It is essential for companies of all sizes to maintain a high degree of corporate governance, especially regarding the transparency of their shareholding structure. In the past ten years, over 15% of the market cap holdings of all listed companies (“ListCos”) in Hong Kong moved from the “registered name” holding into the “nominee name” holding under HKSCCN. The latest figure shows that over 65% of ListCos’ market value is held under the name of an HKSCC Nominee. In certain instances, such as with newly ListCos, over 99% of their holdings are held by HKSCCN as the largest single shareholder.
While this “nominee structure” works well to lower the trading costs, it can negatively impact ultimate investors and issuers, particularly when it comes to corporate governance that requires active communication and participation between listed issuers and investors. Moreover, this would seriously impact issuers’ statutory right to build the necessary investor relations (“IR”) quickly and effectively.
As the leading business expansion specialist in Asia with over 20 years of rich experience serving over 10,000 customers, including over 50% of HKEX ListCos, Tricor has been actively driving the adoption of robust corporate governance and transparency by our clients. We are joining forces with the Chamber of Hong Kong Listed Companies (“CHKLC”) and the Hong Kong Investor Relations Association (“HKIRA”) to launch a survey reviewing the different shareholding holding models of ListCos in Hong Kong. The survey will seek inputs from Hong Kong ListCos across all industry sectors to identify the concerns in the existing shareholding structures and explore viable alternatives to address them.
Catharine Wong, Managing Director, Head of Share Registry & Issuer Services of Tricor Hong Kong, said, “At Tricor, we firmly believe that robust corporate governance needs to be the core foundation for ListCos operations, setting the standards for investor engagement. Given that knowing the shareholder base is the most important tool to conduct effective IR, proxy solicitation and/or governance campaigns, there are increasing demanding form ListCos to have higher transparency to their shareholders base in real time basis. By partnering with leading industry bodies CHKLC and HKIRA, we aim to present a deeper understanding of where Hong Kong ListCos stand with regard to the most effective shareholding structures and how one can remedy the gaps in their governance.”
Eva Chan, Chairman of Hong Kong Investor Relations Association, said: "To effectively communicate with shareholders of ListCos, the first step is to identify who are your shareholders. Under the current nominee structure, the beneficial owners of ListCos are not transparent. On the other hand, it is inconvenient for shareholders exercise their rights through the intermediates. Hopefully, with the advanced technology, there are new ways to bridge the gap."
“Shareholder communication is a key component of corporate governance, with which ListCos can effectively convey its business strategies and plans to shareholders while the latter can articulate their views, a process which will lead to betterment of companies’ performance. We support Tricor’s initiative to better understand the current situation of listed issuer’s accessing shareholders information and finding ways of improvement,” said Mike Wong, CEO of the Chamber of Hong Kong Listed Companies.
Through this survey, our organizations collectively hope to enhance ultimate investor rights, corporate governance, and shareholder transparency while increasing legal certainty for issuers and shareholders’ rights.
About Tricor Hong Kong:
Founded in 2000, Tricor Hong Kong has been the leading business expansion specialist in Asia. Our team of 600+ professionals serves over 10,000 clients across industries, including more than 50% of ListCos from Hong Kong and mainland China.
Tricor Hong Kong’s business expansion solutions include integrated business management advisory, corporate administration and secretarial services, trust and fiduciary services, and human resource consultation. Tricor Inside, our unique approach to business expansion, empowers companies to seamlessly maneuver from start-up to IPO and beyond.
Take your first step towards business success with Tricor. Join the industry leaders, and get to know more at https://hongkong.tricorglobal.com/.
About HKIRA:
Founded in 2008 with over 1000 members mostly working for companies primarily listed on the Stock Exchange of Hong Kong, Hong Kong Investor Relations Association (“HKIRA”) is a non-profit professional association in investor relations (“IR”), comprising IR practitioners and corporate officers, who are responsible for communications between corporate management and the investment community. HKIRA is dedicated to advocating the setting of international standards in IR education, advancing the best IR practices and catering for the professional development needs of those who are interested in pursuing a professional career in IR. HKIRA’s members are from a wide spectrum of professions including IR, finance, accounting and company secretarial to corporate investment and hold positions at different corporate levels, including top executives responsible for IR and management of listed companies. For more information about HKIRA details, please visit our website http://www.hkira.com.
About CHKLC:
Established in September 2002, the Chamber of Hong Kong Listed Companies (CHKLC) is committed to representing Hong Kong listed companies in its strive to attain a sound listing environment for companies and raise the overall quality of the stock market.
Listed company members of CHKLC come from a wide range of business and industry background and include local blue chips, large H-shares and Red Chips as well as medium and small sized companies and GEM stocks. Our members’ market capitalization exceeds 33% of that of the whole market, giving us a unique mandate to represent listed companies’ interests on important market matters.
We work closely with the Government, the Stock Exchange and Securities and Futures Commission and other professional parties in deliberating market rules and regulations, promote a strong corporate governance culture and equip listed companies with the latest market knowledge and information. By doing so, we help ensure a sound and balanced regulatory structure in Hong Kong, and raise the market quality and efficiency, thereby making contribution to maintaining Hong Kong’s status as an international financial market and China’s premier capital formation centre.
HONG KONG SAR
Daryl Choy
Chief Marketing Officer
Tel: +852 2980 1949
Email: daryl.pw.choy@hk.tricorglobal.com