Governance – the new deal

Governance – the new deal

The Institute’s latest Corporate Governance Conference, held at the JW Marriott Hong Kong on 14 September 2018, explored the need for a new governance model for a changed world. ‘Nothing,’ as the Keynote Speaker at the Institute’s latest Corporate Governance...
Pioneers of change

Pioneers of change

The Institute’s latest Corporate Governance Conference highlighted the ways in which governance professionals can help future-proof the organisations they work for. The first part of our CGC 2018 review looked at how the context within which businesses operate has...
Feeding  the right wolf

Feeding the right wolf

David Simmonds FCIS FCS, Group General Counsel, Chief Administrative Officer & Company Secretary, CLP Holdings Ltd, looks at the role of governance and governance professionals in keeping business sustainable in the uncertain future. Could we start with some...
ESG management – where was the board?

ESG management – where was the board?

Tony Wong, Founder, and Regina Tai, Consultant, Alaya Consulting, present the results of their latest annual research report on the ESG disclosure practices of Hong Kong listed companies. Fund investments in companies with improving performance on environmental,...
Due diligence – how much is enough?

Due diligence – how much is enough?

The Companies Registry responds to queries raised by members of The Hong Kong Institute of Chartered Secretaries relating to the extent of due diligence required for compliance with Hong Kong’s new anti-money laundering and counter-financing of terrorism (AML/CFT)...
CSj October 2018 (pdf version)

CSj October 2018 (pdf version)

Pioneers of change – CGC 2018 special edition Click the cover image below to view or download a pdf of the full...
Unlocking the business value of the SDGs

Unlocking the business value of the SDGs

Few Hong Kong companies have aligned their business strategy with the UN Sustainable Development Goals (SDGs). Pat Dwyer, Founder and Director, The Purpose Business, looks at how companies can overcome some of the constraints impeding businesses from unlocking the...
What if…?

What if…?

In the second and final part of their article on climate-related risk, Dr Glenn Frommer and Theodora Thunder, Principals, The Sustainability Partnership, introduce and examine the role and value of scenario analysis in identifying, assessing and quantifying the risks...
Looking to the future, respecting the past

Looking to the future, respecting the past

Edith Shih FCIS FCS(PE), former President of The Hong Kong Institute of Chartered Secretaries, was elected International President of The Institute of Chartered Secretaries and Administrators in July this year. She talks to CSj about her aspirations in this new role....
Treading in  uncharted waters

Treading in uncharted waters

Richard Leung JP, Barrister-at-Law, and Tommy Cheung, Barrister-at-Law, Des Voeux Chambers, give a brief introduction to Hong Kong’s Competition Ordinance and assess what approach the courts in Hong Kong have taken so far in this largely uncharted area of law. Hong...
Virtual banks – new guidance

Virtual banks – new guidance

Sara SM Or, Partner, Mayer Brown, reviews the revised guidelines issued by the Hong Kong Monetary Authority on the authorisation of virtual banks. On 30 May 2018, the Hong Kong Monetary Authority (HKMA) issued a revised Guideline on Authorisation of Virtual Banks (the...
Employers beware

Employers beware

The latest guidance note produced by the Institute’s Competition Law Interest Group focuses on how employment practices need to adapt to Hong Kong’s emerging competition regime. Hong Kong’s competition regime is still in its formative stage. The...
CSj September 2018 (pdf version)

CSj September 2018 (pdf version)

The case for change – adapting to changing landscape Click the cover image below to view or download a pdf of the full...
The ESG imperative

The ESG imperative

The message from investors on environmental, social and governance (ESG) disclosure is clear and unambiguous, Sally J Curley, CEO, Curley Global IR, writes. Treating this as a public relations exercise and producing a ‘fluff’ CSR report raises red flags for investors....
What makes a good ESG report?

What makes a good ESG report?

The Global Reporting Initiative Sustainability Reporting Standards replaced the GRI’s G4 reporting framework on 1 July 2018. Vicky Lee and Carissa Pobre, Sustainability Advisers, The Purpose Business, give some tips on how to raise your game when it comes to ESG...
Climate-related financial disclosures

Climate-related financial disclosures

In a two-part series, Dr Glenn Frommer and Theodora Thunder, Principals, The Sustainability Partnership, look at guidance from the Task Force on Climate-related Financial Disclosures on how companies can address one of the toughest challenges of ESG disclosure –...
CGC 2018 preview

CGC 2018 preview

CSj previews the Institute’s upcoming biennial Corporate Governance Conference, to be held on Friday 14 September 2018 at the JW Marriott Hotel in Hong Kong. Next month, the 11th in the Institute’s series of biennial corporate governance conferences (CGCs) gets...
Discovery obligations of the Competition Commission

