On 16 December 2017, SW Partner Mr. Eric Lui and China Business Consultant Ms. Daisy Ma attended “AllBright Capital Market Professional Committee Annual Forum” in Shanghai. The Forum was hosted by AllBright Law Office and co-organized by its Capital Market Professional Committee. The Forum was well received and drew more than 200 attendees from Shanghai and from their other offices.

The Forum began with a speech from Managing Director of AllBright Law Office, Mr. Wu Mingde. In his speech, Mr. Wu acknowledged the achievements of the capital market practice. The Forum ended with a 2017 capital market review from Senior Partner of AllBright Law Office, Mr. Xu Jun.

The Forum was divided into two sessions. Three distinguished speakers delivered keynote speeches to the audience in the morning session. The Chief Lawyer of the Shanghai Stock Exchange, Mr. Lu Wen Dao was the first speaker and shared the topic on “Status and Trend of Legal Regulation of Securities Market”. Deputy General Manager of Haitong Securities Company Limited Mr. Xu Can also conducted an interpretation on “Risk and Control of IPO Business”. Senior Partner of BDO China, Shu Lun Pan, CPA Ms. Zhu Ying delivered a speech on the topic of “Maintain the Professional Doubt and Identify the Financial Fraud” to the audience.

The afternoon session was mainly shared by the senior partners and lawyers from AllBright Law Office. They shared different issues regarding capital markets with the audience, such as “The New Trend of Capital Market and Opportunities for Securities Lawyers in the New Era”; “Risk Analysis and Countermeasures of Current Securities Business”; Legal Design for the Combination of State-owned Enterprises and Capital Market”; “Working Thought and Methods of IPO Lawyers”; “Intellectual Property Issues Regarding Listing and Merger and Acquisition” and so forth.

“I am delighted to attend this meaningful forum and share with the elites who have extensive experience in capital market. I look forward to attending the forum again.” Mr. Lui said.

Please contact Mr. Eric Lui for any enquiries or further information about this event.

SW acted as the legal advisers to Kin Pang Holdings Limited (01722) (“Kin Pang”) in the successful listing of Kin Pang on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

The shares of Kin Pang were listed on the Stock Exchange on 15 December 2017. 250 million shares were offered, among which 175 million were offered for placing and 75 million for subscription by the public. The final offer price was HK$0.48 per offer share and the net proceeds amounted to approximately HK$71.5 million.

Kin Pang is an integrated construction contractor which provides building and ancillary services and emergency repair services, solely in Macau. Since 2006, Kin Pang has accumulated experience in providing a wide spectrum of construction services and its services are required in various building and construction projects in relation to hotel and casino resorts, infrastructures of electricity and water supply, and public amenities and utilities (such as carriageways, footpaths, drains and sewers).

Please contact our Mr. Hank Lo and Ms. Erica Cheng for any enquiries or further information about this transaction.

Civil judgments in matrimonial and family cases are to be mutually recognized and enforced in Mainland and Hong Kong

On 20th June 2017, the Supreme People’s Court and Department of Justice of the Hong Kong Special Administrative Region jointly issued the Arrangement on Reciprocal Recognition and Enforcement of Civil Judgments in Matrimonial and Family Cases by the Courts in the Mainland and in the Hong Kong Special Administrative Region (“the Arrangement”). According to the Arrangement, subject to several requirements, certain effective judgments rendered by courts in Mainland and Hong Kong are to be mutually recognized and enforced by the other.

Some important points are summarized as follows:

1. Scope of the application of the Arrangement
The Arrangement is applicable to the recognition and enforcement of an effective civil judgment rendered by a court in the Mainland or Hong Kong. It also applies mutatis mutandis when it comes to a divorce certificate issued by a civil affairs authority in the Mainland, divorce agreement or memorandum of dissolution of a marriage under Parts V and VA of the Marriage Reform Ordinance.

2. The definition of matrimonial and family cases
For cases in the Mainland, it refers to a division of the property of the parties, dissolution of a marriage, property disputes after divorce, validity of a marriage, annulment of a marriage and so on.

For cases in Hong Kong, it includes decrees absolute of divorce made under Part III of the Matrimonial Causes Ordinance, decrees absolute of nullity made under Part IV of the Matrimonial Causes Ordinance and so on.

