麻豆传媒

• Reminder on ESS registration
• Reminder on severe weather arrangements
• Quarterly update on Takeovers Team activities

• New Practice Note 26 on treasury shares
• New Practice Note 27 on severe weather arrangements
• Quarterly update on the activities of the Takeovers Team

• Availability of financial resources until the completion of an offer
• Appointments and reappointments to takeovers-related committees
• Quarterly update on the activities of Takeovers Team

• Submission of documents to the Executive
• Quarterly update on the activities of Takeovers Team

• Consultation conclusions on Codes amendments
• Calculation of acceptances under Rules 2.2 and 2.11
• Quarterly update on the activities of the Takeovers Team

• Irrevocable undertakings and financial resources confirmations
• Public consultation on Codes amendments
• Quarterly update on the activities of the Takeovers Team

• Public criticism of Cheung Chi Shing for breaching the Takeovers Code
• New Practice Note 25
• Retirement of Mr Stephen Clark from the Panel
• Appointments and reappointments to takeovers-related committees
• Quarterly update on the activities of the Takeovers Team

• Public criticism of Gold Dragon Worldwide Asset Management Limited for breaching dealing disclosure requirements
• New Practice Note 24
• Quarterly update on the activities of the Takeovers Team

• Takeovers Panel’s decision on granting a special waiver from the general offer obligation
• Takeovers Panel’s decision on the offer price in a mandatory general offer
• Quarterly update on the activities of the Takeovers Team

• Public criticism of Gao Yunhong and Feng Xuelian for breaching the no frustrating action rules
• Reminder of ancillary documents requirements
• Closing announcements and trading suspensions
• Asia Pacific Takeovers Regulators Virtual Conference 2022
• Quarterly update on the activities of the Takeovers Team 

• Public censure and cold shoulder order imposed on Chu Hing Tsung for breaching the mandatory general offer obligation
• Public censure of Wonderful Sky and Liu Tianni and public criticism of Liu Kiki Ching Tung for breaching the Code on Share Buybacks
• Close of offer period in winding-up proceedings
• Chairmen in Codes-related shareholders’ meetings
• Reappointments to the takeovers-related committees
• Quarterly update on the activities of the Takeovers Team

• Schemes of arrangement and Rule 2.10 of the Takeovers Code
• Application of the Codes to a Grandfathered Greater China Issuer
• New Practice Note 23
• Quarterly update on the activities of the Takeovers Team

• Public censure of BIT Mining for breaching special deal rules
• Quarterly update on the activities of the Takeovers Team

• Undesirable conduct of practitioners in consultations
• Proposed enhancements to the competency framework for intermediaries and practitioners (including those undertaking Codes-related work)
• Quarterly update on the activities of the Takeovers Team

• Takeovers and Mergers Panel: Retirement of Mr Stephen Clark and appointment of Mr Freeman Chan as Chairman
• Additional disclosure of future intentions for unlisted securities
• Application of Rule 35.3 on connected exempt principal traders
• Appointments and reappointments to the takeovers-related committees
• Quarterly update on the activities of the Takeovers Team

• Identifying all relevant regulatory approvals for completion of offers
• Additional disclosure in delistings of Mainland issuers under Rule 2.2
• Public censure and cold shoulder order imposed on Ngai Lai Ha and reminder on the operation of Note 17 to Rule 26.1 
• Public censure and cold shoulder order imposed on So Yuk Kwan
• Quarterly update on the activities of the Takeovers Team

• Reminder about exclusivity agreements
• Implications of enforcement of security
• New online DoD submission platform launched
• Revisions to Practice Note 20
• Disciplinary proceedings against Ngai Lai Ha for alleged breach of Takeovers Code
• Quarterly update on the activities of the Takeovers Team

53 (Jun 2020)

• Application of Rule 35.4 on EPTs
• Preservation of confidentiality
• Public censure of Fu Kwan for breaches of dealing restrictions
• Public criticism of CICC Financial Trading Limited and China International Capital Corporation Limited for dealing disclosure breaches
• New online DoD submission platform
• Quarterly update on the activities of the Takeovers Team

52 (Mar 2020)