Discovery obligations of the Competition Commission

Philip Monaghan, Partner; Scott Schaeffer, Counsel; and Charles Paillard, Associate; O’Melveny, discuss the implications of a recent decision by the Hong Kong Competition Tribunal which clarifies respondent discovery rights in enforcement actions brought by the...
Liability under the Competition Ordinance

Liability under the Competition Ordinance

With key parts of the Competition Ordinance uninterpreted in Hong Kong, Peter Westerlind Wigstrom, Registered Foreign Lawyer, Deacons, looks at overseas competition cases to guide businesses and individuals on the likely extent of their liability under the law. The...
Targeting listed company governance. ACRU 2018 review – part one

Targeting listed company governance. ACRU 2018 review – part one

Regulators attending the Institute’s latest Annual Corporate and Regulatory Update, held last month at the Hong Kong Convention and Exhibition Centre, confirmed that listed company governance will remain the top priority for their enforcement and educational work in...
Who needs rules? ACRU 2018 review – part two

Who needs rules? ACRU 2018 review – part two

Regulation imposes costs and restrictions and may often seem to get in the way of business, but the Institute’s latest Annual Corporate and Regulatory Update highlighted the fact that all market participants profit from a well-regulated market. This year’s...
The evolving role of the INED

The evolving role of the INED

With INEDs playing an increasingly important role in ensuring effective corporate governance, Carlson Tong SBS JP, Chairman, Securities and Futures Commission, warns that they can also expect to bear more legal responsibility when things go wrong. Some recent...
Board diversity: best practice tips

Board diversity: best practice tips

If Hong Kong companies plan to diversify their boards, they will need to restructure more than their recruitment processes, argues Rebecca Walker Chan, Project Manager, CSR Asia. Exacerbated by uneven gender ratios and antiquated social norms, opportunities for women...
Getting the banned back together

Getting the banned back together

Eric Sohn, CAMS, Director of Business Product, Dow Jones Risk & Compliance, New York, US, looks at the potential impacts on firms involved in international trade with Iran as a result of the proposed reimposition of secondary sanctions on dealings in various...
Social enterprises – your guide

Social enterprises – your guide

The latest guidance note produced by the Institute’s Public Governance Interest Group explores the concept of the social enterprise. The guidance notes produced by the Institute’s Public Governance Interest Group (PGIG) have explored the many different legal...
Adopting eDiscovery for internal investigations

Adopting eDiscovery for internal investigations

Mei Yong, Business Development Executive, Law In Order, gives an overview of managing internal investigations using eDiscovery. Company secretaries are often the first to be called on to manage an internal investigation. How can you effectively plan for and manage...

CSj July 2018 (pdf version)

Who needs rules? ACRU 2018 review Click the cover image below to view or download a pdf of the full...
The future of shareholder meetings

The future of shareholder meetings

Against a background of falling attendance at annual general meetings (AGMs) globally, Claire Corney, Senior Managing Director – Regulatory & Market Initiatives, Global Capital Markets, Computershare, looks at how technological developments can get the AGM back...
Climate risk – the investors’ perspective

Climate risk – the investors’ perspective

In a follow-up to her November 2017 article in this journal on the role company secretaries can play in addressing climate risk, Maya de Souza, Senior Manager – Policy Research, Business Environment Council Ltd, looks at a powerful driver for better climate risk...
Weighted voting rights: balancing innovation and governance

Weighted voting rights: balancing innovation and governance

James Lau JP, Secretary for Financial Services and the Treasury, the Government of the HKSAR, reviews the arrangements under Hong Kong’s new listing regime for companies to list with a weighted voting rights structure on the main board of the Stock Exchange of...
New capital raising rules

New capital raising rules

Herbert Smith Freehills LLP reviews the Hong Kong Stock Exchange’s new regulatory framework for capital raisings by listed companies. Hong Kong’s listing rules are to be amended from Tuesday 3 July 2018 to enhance the regulatory framework for capital...
TCSP licensing: your questions answered

TCSP licensing: your questions answered

The Companies Registry responds to a number of questions raised by members of the Institute regarding Hong Kong’s new trust and company service providers licensing regime. On 1 March 2018, the Anti–Money Laundering and Counter–Terrorist Financing Ordinance...
CSj June 2018 (pdf version)

CSj June 2018 (pdf version)

Rethinking the AGM – How technology can help Click the cover image below to view or download a pdf of the full...
The significant controllers register:  your questions answered

The significant controllers register: your questions answered

From 1 March 2018, The Companies (Amendment) Ordinance has introduced a new requirement for Hong Kong private companies to create and retain a verified significant controllers register (SCR). This article presents the Companies Registry’s responses to a number of...
Competition enforcement in Hong Kong

Competition enforcement in Hong Kong

Brent Snyder, Chief Executive Officer, Competition Commission, discusses the enforcement priorities of the Commission and how Hong Kong’s competition regime needs to evolve in the future. You previously worked in anti-trust enforcement for the US Department of...
Shareholder stewardship: the role of institutional investors

