Enforcement update

Enforcement update

CSj provides a summary of recent updates to the enforcement policies and disciplinary powers of The Stock Exchange of Hong Kong Ltd relevant to governance professionals in Hong Kong. Listing Rule amendments enhancing the disciplinary powers and sanctions of The Stock...
Competition compliance

Competition compliance

Samuel Chan BBS JP, Chairman, Competition Commission (the Commission), highlights the need for directors, and the governance professionals advising them, to understand their exposure to competition law risks and to instill a competition compliance culture across all...
The Companies Register’s new inspection regime

The Companies Register’s new inspection regime

Ada Chung FCG FCS, Privacy Commissioner for Personal Data, Office of the Privacy Commissioner for Personal Data, Hong Kong (PCPD), supports the rationale behind limiting the disclosure of personal data in the Companies Register.   Given its impact on the work of...
TCFD transitional risks – What every director should know

TCFD transitional risks – What every director should know

Theodora Thunder, Managing Director, Streeter Strategic Ltd, highlights the transitional risks that companies face as a result of climate change and recommends that they align themselves with the Taskforce for Climate-related Financial Disclosures (TCFD) reporting...
Avoiding organisational entropy 

Avoiding organisational entropy 

Dennis Wu, Senior Partner, Futu Holdings Ltd, suggests some ways in which employee equity incentives can help to build the motivation of team members and thereby avoid organisational entropy. The term ‘entropy’ was originally derived from the second law of...
Automated governance?

Automated governance?

Technology is now more central to the strategy and operation of organisations than ever before. CSj looks at what impact this is having on governance practices and on the roles of Chartered Secretaries and Chartered Governance Professionals (CS/CGPs). If there were...
Implementing a Privacy Management Programme

Implementing a Privacy Management Programme

Ada Chung FCG FCS, Privacy Commissioner for Personal Data, Office of the Privacy Commissioner for Personal Data, Hong Kong (PCPD), advocates for the implementation a Privacy Management Programme as a vital part of a company’s commitment to good corporate governance...
Governance concerns – A minority shareholder perspective

Governance concerns – A minority shareholder perspective

Minority shareholders have consistent concerns relating to governance best practice deviations in Hong Kong. Philip Foo CFA CA, Vice-President, APAC Research and Engagement, Glass Lewis, discusses some of the common triggers for concern and how to reduce the...
Cross-border insolvency – What you should know as a creditor

Cross-border insolvency – What you should know as a creditor

Wynne Mok, Partner, Ruby Chik, Associate, Jason Cheng, Associate, and Kathleen Poon, Associate, Slaughter and May, consider some of the main issues and implications involved in cross-border insolvency from the point of view of a creditor. With the global economic...
Regulatory innovation – ACRU 2021 review: part one

Regulatory innovation – ACRU 2021 review: part one

Speakers at the 22nd Annual Corporate and Regulatory Update (ACRU) webinar, held by The Hong Kong Institute of Chartered Secretaries on 11 June, emphasised the need for regulators in Hong Kong to find the right balance between high regulatory standards and market...
Good governance – a moving target? – ACRU 2021 review: part two

Good governance – a moving target? – ACRU 2021 review: part two

The 22nd ACRU webinar urged governance professionals, in the current environment of rapid change, to be agile in their approach to compliance and governance.  The agenda of this year’s ACRU demonstrates that the business environment in Hong Kong continues to grow in...
Compliance challenges – ACRU 2021 review: part three

Compliance challenges – ACRU 2021 review: part three

This third and final part of our review of the Institute’s 22nd ACRU webinar highlights the insights shared at the forum on compliance with Hong Kong’s corporate disclosure requirements, and its upgraded and expanded anti-money laundering and counter-financing of...
Climate change and the company secretary

Climate change and the company secretary

Sharan Gill, writer, lawyer and CSj contributor, reviews a new report published by the Corporate Secretaries International Association and PwC looking at the role of the company secretary in integrating climate initiatives into organisations’ governance structures....
Governance reform: new HKEX proposals

Governance reform: new HKEX proposals

CSj completes its review of the latest consultation published by Hong Kong Exchanges and Clearing Ltd in April this year and the views expressed by The Hong Kong Institute of Chartered Secretaries in its submission to the consultation. Last month’s CSj looked at the...
Organisational culture and purpose

Organisational culture and purpose

CSj looks at the role that culture and purpose plays in the long-term success of organisations, and at the role of boards and governance professionals in building a sound organisational culture and sense of purpose. In 2016, an investigation found that employees of...
Governance reform: new HKEX proposals

Governance reform: new HKEX proposals

Hong Kong Exchanges and Clearing Ltd (HKEX) published a consultation in April this year proposing changes to Hong Kong’s Corporate Governance Code and Listing Rules to enhance standards in a number of key areas of governance. CSj takes a look at the proposals and the...
Fiduciary duties – ESG and the risk of director negligence

Fiduciary duties – ESG and the risk of director negligence

Fiona Donnelly, Director, Red Links, and Kevin Bowers, Partner, bowers.law, explain how the need for directors to give appropriate consideration to environmental, social and governance (ESG) issues is not a matter of choice – it’s an integral part of being a board...
New guidance notes

