Update No. 41

Note to subscribers for the amendments
to the rules governing the listing of securities on the Growth Enterprise Market
(the “GEM Listing Rules”)

Update No. 41

21 October 2011

Dear Sirs,

Debt Issues for Professional Investors Only

We enclose reprinted pages of the GEM Listing Rules and the filing instructions.  The reprinted pages incorporate amendments to implement proposals in the Consultation Conclusions on the Listing of Debt Issues to Professional Investors Only published on 21 October 2011.

The amendments:-

B02A24241D934714AD273561037F6D6D Present the Rules in a more accessible language;
B02A24241D934714AD273561037F6D6D Align the definition of professional investor in the Rules with that in the Securities and Futures Ordinance;
B02A24241D934714AD273561037F6D6D Leave the existing issuer eligibility criteria broadly unchanged;
B02A24241D934714AD273561037F6D6D Simplify application and approval procedures;
B02A24241D934714AD273561037F6D6D Replace the current prescribed disclosures for listing documents with a requirement to include information that is customary for offers of debt securities to professionals; and
B02A24241D934714AD273561037F6D6D Remove continuing obligations on issuers that are not appropriate for offers that are only available to professionals.

Coming into effect

The amendments will come into effect on 11 November 2011.

Please click HERE to see the amended Rules.

Yours faithfully,

For and on behalf of
The Stock Exchange of Hong Kong Limited


Mark Dickens JP
Head of Listing

Updated 29 Nov 2011