Shareholder stewardship: the role of institutional investors

As we approach the 10-year anniversary of the UK’s Stewardship Code, Dr Dionysia Katelouzou, Lecturer in Law at King’s College London, asks whether institutional shareholders are part of the problem or part of the solution towards more sustainable...
Reporting on the UN Sustainable Development Goals

Reporting on the UN Sustainable Development Goals

Tony Wong, Founder, and Regina Tai,Consultant, Alaya Consulting, discuss the why and the how of aligning your sustainability strategy with the UN Sustainable Development Goals. Developed by the United Nations (UN) in 2015, the Sustainable Development Goals (SDGs)...
China’s massive government restructure explained

China’s massive government restructure explained

Nanda Lau, Karen Ip and Patrick Han, Herbert Smith Freehills LLP, summarise the key institutional changes proposed in China’s government restructure plan, and provide observations on how these changes are likely to impact foreign investors and multinationals doing...
CSj May 2018 (pdf version)

CSj May 2018 (pdf version)

Creating a culture of competition Click the cover image below to view or download a pdf of the full...
Shareholder communications: the view from Southeast Asia

Shareholder communications: the view from Southeast Asia

A new report published by the Institute investigates the shareholder communications practices of listed companies in Hong Kong, Indonesia, Malaysia, Singapore and Thailand. The Institute launched a research project two years ago to assess the importance given to...
The art of governance

The art of governance

The winner of the HKICS Prize 2017, Natalia Seng FCIS FCS(PE), Chief Executive Officer – China and Hong Kong, Tricor Group/Tricor Services Ltd, and Institute Past President, shares her thoughts on the art of governance and the future of the company secretary role....
Understanding ESG risk

Understanding ESG risk

Dr Glenn Frommer and Theodora Thunder, Principals, The Sustainability Partnership, offer advice to governance professionals on how to understand the drivers and processes used to manage ESG risk. Such an understanding is vital when it comes to successfully reporting...
The benefits of co-operation – New guidance from the SFC

The benefits of co-operation – New guidance from the SFC

Alan Linning, Susanne Harris and Sara Or, Partners at Mayer Brown JSM, assess the latest guidance from the Securities and Futures Commission on the benefits of co-operating in its investigation and enforcement proceedings. On 12 December 2017, the Securities and...
New guidance notes

New guidance notes

In July 2016, the Institute set up seven Interest Groups under the Technical Consultation Panel to produce guidance notes on key topics in governance and company secretarial practice. CSj reviews the latest additions to this series. Since its launch in 2016, the...
Transfer pricing:  the proposed regime

Transfer pricing: the proposed regime

Windson Li, Partner, and Shan Yu, Tax Consultant, DLA Piper, look at the key features of Hong Kong’s first comprehensive legislation designed to tackle transfer pricing and base erosion and profit shifting. The Hong Kong government gazetted an unprecedented tax...
Listing regulation in Hong Kong: the latest proposals

Listing regulation in Hong Kong: the latest proposals

CSj reviews the key points in the Stock Exchange of Hong Kong consultation paper proposing new rules to expand Hong Kong’s listing regime to facilitate listings of companies from emerging and innovative sectors. The Stock Exchange of Hong Kong Ltd (the Exchange), a...
CSj April 2018 (pdf version)

CSj April 2018 (pdf version)

Shareholder communications – The view from SouthEast Asia Click the cover image below to view or download a pdf of the full edition....
Securing data in a new cyber reality

Securing data in a new cyber reality

Building and executing a cybersecurity strategy rooted in identity and data access governance, argues Harry Wang, Senior Manager, PricewaterhouseCoopers Consulting, will help companies devise effective means to protect data, detect threats and ultimately reduce the...
Governance and strategy

Governance and strategy

David Venus FCIS, International President, The Institute of Chartered Secretaries and Administrators (ICSA), discusses how the ICSA and the profession globally is re-aligning itself to reflect the new focus of the corporate secretary role on governance and strategy.  ...
Zero tolerance – Getting tough on sexual harassment

Zero tolerance – Getting tough on sexual harassment

Sexual harassment in the workplace is not harmless play but an offensive and unlawful act. Mohan Datwani FCIS FCS(PE), Senior Director and Head of Technical & Research of the Institute, and Member, Equal Opportunities Commission, highlights the need for...
Governance’s role in  future proofing  sustainability development

Governance’s role in future proofing sustainability development

Dr Glenn Frommer and Theodora Thunder, Principals, The Sustainability Partnership, offer advice on how governance can play a central role in shaping organisational sustainability. Using current corporate governance practices, we build supervisory systems that ensure...
Rising expectations / 任更重道更遠