• Practice Note 7 (PN 7) revised to take into account treatment of right-of-use assets
• Public censures of CLSA Limited, CITIC 麻豆传媒 Brokerage (HK) Limited, Beijing Enterprises Holdings Limited and their representatives for Share Buy-backs Code breaches
• Note 2 on dispensations from Rule 26 of the Takeovers Code
• Appointments and reappointments to the takeovers-related committees
• Quarterly update on the activities of the Takeovers Team

51 (Dec 2019)

• Takeovers Panel’s decision on deducting dividend from offer price
• Special deal considerations for ordinary course of business transactions
• Early identification of connected fund managers and connected principal traders
• Signatories to confirmations under Note 3 to Rule 8.1
• Quarterly update on the activities of the Takeovers Team

50 (Sep 2019)

• Takeovers Panel’s decision concerning Maanshan Iron & Steel Company Limited
• Reminder about offerors' restrictions under Rule 26.4
• Revisions to Practice Note 19 – Chain principle offer price
• Public criticism of CM Asset Management (Hongkong) Company Limited for breaching dealing disclosure requirements
• Quarterly update on the activities of the Takeovers Team

49 (Jun 2019)

• Public criticism in relation to Hopewell Holdings Limited
• Reminder to submit Code documents for vetting
• PN 20 revised to require updates to list of financial advisers after close of offer
• Quarterly update on the activities of the Takeovers Team

48 (Mar 2019)

• Disclosure of special deals in Rule 3.5 announcements
• Presumption of acting in concert
• Use of email by the Executive
• Appointments and reappointments to the takeovers-related committees
• Quarterly update on the activities of the Takeovers Team

47 (Dec 2018)

• New Practice Note 22
• Structure of offer price should not be oppressive to offeree shareholders
• Quarterly update on the activities of the Takeovers Team

46 (Sep 2018)

• Cold shoulder order imposed on Liang Guosheng for breach of mandatory offer requirement
• Revision to Practice Note 20
• Quarterly update on the activities of the Takeovers Team

45 (Jun 2018)

• Consultation conclusions on Codes amendments and related changes
• New note to section 4.2 of the Introduction
• Cold shoulder order imposed on Chan Shing for breach of mandatory offer requirement
• Quarterly update on the activities of the Takeovers Team

44 (Mar 2018)

• Nomura Hong Kong publicly criticised for Takeovers Code breaches
• Publication of full property valuation reports
• Public consultation on Code amendments
• Appointments and reappointments to the Takeoversrelated Committees
• Quarterly update on the activities of the Takeovers Team

43(S) (Jan 2018)

• Public consultation on proposed Code amendments

43 (Dec 2017)

• Season’s Greetings
• Public censure of Zhang Qiang for breaches of dealing restrictions
• Reminder to submit filing forms for applications
• Quarterly update on Takeovers Team activities

42 (Sep 2017)

• Cold shoulder order imposed on Yeung Wing Yee for breach of mandatory offer requirement
• Public censure of Chen Chi-Te and Kenneth C.M. Lo for breaches of dealing provisions
• Public censure of China Life Insurance (Overseas) Company Limited for dealing disclosure breaches
• Scheme of arrangement results announcements
• Revision to Practice Note 12
• Review of monthly update announcements
• Reminder to fund managers on the discontinuation of HKEX’s Portfolio Valuation service
• Quarterly update on the Takeovers Team’s activities

41 (Jun 2017)

• Takeovers Panel’s decision concerning TVB
• Revisions to the Codes to reflect new resolution regime
• Quarterly update on the Takeovers Team's activities

40 (Mar 2017)

• Reminder about confidentiality, talks announcements and minimum suspensions
• Monthly update announcements
• Appointments and reappointments to the Takeovers and Mergers Panel and the Takeovers Appeal Committee
• Quarterly update on the activities of the Takeovers Team

39 (Dec 2016)

• Season’s Greetings
• Performance pledges
• Case management for Code matters
• Revised PN 1 in relation to partial offers
• Cold shoulder order imposed on Zheng Dunmu for breach of mandatory offer requirement
• Public criticism of Southwest 麻豆传媒 International Investment and related parties
• Quarterly update on the activities of the Takeovers Team

38 (Sep 2016)

