News
Find out all about our firm’s latest news and activities below. To learn more about any individual item, please contact us here.
17 Apr 2019
Stevenson, Wong & Co. Partner Ms. Sherlynn Chan Attended International Dispute Resolution Conference 2019 – New Era of Global Collaboration
Stevenson, Wong & Co. (“SW”) partner Ms. Sherlynn Chan attended the International Dispute Resolution Conference 2019 – New Era of Global Collaboration on 17 April 2019 at Hong Kong Convention and Exhibition Centre. The conference was organized by United Nations Commission on International Trade Law (“UNCITRAL”), Hong Kong Mediation Centre (“HKMC”), International Dispute Resolution & Risk Management Institute (“IDRRMI”) and Department of Justice (“DoJ”).
Distinguished guests including The Hon Mrs. Carrie Lam Cheng Yuet-ngor, Chief Executive of the Hong Kong Special Administrative Region (HKSAR), H.E. Mr. Xie Feng, Commissioner, Office of the Commissioner of the Ministry of Foreign Affairs of the People’s Republic of China (PRC) in the HKSAR, Mr. Ye Jun, Deputy Director General of Department of Treaty and Law, Ministry of Commerce of the PRC (“MOFCOM”) and The Hon Mr. Justice Jeremy Poon, Justice of Appeal of the Court of Appeal of the High Court, Judiciary of the HKSAR attended the conference and delivered the opening remarks. The conference attracted more than 900 attendees from experts, practitioners, officials, scholars, entrepreneurs and those interested in dispute resolution.
Mr. Rimsky Yuen, Former Secretary for Justice, Advisory Board Member of IDRRMI and Senior Counsel of Temple Chambers delivered the keynote speech on the topic of “Litigation, Arbitration and Mediation: Gaps and Bridges”. There were also four sessions: “Trend of Using International Dispute Resolution to Address Trading and Investment Disputes”, “Convention on International Settlement Agreements Resulting from Mediation”, “State-to-State Dispute Resolution and Investor-State Dispute Resolution” and “Mediation – a Smart Way to Resolve International Intellectual Property Disputes”. The 1-day Conference aims to foster discussion on emerging trends in dispute resolution and the impact of the “Convention on International Settlement Agreements Resulting from Mediation” as newly approved by United Nations on international business environment. The conference ended with the closing remarks delivered by Ms. Christina Cheung, Law Officer (Civil Law) of DoJ.
Please contact Ms. Sherlynn Chan for any enquiries or further information about this event.
13 Apr 2019
(中文) 史蒂文生黄受邀出席“两岸三地区块链法律实务讲座”，并担任演说嘉宾
(中文) 2019年4月13日，史蒂文生黄律师事务所合伙人，诉讼与争议解决部和银行与金融部主管徐凯怡律师受邀出席在福建福州举办的“两岸三地区块链法律实务讲座”，并受邀担任演说嘉宾，为现场嘉宾们带来“区块链大时代——区块链技术在香港的最新应用、规管和机遇”的主题演说。
“两岸三地区块链法律实务讲座”由福州市律师协会涉外商事专业委员会和福州农林大学文法学院共同主办，由福建省互联网金融协会和闽江学院经济与管理学院海西财政与金融发展研究中心共同协办。福建省海峡区块链研究院冯元椿秘书长和台湾明展商务法律事务所所长杜孟真律师出席并担任演说嘉宾。
若阁下欲了解更多详情，请联络本所合伙人徐凯怡律师，heidichui.office@sw-hk.com。
11 Apr 2019
Stevenson, Wong & Co. Held a Career Talk at the City University of Hong Kong
On 11 April 2019, Stevenson, Wong & Co. (“SW”) gave a career talk at the City University of Hong Kong. SW partners Ms. Lai Lam, Mr. Rodney Teoh and trainee solicitor Ms. Karlie Cheung introduced the firm, traineeship and internship programme to nearly 30 law students.
Ms. Lai Lam discussed some key issues about the traineeship programme such as the application, qualifications and process for selecting trainee solicitors. Mr. Rodney Teoh provided more information about the work and challenges that trainee solicitors may face in Corporate Finance, Private Client, and Dispute Resolution. He also introduced the summer and winter internship programme to the attendees. The final session was presented by one of our trainee solicitors, Ms. Karlie Cheung who shared her experience of her life as a trainee at SW.
Please contact Ms. Lai Lam or Mr. Rodney Teoh for any enquiries or further information about this event.
10 Apr 2019
Stevenson, Wong & Co. Partner Mr. Rodney Teoh Attended CityU Employers’ Luncheon 2019
On 9 April 2019, Stevenson, Wong & Co. (“SW”) partner Mr. Rodney Teoh and public relations manager Ms. Margaret Ip attended City University of Hong Kong (“CityU”) Employers’ Luncheon 2019 at Convention Hall, Hong Kong Convention and Exhibition Centre. Over 300 employers from the business community and diverse industries, 80 academics and 120 students were engaged in this signature occasion of CityU. The event allows the employer attendees to sharpen their understanding of the educational philosophies of CityU. There was also an exhibition displaying students’ excellent work and showcasing their achievements at the event.
SW Partner Mr. Rodney Teoh
SW Partner Mr. Rodney Teoh and law students from CityU
Please contact our partner Mr. Rodney Teoh for further information.
