Webinar | HKEX Treasury Shares Regime and Proposed Company Re-Domiciliation Regime | 18 October 2024

The webinar introduces significant changes related to the treasury share regime and the proposed company re-domiciliation scheme in Hong Kong, focusing first on the treasury share regime that began in June 2024. The Hong Kong Stock Exchange amended its listing rules to allow repurchased shares to be held in treasury, aligning with 92% of companies incorporated in jurisdictions like the PRC, Bermuda, and Cayman Islands, where this practice is permitted.

Previously, the repurchase of shares resulted in cancellation, restricting the holding of treasury shares due to concerns about market manipulation and insider trading. Now, companies can adjust their share capital more dynamically, with treasury shares still retaining their listed status, subject to local jurisdiction laws. The second part of the presentation discusses the proposed company re-domiciliation regime, driven by a need for economic alignment and corporate governance improvements.

The new regime, aiming to simplify the re-domicile process, will allow overseas companies to retain legal status while operating under Hong Kong law, aiding those from low-tax jurisdictions seeking Hong Kong’s financial benefits. Companies must meet solvency and compliance criteria, including member approval for the re-domicile, without undergoing complex restructuring. This regime is not currently extended to companies limited by guarantee, considering a lack of demand, while the Hong Kong government will closely monitor potential outward re-domiciliation needs.

Finally, comparisons with other jurisdictions like Singapore and the UK are made, highlighting Hong Kong's approach to avoiding economic substance tests and aligning closely with global re-domiciliation norms.

Read more: https://www.charltonslaw.com/hong-kongs-proposed-company-re-domiciliation-regime/

#FinancialRegulations #TreasuryShares #HongKongBusiness

Timecodes:
00:00 Introduction to New Financial Regulations
03:23 Historical and Legal Context of Treasury Shares
06:42 Legal Framework and Definitions of Treasury Shares
09:42 Operational Requirements for Holding Treasury Shares
12:51 Restrictions on Resales and Market Conduct
16:15 Detailed Guidelines for Specific Transactions
18:54 Legal Safeguards against Market Manipulation
22:19 Shareholder Communication and Reporting Obligations
27:15 Voting Rights and Shareholder Dynamics
29:21 Disclosure of Interest and Stamp Duty Implications
31:12 Introduction to Proposed Hong Kong Re-domiciliation Schemes
35:58 Legislative and Economic Implications
38:43 Application Requirements and Process for Re-domiciliation
44:19 Financial and Taxation Issues Surrounding Re-domiciliation
47:15 Comparisons with Global Re-domicile Regimes
58:20 UK’s Proposed Re-domiciliation Framework
62:45 Conclusion of the Webinar

Charltons Law Firm:
https://www.charltonslaw.com/

Julia Charlton
https://www.charltonslaw.com/the-firm/people-culture/team-profile/julia-charlton/

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