• New filing form for applications under the Codes
• Quarterly update on the activities of the Takeovers Team

37 (Jun 2016)

• Panel rules that Alibaba breached special deal requirements
• Confidentiality, talks announcements and minimum suspensions
• Engagement of financial advisers in Code transactions
• Whitewash waivers and compliance with applicable rules and regulations
• Executive publicly criticises China New Way and related parties for Takeovers Code breach
• Executive publicly censures Bank of America Merrill Lynch Group for Takeovers Code breaches
• Fourth Asia Pacific Takeovers Regulators Conference in Hong Kong
• Quarterly update on the activities of the Takeovers Team

36 (Mar 2016)

• Trading suspensions should be kept to a minimum
• New Practice Note 21–Waivers under Note 6(a) to Rule 26.1
• Executive publicly censures Goldman Sachs for breaches of Takeovers Code
• Appointment and reappointments to the Takeovers Panel and related committees
• Quarterly update on the activities of the Takeovers Team

35(Dec 2015)

• Season’s Greetings
• Takeovers Panel rules no general offer required for China Oriental
• Takeovers Panel’s decision in relation to Cross-Harbour
• Impact of disqualifying transactions
• Dealing disclosure reminders to associates
• Quarterly update on the activities of the Takeovers Team

34 (Sep 2015)

• Takeovers Panel imposes sanctions for breach of mandatory offer requirement
• Independent vote required for underlying transactions in whitewash cases
• Update on post-publication review of Schedule compliance
• Reminder to submit advanced drafts of documents for vetting
• Early consultation on employee benefit trusts
• Quarterly update on the activities of the Takeovers Team

33 (Jun 2015)

• Submission of Code-related announcements and documents for pre-vetting
• Revisions to Practice Note 20 related to announcements and documents under the Codes
• Quarterly update on the activities of the Takeovers Team

32 (Mar 2015)

• Takeovers Panel finds breach of mandatory offer requirement
• Revisions to Practice Note 2 in relation to profit forecasts
• Appointments and reappointments to the Takeovers and Mergers Panel and Takeovers Appeal Committee
• Quarterly update on the activities of the Takeovers Team

31 (Dec 2014)

• Season’s Greetings
• Takeovers Panel rules no mandatory general offer obligation triggered for China Oriental
• Dismissal of judicial review against Takeovers Panel
• Sanctions imposed for breach of Rule 31.3
• Quarterly update on the activities of the Takeovers Team

30 (Sep 2014)

• Dealing disclosures by associates during an offer period
• Reminder about definition of “Document” and Rule 12.1
• Confirmation of shareholdings in placing and top-up transactions
• Communication with the Executive by fax or email
• Quarterly update on the activities of the Takeovers Team

29(S) (Jun 2014)

• Takeovers Panel rules the Codes apply to SouthGobi Resources Limited

29 (Jun 2014)

• Changes to commenting process on Schedule disclosure requirements and revised PN20
• Rule 22 Dealing Disclosure Online Submission system launched and new electronic dealing disclosure forms
• Quarterly update on the activities of the Takeovers Team

28(Mar 2014)

• Codes amended to reflect new Companies Ordinance
• Update on the post-vetting regime and addition to the Post-Vet List
• New Practice Note 20 – Guidance note on announcements and documents under the Codes
• Appointments and reappointments of members to the Takeovers and Mergers Panel and related committees
• Quarterly update on the activities of the Takeovers Team

27 (Dec 2013)

• Season’s Greetings
• Disciplinary proceedings against Chow Yei Ching and others for alleged breach of Takeovers Code
• Disciplinary action against Daqing Dairy and its directors
• Update on Asia Pacific Takeovers Regulators Forum
• Quarterly update on the activities of the Takeovers Team

26 (Sep 2013)

• Disciplinary proceedings against chairman of Pearl Oriental Oil Limited and others for alleged breach of Takeovers Code
• Dealing disclosures under Rule 22 of the Takeovers Code
• Application of Rule 10.9 to unaudited quarterly results published during an offer period
• Quarterly update on the activities of the Takeovers Team

25 (Jun 2013)