10 Apr 2019
The Stock Exchange of Hong Kong Limited (the “Exchange”) publishes listing decision on why the Exchange rejected certain listing applications
Background
On 22 March 2019, the Exchange published a listing decision (LD121-2019) to provide guidance on the reasons for rejecting 24 listing applications. The Exchange acknowledged that there was a noticeable increase in the number of listing applications rejected in 2018 as compared to previous years. The aforementioned increase was due to a heightened level of scrutiny exercised by the Exchange in its assessment of suitability of listing applicants (the “Applicant(s)”), and the exercise of its discretion to determine whether there are facts and circumstances to form a reasonable basis to believe that the Applicants are likely to invite speculative trading upon listing or to be acquired for their listing status. The Exchange placed particular emphasis on the Applicants’ (1) commercial rationale for listing and whether there was a genuine need for funding, and (2) valuation and the methodology used, when vetting the listing applications.
Summary
The table below provides a summary of the reasons for rejection raised by the Exchange:
| Reasons for rejection | Issues | |
| Suitability | ||
| 1. | Lack of commercial rationale for listing and thus no genuine funding needs | Fifteen Applicants failed to:
(a) substantiate the commercial basis for the proposed expansion plans, and the proposed expansion plans were not commensurate with their previous business strategies and financial performance; (b) explain how their application of the IPO proceeds makes commercial sense, and where the Applicants intended to utilise the IPO proceeds to acquire land or property for use as a showroom, office premises or retail outlets, the cost savings gained from owning as opposed to leasing the properties was noted to be insignificant; or (c) demonstrate a genuine funding need as the Applicants had previously relied upon internally generated funds to finance their operations during the track record period (the “TRP”) and would be able to fund the proposed expansion plans with internal resources and/or debt financing.
|
| 2. | Unsupported valuation | Three Applicants failed to justify:
(a) why their forecasted price-earnings ratios were higher than those of industry peers and the basis on which the peers were selected; and (b) how such valuations were reasonable in light of the Applicants’ history and profit forecasts.
|
| 3. | Packaging | One Applicant failed to demonstrate that different companies recently restructured under the listing group had operated as a single economic unit during the TRP, which led to the perception that the Applicants’ reorganisation had been done solely to meet eligibility requirements under the Listing Rules.
|
| 4. | Deterioration of financial performance | One Applicant showed a significant deterioration in their financial performance during the TRP and there was insufficient basis to believe that their situation would improve as their diversification into a new segment was recent and long term prospects of the new business were uncertain.
|
| 5. | Suitability of director/person of substantial interest or controlling shareholder | Three Applicants’ director(s) or person(s) of substantial interest or controlling shareholder(s), who had significant influence on the operations and management of the Applicants during the TRP, had previously been convicted of offences relating to dishonesty, thus rendering the Applicants unsuitable for listing.
|
| 6. | Sustainability of business | A substantial portion of the Applicants had a substantial portion of revenue during the TRP derived from a separate business operated by their controlling shareholder(s), which in particular led to the following observations and/or concerns:
(a) the delineation of the Applicants’ business from its controlling shareholder(s) did not conform to industry norms; (b) the arrangements with the Applicants’ controlling shareholder(s) were not on normal commercial terms; and (c) there was uncertainty whether the Applicants’ arrangements with independent customers would generate similar amount of sales.
|
| Eligibility | ||
| 7. | Failure to meet the minimum net profit requirements after excluding non-ordinary course income | |
| 8. | Failure to meet the qualification requirements for transfer from GEM to Main Board | |
| Other reasons | ||
| 9. | Failure of the sponsor to satisfy the independence requirement | |
Conclusion
The listing decision reflects (1) the change in the Exchange’s listing reviewing process; and (2) the new initiatives of the Exchange shown in recent developments such as (a) the GEM Listing Rules amendments in February 2018; and (b) the Consultation Paper regarding Backdoor Listing published in June 2018. For further details, please refer to our news updates published on 5 March 2018 and 11 September 2018.
This newsletter is for information purposes only. Its content does not constitute legal advice, and should not be treated as such. Stevenson, Wong & Co. will not be liable to you in respect of any special, indirect or consequential loss or damage.
Please contact our Hank Lo or Rodney Teoh for any enquiries or further information.
8 Apr 2019
(中文) 史蒂文生黄受邀出席 “中国企业海外权益保护” 研讨会并担任演讲嘉宾
(中文) 2019年4月8日，史蒂文生黄律师事务所合伙人，诉讼及争议排解部、银行及金融部主管徐凯怡律师受邀出席在江苏省南京市举办的“中国企业海外权益保护”研讨会并担任专题演讲嘉宾。
“中国企业海外权益保护”研讨会是由江苏省欧美同学会、中共建邺区委组织部主办，由南京市律师协会承办，并由江苏省产业海外发展和规划协会、江苏省国际商会协办。中共建邺区委常委、组织部长刘玉民，江苏省欧美同学会副会长杨群，建邺区司法局局长严兴中出席研讨会并发表致辞。
徐凯怡律师在研讨会中发表了“内地企业如何在香港采取有效措施保护权益”主题演讲，并共同探讨如何为中国企业顺利“走出去”保驾护航。
若阁下欲了解更多关于本次研讨会和本所详情，请联络本所合伙人徐凯怡律师：heidichui.office@sw-hk.com。