AML / CTF compliance – Why it pays to pay attention

AML / CTF compliance – Why it pays to pay attention

The payment by HSBC of a US$1.9 billion fine in December 2012 to settle a money-laundering and terrorist-financing charge by US authorities has been a high-profile reminder of the need to keep anti-money laundering and counter-terrorist financing (AML/ CTF) compliance...
Does more disclosure mean better governance?

Does more disclosure mean better governance?

The Institute’s Corporate Governance Paper Competition is held annually to raise awareness of corporate governance issues among local undergraduates. This year’s competition was held on the theme ‘Corporate governance means more reports and...
Competition Ordinance: guidance for company secretaries

Competition Ordinance: guidance for company secretaries

The Competition Ordinance, which is likely to be fully implemented in 2015, will have significant compliance implications for company secretaries in Hong Kong. A new HKICS guidance note on the ordinance seeks to familiarise HKICS members with the main provisions of...
Valuing intangibles and ESG performance

Valuing intangibles and ESG performance

Few would dispute the importance of intangible factors such as a company’s brand, its networks, its people and its capacity for innovation, but intangibles are, by definition, not easy to quantify. Josh Dowse, Principal, DowseCSP, introduces a new approach to...
Women and the world economy 女性和世界经济

Women and the world economy 女性和世界经济

A new International Monetary Fund (IMF) report finds that progress toward levelling the playing field for women in the workforce has stalled. Christine Lagarde, Managing Director of the IMF, outlines some of the many benefits of allowing women to develop their full...
CSj December 2013 (pdf version)

CSj December 2013 (pdf version)

Anti-money laundering – Why it pays to pay attention. Click the cover image below to view or download a pdf of the full...
Essential reading

Essential reading

The Essential Company Secretary is, just as the title suggests, a one-stop guide to the essential responsibilities and duties of company secretaries in Hong Kong. Last month the HKICS published a revised edition of the guide which, in addition to giving readers useful...
Corporate governance and the corporate secretary: a brief history

Corporate governance and the corporate secretary: a brief history

As a former regulator, HKICS Fellow and an academic, Anthony Neoh FCIS FCS, Senior Counsel, Hong Kong Bar, brings to the corporate secretarial profession a depth of historical knowledge as well as an intimate understanding of the practical challenges faced by...
Due diligence for IPO gatekeepers

Due diligence for IPO gatekeepers

Hong Kong’s Independent Commission Against Corruption (ICAC) argues that the new regime for the regulation of IPO sponsors in Hong Kong is part of a new drive by regulators, both in Hong Kong and globally, to hold IPO gatekeepers accountable. It would not be...
Is the sustainability profession failing?

Is the sustainability profession failing?

Erin Lyon, Executive Director, CSR Asia, argues that it is time for an honest and open dialogue about why the sustainability profession is failing to effect real change in business practices. The sustainability profession is arguably nascent. In the relatively short...
Data security and board portals

Data security and board portals

Security is the number one reason why an organisation switches from physical board meeting packs to using a digital board portal solution. However, security is also often cited as the major concern for organisations which decide not to make that switch. Phillip...

Ask the Expert November 2013

Q: We are planning to launch an employee share incentive scheme – what are the trends in Hong Kong and China? A: Over the past 10 years in Hong Kong and China, there has been a dramatic increase in the types of share plans being implemented as compensation tools to...
CSj November 2013 (pdf version)

CSj November 2013 (pdf version)

Essential reading – New guidance on professional standards. Click the cover image below to view or download a pdf of the full...
CSj October 2013 (pdf version)

CSj October 2013 (pdf version)

Inside information – When and what to disclose. Click the cover image below to view or download a pdf of the full...
Corporate governance – A global perspective

Corporate governance – A global perspective

Few people have had a career as varied and itinerant as economist and corporate governance consultant Dr Grant Kirkpatrick. In interview with CSj, he shares some of the experience he has gained while rescuing banks in Japan, helping to launch a market economy from...
Reforming the MPF

