing Rules and Rules 17.14 to 17.24 of the GEM Listing Rules.

Directors of issuers are required to make their own judgements as to what is price-sensitive information and when disclosure is required. They are also responsible to determine what information is material in the context of the issuer's business, operations and financial performance. Against this backdrop, the Stock Exchange considered it appropriate and helpful to prepare and issue the Guide to issuers.

"The Guide is intended to help issuers and their directors meet their obligations under the Listing Rules while allowing them to actively inform the market of company developments," said Karen Lee, the Executive Vice President of HKEx's Listing, Regulation and Risk Management. "While the Guide is directed primarily at issuers and their directors, advisers, institutional shareholders and analysts should find it helpful to take note of its contents."

The principles and elaboration in the Guide reflect some of the criteria that the Stock Exchange will consider in its interpretation of the Listing Rules to determine whether certain information is price-sensitive and when an announcement should be made. To achieve this, some of the examples of situations referred to in the Listing Rules are also dealt with in the Guide to help issuers and their directors further understand some of the criteria that the Stock Exchange will consider in interpreting the Listing Rules.

The Guide does not form part of the Listing Rules and does not in any way amend or vary an issuer's obligations under the Listing Rules. The Guide only aims to help issuers and directors understand their disclosure obligations under the Listing Rules.

The Guide is available on the HKEx website at http://www.hkex.com.hk/eng/rulesreg/listrules/listguid/documents/full-e.pdf and the GEM website at http://www.hkgem.com/listingrules/e_price-guide.pdf.

Updated 07 Jan 2002