New guidance notes

CSj highlights the latest additions to the guidance note series of The Hong Kong Institute of Chartered Secretaries (the Institute), providing guidance on anti-competitive information exchange, conflicts of interest and managing the signing stage of merger and...
CSj June 2021 (pdf version)

CSj June 2021 (pdf version)

Why culture matters – Organisational culture and purpose Click the cover image below to view or download a pdf of the full edition....
INEDs and the company secretary

INEDs and the company secretary

Sharan Gill, writer, lawyer and CSj contributor, looks at the unique relationship between independent non-executive directors (INEDs) and company secretaries in their key roles as governance gatekeepers. One wonders whether the three INEDs on the board of Mayer...
Board independence – Proposed rule  changes in  Hong Kong

Board independence – Proposed rule changes in Hong Kong

A new consultation paper issued in April 2021 by Hong Kong Exchanges and Clearing Ltd (HKEX) makes a number of proposals to enhance board independence, promote board refreshment and succession planning, and strengthen the role of the nomination committee. Ensuring...
Climate-related disclosure

Climate-related disclosure

The saying goes that ‘all roads lead to Rome’. Fiona Donnelly, Director, Red Links, argues that the same sentiment could apply to the climate-related disclosure recommendations of the Task Force on Climate-related Financial Disclosures (TCFD).  Six years ago, the then...
ESG and cross-functional teams

ESG and cross-functional teams

Laks Meyyappan, Chief Executive Officer for Australasia, and Savoy Lee, Director and Head of Corporate Advisory for Asia, Georgeson, offer insights into how to get the most out of cross-functional teams dedicated to environmental, social and governance (ESG)...
LIBOR transition – Hong Kong and  the Mainland

LIBOR transition – Hong Kong and the Mainland

Richard Mazzochi and David Lam, King & Wood Mallesons, summarise the key points that are most regularly considered in Hong Kong and the Mainland regarding the transition from LIBOR to risk-free rates (RFRs). The London Interbank Offered Rate (LIBOR) is a...
Careers in Governance – Mike Chan FCG FCS

Careers in Governance – Mike Chan FCG FCS

What is your role as a governance professional? ‘I have been working in a licensed bank in Hong Kong as Fraud Control Officer and Head of Operational Risk Management for 10 years. My team and I represent the first and second lines of defense for risk management at the...
Careers in Governance – Mung-Lam Suen FCG FCS

Careers in Governance – Mung-Lam Suen FCG FCS

What is your role as a governance professional? ‘I am currently a director of the GoGlobal Group, which is a global employment outsourcing company supporting clients to employ cross-border talent in an effective and compliant manner. My main role is to develop the...
A governance calling

A governance calling

Ahead of a proposed name change for The Hong Kong Institute of Chartered Secretaries (the Institute), CSj takes a look at the evolution of the company secretarial role and what the future might hold for members of the governance profession in Hong Kong. Later this...
The road ahead

The road ahead

  The winner of the HKICS Prize 2020, Privacy Commissioner for Personal Data, Ada Chung Lai-ling FCG FCS, highlights some key regulatory and governance issues practitioners need to pay close attention to now and in the years ahead. Thanks for giving us this interview....
Climate change and finance – What’s next for global regulators?

Climate change and finance – What’s next for global regulators?

Ashley Alder SBS JP, Chief Executive Officer, Securities and Futures Commission, and Chair of the International Organization of Securities Commissions (IOSCO), highlights the convergence of a number of initiatives to create a harmonised, global reporting framework for...
New guidance notes

New guidance notes

CSj highlights the latest additions to the guidance note series of The Hong Kong Institute of Chartered Secretaries (the Institute), providing guidance on digital transformation, competition compliance and the disclosure of inside information. The Institute’s seven...
New HKEX consultation proposals

New HKEX consultation proposals

CSj looks at a new consultation issued by Hong Kong Exchanges and Clearing Ltd (HKEX) seeking public feedback on proposals to enhance and streamline the listing regime for overseas issuers. In a new public consultation, published on 31 March 2021, Hong Kong Exchanges...
Appealing arbitral awards on questions of law

Appealing arbitral awards on questions of law

Kwok Kit Cheung, Partner, Deacons, looks at a recent case in the Court of First Instance that highlights the high thresholds relevant to obtaining leave to appeal against an arbitral award in Hong Kong. In the recent case of MC v SC, HCCT 17/2020, a main contractor...
Careers in Governance – Willa Chan ACG ACS

Careers in Governance – Willa Chan ACG ACS

What is your role as a governance professional? ‘I am a Hong Kong-qualified fund formation lawyer. I advise fund managers and sponsors on structuring, establishing and launching their funds with various investment strategies, and on their ongoing compliance matters. I...
Careers in Governance – Edmond Chiu FCG FCS(PE)

Careers in Governance – Edmond Chiu FCG FCS(PE)

What is your role as a governance professional? ‘I am currently the Executive Director of the Corporate Services Division of Vistra Hong Kong. Vistra Hong Kong is the headquarters of the Vistra Group, which employs some 4,600 professionals. It has a physical presence...
CSj April 2021 (pdf version)