Reforming the MPF

In a presentation to HKICS members last month, Anna Wu, Chairman, Mandatory Provident Fund Schemes Authority, discussed her wish list for reforms to Hong Kong’s MPF system. Since its creation in 2000, Hong Kong’s Mandatory Provident Fund (MPF) pension...
China's new growth order 中国需要新 的增长秩序

China's new growth order 中国需要新 的增长秩序

China is searching for a new growth order for its restlessly expanding cities, suggest Andrew Sheng and Xiao Geng of the Fung Global Institute. Between 1978 and 2012, China’s GDP grew at an average annual rate of about 10% – from US$341 billion to US$8.3...
New IPO sponsor regulatory regime

New IPO sponsor regulatory regime

From the beginning of this month (1 October 2013), all listing applications will need to comply with Hong Kong’s new IPO sponsor regulatory regime. Law firm Mayer Brown JSM discusses seven major changes under the new sponsor regime and gives practical tips on...
How to grow your career

How to grow your career

There are many routes into the Chartered Secretarial profession, but whatever route you take there are a number of key skills you will need to acquire. This month, senior Chartered Secretaries in Hong Kong give tips on how to reach the top of your chosen profession....
AGMs 2013: a post-season review

AGMs 2013: a post-season review

It’s the end of another busy AGM season, particularly notable this year for a marked increase in ‘against’ votes for some Hong Kong and mainland China-based companies, and for the 29 meetings valiantly held close to a black rain storm in Hong Kong. Lucy...
ESG reporting: your guide

ESG reporting: your guide

Roy Lo, Deputy Managing Partner, SHINEWING (HK) CPA Ltd, and Gloria So, Manager, SHINEWING Risk Services Ltd, give a brief guide to environmental, social and governance reporting. Environmental, social and governance (ESG) reporting is currently a major issue in the...

New Companies Ordinance: your questions answered

The implementation of the new Companies Ordinance (Cap 622) early next year will have many compliance implications for company secretaries in Hong Kong. Ted Tyler, Stefan Lo and Natalie Wong, the Companies Ordinance Rewrite Team, Department of Justice, answer some...
Tablets for tyrannosaurs?

Tablets for tyrannosaurs?

Are Hong Kong boards behind the curve when it comes to adopting the latest board support technology? Phillip Baldwin, Head – Hong Kong/ China, ICSA Boardroom Apps Ltd, investigates. Hong Kong is a dynamic, push ahead, go-getting economic mini- powerhouse with a...
Stakeholder relationship officers — coming to your company?

Stakeholder relationship officers — coming to your company?

The company secretary is particularly well-placed to carry out the function of a corporate stakeholder relationship officer (CSRO), argues Professor Mervyn King SC, Chairman of the International Integrated Reporting Council. Companies operate in a completely changed...

Ask the Expert September 2013

Q: Do financial institutions in Hong Kong need to comply with FATCA? A: FATCA is a piece of US tax legislation designed to track US nationals who may be avoiding tax liabilities by holding assets (including shares) overseas. The US Internal Revenue Service (IRS)...
Integrated reporting: is Hong Kong ready?

Integrated reporting: is Hong Kong ready?

Corporate reports that give stakeholders access to year-old financial statements and little else are clearly not sufficient. The notion, however, that companies currently serving up this stale fare can instantaneously upgrade to providing stakeholders with...
Integrated reporting: tips on getting started

Integrated reporting: tips on getting started

April Chan, Company Secretary, CLP Holdings Ltd, shares some of the experience her company has gained since switching to integrated reporting in 2011. CLP’s financial statement of 1902 consisted of one page of exclusively financial data. By 2012, CLP’s...
What's new in the GRI G4?

What's new in the GRI G4?

