HKEX’S Proposed Expansion of Paperless Listing Regime

The amended rules regarding (a) reducing submission documents and mandating document submission by electronic means, and (b) mandating electronic dissemination of corporate communications by listed issuers to securities holders after listing will be effective on 31 December 2023. On 27 October 2023, HKEx also published a list of relevant Frequently Asked Questions which will also take effect on 31 December 2023.

Major changes regarding documents submission include:

1. reducing the number of submission documents required for new listing applicants; codifying the obligations of relevant parties to obtain necessary authorisations and consents for their respective actions; and removing unnecessary signature or certification requirements for certain submission documents; and
2. mandating electronic means as the only mode of submission, unless otherwise specified in the listing rules or required by HKEx. For example, HKEx will establish a new online platform as a designated channel for communication between the Listing Division and new applicants/ listed issuers for the purpose of submitting documents and e-Forms electronically.

In addition, HKEx will liaise further with the Hong Kong Companies Registry on the digitalisation of the prospectus authorisation and registration processes, and expects to issue guidance to inform the market of the final arrangements in due course.

Major changes regarding mandating electronic dissemination of corporate communications by listed issuers to securities holders after listing include:

1. mandating that listed issuers are obliged to disseminate corporate communications to their securities holders electronically if this is permitted by applicable laws and regulations and the respective issuers’ constitutional documents, unless a hard copy is requested by securities holders; and
2. allowing an implied consent mechanism for electronic dissemination of corporate communications, to simplify the process of disseminating corporate communications and to reduce the administrative burdens of listed issuers, if it is permitted under applicable laws and regulations and the constitutional documents of the respective issuers.

We recommend that existing listed issuers and new listing applicants review their constitutional documents and, if necessary, consult their legal advisers to determine if these documents contain provisions that restrict or prevent electronic dissemination of corporate communications to their shareholders or other securities holders, in order to make appropriate amendments that facilitate compliance with the relevant proposed listing rule amendments.

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