3. Which court
In general, the applicant applies to the intermediate People’s Court at the place of domicile or habitual residence of the applicant, or the domicile or habitual residence of the respondent or the place where the property of the respondent is situated in Mainland; and in the case of Hong Kong, with the District Court.

4. Documents to be summited by the applicant
The documents needed when applying for the recognition and enforcement under the Arrangement for an applicant include a copy of the effective judgment, a certificate issued by the court which made the judgment certifying that the judgment is an effective judgment in a matrimonial and family case, if it is a judgment by default, evidence that the court has summoned the parties concerned and a notarized copy of the identity certificate.
 

SW acted as the offeror’s legal advisers in relation to its acquisition of a controlling shareholding in the Hong Kong-listed FDB Holdings Limited (Stock Code: 1826) (“FDB Holdings”). The controlling stake represents 70% of the entire issued share capital of FDB Holdings with a total consideration of HK$469 million.

This acquisition triggered the offeror’s mandatory general offer obligation under Rule 26 of the SFC Takeovers Code. The offer, via GF Securities (Hong Kong) Brokerage Limited, shall make a mandatory unconditional cash offer for all the outstanding shares of FDB Holdings held by other shareholders. The general offer is valued at approximately HK$201.1 million.

The offeror is ultimately owned by Mr. Gao Yunhong (“Mr Gao”). Mr. Gao is an experienced business entrepreneur and is the founder of Dafy Group, which comprises Shenzhen Dafy Finance Holdings Co. Ltd., a company principally engaged in provision of financial technology and related services based in Shenzhen, PRC and its subsidiaries. Mr. Gao also has experience in properties investment and development in the PRC.

FDB Holdings group principally engages in consulting and contracting service for alteration and addition works, maintenance, specialist works and new development, licensing, building services, and architectural design for buildings in Hong Kong. Mr. Ng Kin Siu, the original controlling shareholder of FDB Holdings, shall remain as a 5% shareholder of FDB Holdings.

GF Capital (Hong Kong) Limited is the financial adviser to the offeror. GF Securities (Hong Kong) Brokerage Limited made the general offer on behalf of the offeror. Mr. Sun Lin, senior partner at AllBright Law Offices is the PRC legal adviser to the client. VBG Capital Limited is the independent financial adviser to the independent board committee of the Company.

Our team was led by our partners Eric Lui and Rodney Teoh, supported by team members including Ellie Cheung (associate), Christopher Cheung (trainee solicitor) and Justin Chui (paralegal).

Please contact our Mr. Eric Lui or Mr. Rodney Teoh for any enquiries or further information.

On 7 December 2017, Stevenson, Wong & Co. Partners Ms. Catherine Por, Ms. Janice Chin and Ms. Sherlynn Chan attended the 1st day of the Workshop on Child Inclusive Mediation and Counselling at the University of Hong Kong. The workshop was organized by The Hong Kong Catholic Marriage Advisory Council. The workshop was run over the 2 days, the second day comprising a Master Class, a training course on child inclusive mediation and counselling.

From left to right: Ms. Sherlynn Chan, Ms. Janice Chin and Ms. Catherine Por

The main speaker at the workshop was Professor Jennifer Mclntosh, a clinical child psychologist, family therapist and developmental researcher from Australia. She is a pioneer in child inclusive mediation and the training of this approach to post separation parental dispute resolution. Child inclusive mediation is relatively new in Hong Kong. It is gaining popularity but Hong Kong lacks trained professionals.

Professor Mclntosh was inspirational and engaging her presentation. She left everyone wanting to learn more about this approach. We were and are left in no doubt this is what separated families need and we at Stevenson, Wong & Co. are looking at training programme to equip ourselves to better serve our clients.

Please contact our Ms. Catherine Por, Ms. Janice Chin or Ms. Sherlyn Chan for any enquiries or further information about this event.

On 6 December, SW Partner Ms. Wendy Lam was invited to attend The 198th Congregation and Prize Presentation Ceremony for Faculty of Law at the University of Hong Kong. Stevenson, Wong & Co. is honoured to sponsor a scholarship to law students who have achieved an outstanding performance in the Trust practice examination.

Ms. Wendy Lam of Stevenson, Wong & Co. presenting the prize to the award winner

Please contact our Ms. Wendy Lam for any enquiries or further information about this event.