Rising expectations / 任更重道更遠

Heightened expectations and liabilities for directors and senior executives working for companies in Hong Kong and Mainland China was the focus of the Institute’s latest Company Secretary/Board Secretary Roundtable meeting. The Institute holds five Company...
AML/CFT compliance update

AML/CFT compliance update

Company secretaries and governance professionals play an important role in maintaining best practice in anti–money laundering and counter-terrorist financing (AML/CFT) compliance. Mohan Datwani FCIS FCS(PE), Senior Director and Head of Technical & Research of the...
CSj March 2018 (pdf version)

CSj March 2018 (pdf version)

Data Security – A governance-based approach Click the cover image below to view or download a pdf of the full...
Chartered Secretaries Preview Day 2018 – 17 March 2018

Chartered Secretaries Preview Day 2018 – 17 March 2018

The Institute’s Chartered Secretaries Preview Day is running its second year. Whilst priority will be given to undergraduates in Hong Kong to participate in this event, the Institute is inviting its registered students to join and meet with industry experts for...
GDPR compliance: a marathon not a sprint

GDPR compliance: a marathon not a sprint

Chadi Hantouche, Head of Cybersecurity and Digital Trust Asia-Pacific, Wavestone, offers advice on how to prioritise compliance objectives in the run-up to the implementation of the EU’s new General Data Protection Regulation, which becomes effective in May this year....
The ethics of data privacy

The ethics of data privacy

In the emerging data privacy landscape in Hong Kong, Stephen Kai-yi Wong, Privacy Commissioner for Personal Data, argues that a consideration of ethics is just as important as adherence to the law. Thanks for giving us this interview. The landscape for data privacy in...
Pitfalls of non-compliance – A new landscape for listed companies

Pitfalls of non-compliance – A new landscape for listed companies

In a follow-up to their cover story last month on the Securities and Futures Commission’s new ‘front-loaded’ approach to regulation, Timothy Loh, Managing Partner; and Greg Heaton, Senior Consultant; Timothy Loh LLP, look at what this new regulatory...
Blockchain for good?

Blockchain for good?

Christine Chow, Director – Engagement, Hermes Investment Management, looks at applications of blockchain technology for responsible supply chain management. Following the launch of Bitcoin futures on 10 December 2017, it seems an opportune time to look into the...
Cross-border insolvency law

Cross-border insolvency law

Alexander Tang, Senior Associate, Stephenson Harwood, looks at recent developments in cross-border insolvency law adopted by the Hong Kong judiciary to overcome the deficiencies in our outdated insolvency legislation. There are an increasing number of cross-border...
Can the board remove a director or an auditor?

Can the board remove a director or an auditor?

The usual mechanism for the removal of a director or an auditor is by ordinary resolution of members at a general meeting. Dr Davy Wu, Senior Lecturer, Hong Kong Baptist University, looks at whether the board of directors can do the same without a resolution by...
CSj February 2018 (pdf version)

CSj February 2018 (pdf version)

Privacy compliance – A marathon not a sprint Click the cover image below to view or download a pdf of the full...
Front-loaded regulation: the implications for listed companies

Front-loaded regulation: the implications for listed companies

Timothy Loh, Managing Partner; and Greg Heaton, Senior Consultant; Timothy Loh LLP, argue that the new front-loaded regulation adopted by the Securities and Futures Commission (SFC) signals an increasing level of oversight and intervention by the SFC in the regulation...
Corporate governance: an overview

Corporate governance: an overview

Low Chee Keong FCIS FCS, Associate Professor in Corporate Law, CUHK Business School, provides a concise overview of three inter-related questions, namely, what is corporate governance, why is it important and where may it go from here. Academic research suggests that...
Assessing board performance: an  outcomes-based approach

Assessing board performance: an outcomes-based approach

Board evaluations have become an established part of board governance best practice around the world, but John Dinner, President, John T Dinner Board Governance Services, argues their ultimate value for organisations can be increased if an outcomes-based approach to...
AML/CFT: preparing for the new regime

AML/CFT: preparing for the new regime

Two new sets of anti-money laundering and counter-financing of terrorism (AML/CFT) legislation are due to be enacted in Hong Kong by 1 March 2018. Mohan Datwani FCIS FCS(PE), Senior Director and Head of Technical & Research, The Hong Kong Institute of Chartered...
Post Panama – the implications for CSPs

Post Panama – the implications for CSPs

Bryane Michael, Senior Fellow, Asian Institute for International Financial Law (AIIFL), Faculty of Law, The University of Hong Kong, looks at the implications for corporate service providers (CSPs) of the tougher regulatory requirements imposed on CSPs in the post...
CSj January 2018 (pdf version)

CSj January 2018 (pdf version)

Listing regulation – New proposals for Hong Kong Click the cover image below to view or download a pdf of the full...