CSj April 2021 (pdf version)

A governance calling – Repositioning the profession Click the cover image below to view or download a pdf of the full...
Gender diversity on Hong Kong boards: taking the next step

Gender diversity on Hong Kong boards: taking the next step

Over a decade of increasing regulatory requirements and lobbying by advocacy groups has failed to significantly improve the gender diversity of Hong Kong boards. A new report published by The Hong Kong Institute of Chartered Secretaries proposes a way to upgrade the...
Digitalisation of the AGM – The lessons of the 2020 AGM season

Digitalisation of the AGM – The lessons of the 2020 AGM season

Gabriele Limonta, Sales Manager, North Asia at Lumi Global, argues that the format for annual general meetings (AGMs) is changing, and while virtual meeting technology is fit for purpose, regulatory requirements have largely failed to keep pace with rapid...
Ransomware: prevention and response

Ransomware: prevention and response

Donna Wacker, Partner, and William Wong, Consultant, Clifford Chance, examine the increased risk of ransomware attacks, and provide guidance on preventing and preparing for such an attack, as well as how to mitigate any damage. Ransomware attacks have drastically...
Careers in Governance – Kenny Luo FCG FCS

Careers in Governance – Kenny Luo FCG FCS

What is your role as a governance professional? ‘I serve as the Board Secretary and Company Secretary of Bank of China (Hong Kong) Holdings Ltd (BOCHK). In addition to BOCHK being the Bank of China Ltd (BOC) headquarters for its ASEAN operations, BOCHK is the second...
Careers in Governance – Flora Wong ACG ACS

Careers in Governance – Flora Wong ACG ACS

What is your role as a governance professional? ‘As a governance professional working for a German automaker in Hong Kong, I am responsible for reviews of guidelines and process flows to advise business units on process improvements, to ensure compliance at the local...
CSj March 2021 (pdf version)

CSj March 2021 (pdf version)

Gender diversity – An action plan for boards Click the cover image below to view or download a pdf of the full...
Artificial intelligence and ethics

Artificial intelligence and ethics

The potential of artificial intelligence is enormous, but Dr Jag Kundi, a Hong Kong-based scholar-practitioner active in the FinTech space, warns that without thorough ethical oversight, this new tool could have unintended, disastrous consequences. Artificial...
Reset and refocus – Redefining business for the post-Covid recovery

Reset and refocus – Redefining business for the post-Covid recovery

In her Guest of Honour speech at the Institute’s Online Annual Celebration 2021, Laura Cha GBM GBS JP, Chairman, Hong Kong Exchanges and Clearing Ltd (HKEX), argued that governance professionals are playing a pivotal role in redefining how businesses are run in the...
At long last: Hong Kong’s very own corporate rescue procedure

At long last: Hong Kong’s very own corporate rescue procedure

Evelyn Chan, Partner, and Adriel Wong, Paralegal, Gall, look at the government’s latest proposals to formally implement a statutory corporate rescue procedure and insolvent trading provisions in Hong Kong. The idea of reforming Hong Kong’s corporate rescue regime was...
New guidance on qualification requirements for company secretaries

New guidance on qualification requirements for company secretaries

Angel Wong, Partner, and Maxwell Chan, Senior Associate, ONC Lawyers, summarise a recent guidance letter on the qualification and experience requirements for company secretaries of Hong Kong listed companies. Introduction On 28 August 2020, The Stock Exchange of Hong...
Careers in Governance – Richard Ho FCG FCS

Careers in Governance – Richard Ho FCG FCS

What is your role as a governance professional? ‘The majority of my career was spent in corporate banking. Most of my clients were large listed and non-listed companies from Hong Kong and the Mainland. One of my key responsibilities was to assess my clients’ corporate...
Careers in Governance – Michael Li ACG ACS

Careers in Governance – Michael Li ACG ACS

What is your role as a governance professional? ‘I joined Nomura Asset Management Hong Kong Ltd in 2013, initially focusing on the firm’s regulatory compliance activities, but gradually my roles and responsibilities expanded to cover corporate governance and risk...
CSj February 2021 (pdf version)

CSj February 2021 (pdf version)

Artificial intelligence – an ethical perspective Click the cover image below to view or download a pdf of the full...
Future-proofing the governance professional

Future-proofing the governance professional

Since her re-election as President of The Hong Kong Institute of Chartered Secretaries (the Institute) last month, Gillian Meller FCG FCS discusses the work of the Institute to prepare its members for their expanded roles as governance professionals. Could we start by...
Careers in Governance – Terry Ip FCG FCS

Careers in Governance – Terry Ip FCG FCS

What is your role as a governance professional? ‘My work is focused on board advisory and share registry functions. My advisory role includes advising directors and officers of listed companies on director duties and other regulatory requirements. I also advise...
Careers in Governance – Agnes Cheuk ACG ACS

Careers in Governance – Agnes Cheuk ACG ACS

What is your role as a governance professional? ‘In the capacity of a governance professional, I am currently involved in designing and implementing the anti-money laundering compliance framework. As part of the first line of defence, I played a role implementing the...