• "Disqualifying transactions" under paragraph 3 of the Whitewash Guidance Note (Schedule VI of the Codes)
• Application of Rule 20.1(b) to share repurchases by partial offer
• Quarterly update on the activities of the Takeovers Team

24 (Mar 2013)

• Takeovers Panel rules chain principle offer triggered for Greenheart
• Appointments and reappointments to the Takeovers Panel and related committees
• Quarterly update on the activities of the Takeovers Team

23 (Dec 2012)

• Season's Greetings
• Asia Pacific Takeovers Regulators Forum
• Reconfirmation of financial resources at document stage
• Vetting of "ancillary" documents
• Changes to Takeovers-related committee
• Quarterly update on the activities of the Takeovers Team

22 (Sep 2012)

• Practice Note 19 – Chain principle offer price
• "No comment” fax not a confirmation of compliance
• Quarterly update on the activities of the Takeovers Team for the period ended 30 June 2012

21 (Jun 2012)

• Takeovers Panel’s decision in relation to China Gas Holdings Limited
• Disciplinary action againstCapital VC Limited and Yau Chung Hong
• Addition to the Post-Vet Listand revision of Practice Note 5
• Quarterly update on theactivities of the TakeoversTeam for the period ended31 March 2012

20 (Mar 2012)

• Consultation conclusions on takeovers-related amendments
• Limitation of consultations on a no-name basis
• Re-appointment of members to the Takeovers and Mergers Panel and related committees
• Penta Investment Advisers Limited publicly criticised for dealing disclosure breaches
• Quarterly update on the activities of the Takeovers Team for the period ended 31 December 2011

19 (Dec 2011)

• Season’s Greetings
• Reminder to fund managers regarding dealing disclosure obligations
• “List of Secondary Listed Companies not subject to the Codes” posted on the SFC website
• Fidelity Worldwide Investment publicly criticised for dealing disclosure breaches
• Quarterly update on the activities of the Takeovers Team for the period ended 30 September 2011

18 (Sep 2011)

• Public consultation on proposed Code amendments
• Timing of disclosure of dealings in the time zones of the United States
• Update on overseas companies with secondary listings in Hong Kong to which the Codes do not apply
• Quarterly update on the activities of the Takeovers Team for the period ended 30 June 2011

17 (Jun 2011)

• Practice Note 1 revised to clarify limitations of using the share register method to make partial offers
• Practice Note 15 revised to clarify certain issues relating to confirmations of sufficient financial resources
• Takeovers Panel rules no general offer obligation triggered for Hung Hing Printing Group Ltd
• Takeovers Panel rules Husky Energy Inc not a public company in Hong Kong
• Update on the activities of the Takeovers Team in the six months ended 31 March 2011

16 (Mar 2011)

• Offer Period Tables published
• Reminder to EFMs and EPTs on timely submission of annual confirmations
• Withdrawal of Practice Note 3
• Publication of hyperlinked Codes on Takeovers webpage
• Appointments and reappointments to the Takeovers and Mergers Panel, the Takeovers Appeal Committee and the Nominations Committee

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• Reminder that no general offer should be made or triggered during a black out period
• Update on the post-vetting regime and reminder about directors’ responsibility statements
• Confirmation of past shareholdings required in placing and top up transactions
• Takeovers Panel rules no mandatory offer obligation triggered for Merdeka Resources Holdings Limited
• Templeton Asset Management Ltd. publicly censured for dealings disclosure breaches
• Update on takeover activities for six months ended 30 September 2010

14 (Sep 2010)

• Revised Practice Note 9
• Revised Rule 22 disclosure forms
• Application of the Codes to companies with secondary listings
• Meaning of “completion of subscription” under paragraph 3(b) of Whitewash Guidance Note in Schedule VI of the Codes
• Reminder of importance of compliance with Rule 3.6

13 (Jun 2010)

• Post-vetting of certain routine announcements implemented
• Revised Practice Note 5 on post-vetting issued
• Codes now apply to REITs
• Takeovers Panel upheld the Executive’s ruling that offers for Zhongyu Gas must proceed
• Update on the activities of the Takeovers Team
• Printing tips for Practice Notes and Post-Vet List

12 (Mar 2010)