The latest generation of sustainability reporting guidelines from the Global Reporting Initiative were launched in May this year. Erin Lyon, Executive Director, CSR Asia, takes a look at the major changes from the G3.1 guidelines they replace, and highlights what G4...
Copycat capitalists 模仿资本主义

Copycat capitalists 模仿资本主义

China’s economic success has led to some rather unusual disruptions to the usual battlelines over free-market versus state-sponsored capitalism. Western countries that have traditionally been staunch defenders of the free-market variety have been shifting...
Establishing and maintaining a culture of compliance

Establishing and maintaining a culture of compliance

Does your company regard compliance as an added value to your business or as a business cost? Bill Dee, Director, Compliance and Complaints Advisory Services Pty Ltd, Australia, and Angus Young, Assistant Professor, Hang Seng Management College, Hong Kong, give some...
CSj August 2013 (pdf version)

CSj August 2013 (pdf version)

Integrated reporting – Is Hong Kong ready? Click the cover image below to view or download a pdf of the full...
ACRU 2013 review – A guide to regulatory thinking

ACRU 2013 review – A guide to regulatory thinking

If your first contact with Hong Kong’s market regulators is a knock on the door from an investigation team, your engagement with them is already too late. Whether you think of them as shining white knights protecting Hong Kong’s market or, as one regulator...
ACRU 2013 review – Getting the FAQs right

ACRU 2013 review – Getting the FAQs right

Rules, conceded Charles Grieve, Senior Director of Corporate Finance, Securities and Futures Commission, at this year’s Annual Corporate and Regulatory Update (ACRU) seminar, will always be a fairly blunt instrument with which to encourage better corporate...
Psychometric testing in the selection process

Psychometric testing in the selection process

Statistics show that approximately one-third of hiring decisions are regretted. Alarmingly, these hiring mistakes can cost a company up to three times that employee’s annual salary. Therefore, it is no surprise that in addition to the traditional methods of...
Corporate insolvency consultation

Corporate insolvency consultation

The government is currently consulting on its latest proposals to reform Hong Kong’s corporate insolvency and winding-up regime. CSj interviewed the Financial Services and Treasury Bureau about the aims of these reform proposals. W hat are the aims of the new...

Ask The Expert July 2013

Q: When do you expect to see an RMB IPO in Hong Kong? A: There are two types of RMB IPO: 1. Dual tranche dual counter (DTDC) An issuer offers both RMB-traded shares and HKD- traded shares during the IPO, investors paying in RMB are allotted RMB-traded shares,...
CSj July 2013 (pdf version)

CSj July 2013 (pdf version)

Compliance update – ACRU 2013 review. Click the cover image below to view or download a pdf of the full...
Breaking new frontiers with boardroom diversity

Breaking new frontiers with boardroom diversity

The clock is counting down to 1 September 2013 when Hong Kong’s new Corporate Governance Code provision on board diversity becomes effective. Rosie Halfhead, Programme Director, Diversity on Boards, Community Business, urges companies and company secretaries to...
Gender agenda

Gender agenda

Elsie Leung, Hong Kong’s former Secretary of Justice, and Susie Cheung, General Counsel and Company Secretary of the Hong Kong Mortgage Corporation, picked up awards at the latest ‘Asia Women in Business Law Awards’. In this interview with CSj, they...
Professionalising the board secretary in Taiwan

Professionalising the board secretary in Taiwan

In Taiwan, while there are regulations concerning the need for board support, there are no regulations concerning the officers carrying out that function. Professor Louis Chen, Chairperson of the Association for Research & Development of Corporate Organisation in...
Building China's rule of law 建设法治中国

Building China's rule of law 建设法治中国

Andrew Sheng and Xiao Geng of the Fung Global Institute argue that if China’s economic rise is to advance it must develop the rule of law. This means institutions and practices consistent with representative government must be created. It’s a long road...

