John Kong Shan Ho

Bringing Responsible Ownership to the Financial Market of Hong Kong: How Effective Could it Be?

ABSTRACT In March 2015, the Securities and Futures Commission (SFC) of Hong Kong launched a consultation to examine whether the financial market of Hong Kong should implement the Principles of Responsible Ownership, based on the Stewardship Code which was first introduced into the United Kingdom’s (UK) financial market in 2010. One year later, in March 2016, the SFC announced in its consultation conclusions that it would adopt the Principles subject to some amendments. This article examines as to whether the implementation of such Principles would be effective in encouraging shareholder activism and engagement in the corporate governance of Hong Kong. Contrary to the SFC’s conclusions, it is argued here that due to the nature and characteristics of Hong Kong’s financial market, the Principles are unlikely to foster greater shareholder involvement. The article will suggest alternative legal and institutional mechanisms that can better enhance investor engagement.

Regulating equity crowdfunding in Hong Kong: Appreciating Anglo-American experiences and recognizing local conditions.

In March 2016, the Financial Services Development Council (FSDC) of Hong Kong published a paper to examine whether the financial market of Hong Kong should introduce regulatory framework to promote equity crowdfunding. This article examines the recent experiences of the United States and United Kingdom in setting a regulatory framework on equity crowdfunding and seeks to identify what Hong Kong can learn from its Anglo-American counterparts in regulating such activity. It is ultimately argued that these experiences provide a good platform for implementing a broadly similar regime in Hong Kong by permitting crowdfunding within the scope of current regulated activities.

Mainlanders as ‘Others’ in the Life and Law of Hong Kong

This article assesses the significance of the colonial period in the development of the Hong Kong Chinese identity and contends that the recent maternity ward cases before the courts involving Mainland women legally entrench Hong Kong identity with use of a “reasonable” discrimination concept which ignores the historical transience of Chinese peoples in Hong Kong and the proximity of the border. The central argument is that border closure in the early 1960s and British assimilation of extant refugee populations created the Hong Kong identity on a foundation of Mainlander “otherness” and these policies began the modern practice of legal discrimination against Mainland people. It also essays whether, in light of economic convergence of the Mainland and Hong Kong, the maternity ward controversies and the exceptional of position of Mainlanders under the Race Discrimination Ordinance will have lasting significance.

Revisiting the viability to allow dual-class share structure companies to list in the financial market of Hong Kong

The request of Alibaba, China’s largest e-commerce company, to allow a self-selected group of its past and present management known as the ‘partners’ the right to nominate a majority of the directors in its negotiation with the Hong Kong Stock Exchange (HKEx) for an initial public offering (IPO) in 2013 reignited a new round of debate over the one share, one vote policy, which has survived for three decades in Hong Kong. Alibaba’s IPO application to list on the HKEx was eventually rejected which ultimately led to the company’s decision to list on the New York Stock Exchange. In late 2017, the debate on whether companies with dual-class share (DCS) structure should be allowed to list in Hong Kong re-emerged as the HKEx has announced that it would amend its listing rules to enable companies with DCS structure to list on its exchange, subject to certain safeguards and restrictions. This article examines what measures Hong Kong could adopt to allow companies with DCS structure to list on its exchange despite legal and institutional shortcomings of its financial market. In doing so, it will also make reference to other major financial markets in the world and examine how other jurisdictions have handled the issue of DCS structure companies.

Disclosure of beneficial ownership of companies in Hong Kong

In early 2017, the Financial Services and the Treasury Bureau of Hong Kong conducted a consultation and proposed to put in place a regime under its Companies Ordinance to enhance the transparency of beneficial ownership of companies by requiring them to publish the names of their ultimate owners on company registers in an effort to meet prevailing international standards to combat money laundering and terrorist financing. The consultation conclusion was published in April 2017 which stated that based on the overall support for the proposed legislation, it seeks to introduce such regime by late 2017. This article is written against such background and highlights the rationales for Hong Kong in introducing such a law. In doing so, the article will make reference to the United Kingdom and Singapore which have also recently implemented a similar regime under their company law.

Could Complying with China's Secrecy Laws Be an Excuse for Auditors not to Provide their Working Papers of Auditing Chinese Companies? Recent Cases in the United States and Hong Kong

Western companies, professionals and regulators new to handling matters involving the Peoples Republic of China (PRC) often learn that the legal instincts developed in their home countries cannot ...