• Revised Practice Note 15
• Reminder of the importance of maintaining proper compliance and monitoring systems
• Consultation Paper on the proposal to extend the application of the Codes to REITs
• Reappointments to the Takeovers and Mergers Panel, the Takeovers Appeal Committee, the Nominations Committee and the Disciplinary Chair Committee

11 (Dec 2009)

• Practice Note 18 - Clarification on application of Rule 31.3
• Reminder on financial advisers’ or placing agents’ duty to verify and confirm placees’ independence in placing and top-up transactions
• Reminder to exempt fund managers and exempt principal traders to make timely disclosures
• Revised Practice Note 5
• Update on the activities of the Takeovers Team

10 (Sep 2009)

• Revised Practice Note 2
• Revised Practice Note 6
• Reminder on early identification of Code implications
• Arrangements for closing of offers on days affected by adverse weather

9 (Jun 2009)

• Panel’s decision on NTEEP and disciplinary action against Mr Koo
• New Practice Notes 16 and 17
• The Executive’s clearance of documents does not give immunity
• Revised Practice Note 3
• Update on the activities of the Takeovers Team

8 (Mar 2009)

• Takeovers Panel’s decisions in relation to Wing Hang Bank and HAECO
• Reminder about importance of early preparation for compliance with Rule 10.4
• Executive reverts to manuscript comments on documents following six-month trial period for communicating comments by fax
• New appointments to the Takeovers and Mergers Panel and the Takeovers Appeal Committee

7 (Dec 2008)

• The Takeovers Panel’s recommendation not to relax the trigger and creeper provisions in the Takeovers Code
• Practice Note 15 (PN15) - Confirmation of financial resources in cash offers
• Reminder about importance of highlighting issues to the Executive
• Revised Practice Notes
• Update on the activities of the Takeovers Team

6 (Sep 2008)

• Practice Note 12 (PN12) – Gathering of irrevocable Commitments
• Practice Note 13 (PN13) – Timing of disclosure of holdings by a group of which an adviser is a member
• Practice Note 14 (PN14) – Meaning of “reporting on in accordance with Rule 10”
• Takeovers Panel waived the cash alternative offer requirement in the privatisation of CITIC International Financial Holdings Limited
• Appointment of members to the Disciplinary Chair Committee
• Six-month trial period for communicating comments on documents by fax

5 (Jun 2008)

• Practice Note 10 (PN10) – Reservation of right to waive the whitewash condition
• Practice Note 11 (PN11) – Application of Rule 12.1 to announcements issued upon trading suspension in compliance with the Listing Rules
• Reminder about the importance of Rule 25
• Impending introduction of new Rule 21.7 and the relevance of exempt principal trader (“EPT”) status
• Update on the activities of the Takeovers Team

4 (Mar 2008)

• Practice Note 9 (PN9) - Exempt fund manager and exempt principal trader status
• Importance of compliance with Rule 3.6 and Rule 31.3
• Conclusions Paper on amendments relating to hearings under the Codes

3 (Dec 2007)

• Takeovers Panel ruled that mandatory general offer be made for China Oriental Group Company Limited
• Practice Note 6 – Appropriate offers should be made for convertibles or warrants under Rule 13 even if they are not exercisable within the offer period
• Practice Note 7 –Treatment of certain assets for the purpose of Rule 11.1(f)
• Practice Note 8 – Reminder about early consultation with the Executive
• Consultation Paper on new procedures for hearings under the Codes

2 (Sep 2007)

• Practice Note 3 – Implementation of Phase 1 of the Electronic Disclosure Project and the application of Rule 19.1 of the Takeovers Code
• Practice Note 4 – Can the offer price be increased after a “no increase” statement?
• Practice Note 5 – Executive’s commenting process does not give immunity
• Takeovers Panel decisions in relation to pacific Challenge Holdings Limited and Sanmenxia Tianyuan Aluminum Company Limited
• Consultation Paper on proposed amendments to the Codes

1 (May 2007)

• Welcome Message
• The Takeovers Executive and the Codes
• Practice Note 1 – Partial offers
• Practice Note 2 – Treatment of profit forecasts required by overseas jurisdictions
• Takeovers Executive publishes a statement on its ruling in relation to PCCW Limited