Ask the Expert June 2013

Q: We currently prepare paper board packs and want to keep control of sensitive board information in-house. If we switched to a board portal how could we control who sees what? A: A good board portal supplier takes strong measures to ensure that sensitive data is...
CSj June 2013 (pdf version)

CSj June 2013 (pdf version)

Board diversity – New frontiers for the company secretary. Click the cover image below to view or download a pdf of the full...
Automation – Meet the cyborg company secretary

Automation – Meet the cyborg company secretary

While technology has transformed many aspects of the company secretary role, fear not, you are not about to be replaced by a machine anytime soon. This month CSj looks at where automation is, and where it is most definitely not, prescribed for today’s tech savvy...
Digital board packs – What have they ever done for us?

Digital board packs – What have they ever done for us?

Boards of directors have been operating perfectly well for hundreds of years using paper board packs, so what can digital board – or meeting – packs delivered via a board portal do better? In an article published in The Sunday Times of London on 13 January...
Monoculture of the mind?

Monoculture of the mind?

As cultural homogenisation sweeps the planet, this month’s well travelled interviewee, Stuart Crosby, Chief Executive Officer, Computershare Ltd, warns against assuming that cultural differences have been laid to rest by globalisation – they still have the power...
Kazakhstan – Getting corporate secretaries on the list

Kazakhstan – Getting corporate secretaries on the list

In early 2008, when Zhardem Kurmangaziyev turned up for work as a corporate secretary of the Sustainable Development Fund Kazyna JSC, the HR department had never encountered a corporate secretary before and decided to list him as a manager in the legal department....
Can China adapt? 中國能否適應新形勢?

Can China adapt? 中國能否適應新形勢?

Are China’s three decades of impressive economic growth coming to an end? Is China going to succumb to the same malaise which has trapped Japan in a prolonged period of ultra-slow growth for the last two decades? Zhang Jun, Professor of Economics and Director of...

Ask the Expert May 2013

Q: My company’s annual general meeting (AGM) is scheduled to be held in June. If typhoon signal number eight is hoisted on the day of our AGM, what should we do? A: It is always recommended to have contingency plans in place for typhoons or adverse weather....
CSj May 2013 (pdf version)

CSj May 2013 (pdf version)

Automation – Meet the cyborg company secretary. Click the cover image below to view or download a pdf of the full...
Independence of the company secretary

Independence of the company secretary

Company secretaries are both employees and officers of companies as well as being gatekeepers tasked with giving independent advice on regulatory and corporate governance matters. This month CSj looks at the unique position of the company secretary in the corporate...
In the public interest – John Brewer, HKICS Prize Winner 2012

In the public interest – John Brewer, HKICS Prize Winner 2012

The annual HKICS Prize celebrates the achievements of leaders of the Chartered Secretary profession. The 2012 prize was awarded to HKICS past president John Brewer FCIS FCS, who played a pivotal role in building up the profession in Hong Kong during critical phases of...
Privacy versus transparency?

Privacy versus transparency?

CSj takes a look at an issue which has become one of the most contested debates of the Companies Ordinance rewrite exercise – the proposal to withhold from public inspection the full identity numbers of directors and their residential addresses based on a perceived...
The limits of China's consumer revolution

The limits of China's consumer revolution

Zhang Monan, Fellow of the China Information Center and of the China Foundation for International Studies, argues that only by combining growing consumption with enhanced manufacturing will mainland China be able to develop a new comparative advantage, which is the...
New privacy laws for direct marketing – Are you in compliance?

New privacy laws for direct marketing – Are you in compliance?

It is essential to be aware of the new requirements under Part VIA of the Personal Data (Privacy) Ordinance when collecting personal data from clients for direct marketing. Failure to comply may result in offences and civil liability. This article is intended to...

