| (Cap 571, section 36(1)) [1 April 2003] L.N. 12 of 2003(L.N. 217 of 2002) Cap 571V s 1 (Omitted as spent) PART 1 PRELIMINARY (Omitted as spent) Cap 571V s 2 Interpretation In these Rules, unless the context otherwise requires- "applicant" (申请人) means a corporation or other body which has submitted an application under section 3; "application" (申请) means an application submitted under section 3 and all documents in support of or in connection with the application including any replacement of and amendment and supplement to the application; "approved share registrar" (认可股份登记员) means a share registrar who is a member of an association of persons approved by the Commission under section 12; "issuer" (发行人) means a corporation or other body the securities of which are listed, or proposed to be listed, on a recognized stock market; "share registrar" (股份登记员) means any person who maintains in Hong Kong the register of members of a corporation the securities of which are listed, or proposed to be listed, on a recognized stock market. Cap 571V s 3 Requirements for listing applications PART 2 STOCK MARKET LISTING An application for the listing of any securities issued or to be issued by the applicant shall- (a) comply with the rules and requirements of the recognized exchange company to which the application is submitted (except to the extent that compliance is waived or not required by the recognized exchange company); (b) comply with any provision of law applicable; and (c) contain such particulars and information which, having regard to the particular nature of the applicant and the securities, is necessary to enable an investor to make an informed assessment of the activities, assets and liabilities and financial position, of the applicant at the time of the application and its profits and losses and of the rights attaching to the securities. Cap 571V s 4 Exemptions from sections 3 and 5 Sections 3 and 5 do not apply to the listing of any- (a) securities issued or allotted- (i) by a capitalization issue pro rata (apart from fractional entitlements) to existing shareholders, whether or not they are shareholders whose addresses registered in the books of the corporation are in a place outside Hong Kong and to whom the securities are not actually issued or allotted because of restrictions imposed by legislation of that place; or (ii) pursuant to a scrip dividend scheme which has been approved by the corporation in general meeting;(b) securities offered on a pre-emptive basis, pro rata (apart from fractional entitlements) to existing holdings, to holders of the relevant class of shares in the corporation, whether or not they are shareholders whose addresses registered in the books of the corporation are in a place outside Hong Kong and to whom the securities are not actually offered because of restrictions imposed by legislation of that place; (c) shares issued in substitution for shares listed on a recognized stock market, if the issue of the shares does not involve any increase in the issued share capital of the corporation; (d) shares issued or allotted pursuant to the exercise of options granted to existing employees as part of their remuneration under a scheme approved by the shareholders of the corporation in a general meeting. Cap 571V s 5 Copy of application to be filed with the Commission (1) An applicant shall file a copy of its application with the Commission within one business day after the day on which the application is submitted to a recognized exchange company. (2) An applicant is regarded as having complied with subsection (1) on the day it submits the application to a recognized exchange company if, prior to or at the time of submitting the application to the recognized exchange company, the applicant has authorized the recognized exchange company in writing to file the application with the Commission on its behalf. Cap 571V s 6 Powers of the Commission to require further information and to object to listing (1) Subject to subsection (8), the Commission may, by notice to an applicant and a recognized exchange company given within 10 business days from the date the applicant files a copy of its application with the Commission (or if there is more than one such date, the latest date), require the applicant to supply to the Commission such further information as the Commission may reasonably require for the performance of its functions under these Rules. (2) The Commission may, within the period specified in subsection (6), by notice to an applicant and a recognized exchange company, object to a listing of any securities to which an application relates if it appears to the Commission that- (a) the application does not comply with a requirement under section 3; (b) the application is false or misleading as to a material fact or is false or misleading through the omission of a material fact; (c) the applicant has failed to comply with a requirement under subsection (1) or, in purported compliance with the requirement has furnished the Commission with information which is false or misleading in any material particular; or |