Ask the Expert April 2013

Q: We are considering moving to a board portal service, will this mean more or less work for the company secretarial team when it comes to the preparation of board materials? A: With an online board portal, you can reduce your board material preparation time from days...
CSj April 2013 (pdf version)

CSj April 2013 (pdf version)

In-house gatekeeper? – The independence challenge. Click the cover image below to view or download a pdf of the full...
Preparing for your AGM

Preparing for your AGM

Lucy Newcombe, Corporate Communications Director at Computershare, takes you through the key planning steps for AGMs to be held in Hong Kong and mainland China, and provides a look at best practice both locally and around the globe, focusing in particular on the...
A new conversation

A new conversation

Few would dispute the need for an ongoing and active dialogue between those investing in a business as owners, and those tasked with running it. However, ‘ongoing’ and ‘active’ do not always apply to the conversation companies have with their...
Public governance

Public governance

In the second and final part of his article on public governance, Gordon Jones FCIS FCS, author and Hong Kong’s former Registrar of Companies, turns his attention to the governance of not-for-profit entities and public bodies. Initially, the corporate governance...

Ask the Expert March 2013

Q: Can an issuer make changes to an e-prospectus during the offer period, and if so, does it have to revise and print the paper prospectus? Also, does the issuer have to suspend the offer pending the correction and what is the procedure for the suspension? Does an...
CSj March 2013 (pdf version)

CSj March 2013 (pdf version)

A new conversation – Rethinking shareholder engagement. Click the cover image below to view or download a pdf of the full...
Behavioural ethics – Don’t rely solely on good intentions

Behavioural ethics – Don’t rely solely on good intentions

  The business ethics debate is still hampered by our abiding fascination with the story of the goodies and the baddies, the heroes and the villains. The real picture, of course, is a little more complicated. In this article, Jeffrey M Kaplan, Partner, Kaplan &...
Public governance

Public governance

The governance of not-for-profit entities, public bodies and indeed the government itself is just as important as the governance of corporations, but receives far less attention. In a two-part article starting this month, Gordon Jones FCIS FCS, author and Hong...
Corporate governance: a director's duty

Corporate governance: a director's duty

Ultimately the board is responsible for maintaining a company’s corporate governance standards, but a number of cases handled by Hong Kong’s Independent Commission Against Corruption (ICAC) indicate that some directors in Hong Kong need to be reminded of...
Making the best of your career

Making the best of your career

Last year the Institute started a series of informal get-togethers under the guise of ‘Happy Friday for Chartered Secretaries’ – an opportunity for the Institute’s members of all ages and backgrounds to meet and discuss topical professional issues. At one...
The big picture

The big picture

The latest Global Risks report published by the World Economic Forum is an excellent resource for boards prepared to think more widely about the global trends shaping the future of businesses around the world Since the global financial crisis, companies have become...
Ask the Expert February 2013

Ask the Expert February 2013

Q: My board is concerned about data privacy and security – will an online platform increase or decrease these risks? A: One argument often wheeled out against the transition to a board portal is that security will be compromised. The idea, however, that asking...
CSj February 2013 (pdf version)

CSj February 2013 (pdf version)

Behavioral ethics – A new approach to ethical compliance. Click the cover image below to view or download a pdf of the full...
The year ahead – A compliance primer for 2013

The year ahead – A compliance primer for 2013

2012 was a momentous year for company secretaries in Hong Kong. In the wake of the dragon’s passing, CSj assesses the implications going forward of the major corporate governance reforms and professional developments of last year. One thing is very clear, all...
Company secretaries, compliance and the Competition Ordinance

Company secretaries, compliance and the Competition Ordinance

Hong Kong’s new Competition Ordinance was enacted in June last year and is expected to come into force late this year or early 2014. Mark Williams, Professor of Law, Hong Kong Polytechnic University, looks at the compliance implications of the Ordinance for...

Ask the Expert January 2013

Q: My company is a listed company in Hong Kong and I would like to know whether we can use solely electronic means to communicate with shareholders? Since December 2010, Hong Kong incorporated companies have been able to communicate electronically with their...
CSj January 2013 (pdf version)

CSj January 2013 (pdf version)

The year ahead – A compliance primer for 2013. Click the cover image below to view or download a pdf of the full...