Working for the future

Working for the future

At a time of great change for the profession and for wider society in Hong Kong and the Mainland, Kenneth Jiang FCIS FCS(PE), Chief Representative of the Institute’s Beijing Representative Office, reaffirms the Institute’s commitment to its core mission – the...
Governance: a board secretary perspective

Governance: a board secretary perspective

Three board secretaries share their first-hand experience of the challenges of working for Mainland enterprises listed in both Hong Kong and the Mainland, as well as the benefits of being a member of The Hong Kong Institute of Chartered Secretaries. Dr Guo Huawei Dr...
Taking governance to the next level

Taking governance to the next level

Against a backdrop of rising demand in the Mainland for high-quality governance professionals, Kenneth Jiang FCIS FCS(PE), Chief Representative, The Hong Kong Institute of Chartered Secretaries (the Institute) Beijing Representative Office, reviews the work of the...
迎接新變革,踏上新征程

迎接新變革,踏上新征程

內地市場對高素質公司治理人才需求迫切,香港特許秘書公會(公會)北京代表處首席代表姜國樑FCIS FCS(PE) 回顧公會在內地發展公司治理專業及倡導良好公司治理的工作。 2018年H股公司迎來了在香港上市25週年的重大歷程,25年來公會跟隨內地資本與證券市場的發展脈搏,始終秉承倡導良好的公司治理與董事會秘書專業化發展的理念。在過去一年,公會在國際、內地與香港公司治理環境都發生了重大變革的情況下,砥礪前行,內地專業發展踏上了新的征程,各項工作取得了新的進展。 聯席成員、學員及會員數量持續增長...
鳳凰涅槃 浴火重生

鳳凰涅槃 浴火重生

2017年4月,重慶鋼鐵股份有限公司面臨退市及破產,但在短短一年間扭轉局面。重慶鋼鐵董事會秘書虞紅分享這個國企成功重整的體會和心得。...
Governance to the rescue

Governance to the rescue

In April 2017, Chongqing Iron & Steel Company Ltd (CISC) was facing delisting and bankruptcy, but within a year the company had turned its fortunes around. Yu Hong, Board Secretary, CISC, looks at the lessons to be learned from this dramatic rescue of a Chinese...
中國特色公司治理

中國特色公司治理

今期,本刊訪問了兩位內地知名企業的董事會秘書(董秘),了解他們出任公司董秘的收穫和挑戰以及成為公會會員的優勢。 新疆金風科技股份有限公司副總裁兼董事會秘書及公司秘書馬金儒女士,以及中國石油化工股份有限公司(中國石化)副總裁兼董事會秘書黃文生先生,是公會資深會士,他們的豐富經驗,有助於公會其他會員了解內地企業董秘的職責,特別是董秘在國有企業董事會所扮演的角色。...
Governance with Chinese characteristics

Governance with Chinese characteristics

CSj talks to two senior Chartered Secretaries working for Mainland-based enterprises about the rewards and challenges of their roles, and the benefits of membership of the Institute. Ma Jinru FCIS FCS, Deputy General Manager and Board Secretary, Xinjiang Goldwind...
ESG reporting – preparation pays

ESG reporting – preparation pays

Environmental, social and governance (ESG) reporting is a long-term undertaking that brings significant benefits to companies. Dr Glenn Frommer and Theodora Thunder, Principals, The Sustainability Partnership, outline the groundwork necessary to put in place an...
Hong Kong’s new transfer pricing regime – your guide

Hong Kong’s new transfer pricing regime – your guide

Stefano Mariani, Counsel, Deacons, highlights the compliance implications of Hong Kong’s new transfer pricing regime for enterprises operating in, or through, Hong Kong. The Inland Revenue (Amendment) (No 6) Ordinance 2018 came into force in July 2018. This is perhaps...
Data governance in cross-border investigations

Data governance in cross-border investigations

New technological tools, including machine learning, can increase the efficiency of cross-border investigations into malpractice, but Colum Bancroft, Managing Director, and Edward Boyle, Senior Vice-President, AlixPartners, highlight the need for appropriate data...
CSj November 2018 (pdf version)

CSj November 2018 (pdf version)

Mainland China update – Taking governance to the next level Click the cover image below to view or download a pdf of the full...
Technology governance: the role of the company secretary

Technology governance: the role of the company secretary

CSj examines the key emerging technology issues relevant to Hong Kong businesses and looks at the role of company secretaries in ensuring the effective management of technology risks and opportunities. From hacking to digital payments, technology issues have become...
Rethinking ESG: from compliance to value creation

Rethinking ESG: from compliance to value creation

Alaya Consultings second annual survey of the ESG performance of Hong Kongs top 200 listed companies finds that 99% of the companies surveyed are in compliance with current ESG reporting requirements. The survey also indicates, however, that few companies are getting...
Climate change – not my problem?

Climate change – not my problem?

Company secretaries have a key role in addressing climate risk, argues Maya de Souza, Senior Manager – Policy Research, Business Environment Council Ltd, not only to ensure effective risk management and ESG reporting, but also to future proof the organisations...
Employee rights in Hong Kong

Employee rights in Hong Kong

Compliance professionals need to keep a close eye on the case law relating to labour disputes in Hong Kong. Zoe Chan So Yuen FCS FCIS, solicitor, looks at how the courts in the HKSAR have played an important role in upholding basic employee rights. Hong Kong is often...
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. This article reviews the latest additions to the guidance note series. The...
CSj November 2017 (pdf version)

CSj November 2017 (pdf version)

Making sense of technology – the company secretary role Click the cover image below to view or download a pdf of the full edition....
Beyond the disconnect – Shareholder communications in Hong Kong

Beyond the disconnect – Shareholder communications in Hong Kong

CSj takes a look at a new HKICS research report which promotes five imperatives listed companies should consider to improve their shareholder communications practices in Hong Kong. The theory is relatively simple – the owners of a business appoint directors to manage...
Shareholder communications and the company secretary

Shareholder communications and the company secretary

There is typically an investor relations function dedicated to shareholder communications in listed companies – so where does the company secretary fit in? Do company secretaries have a role to play in shareholder communications and, if so, how can they add most value...
Technology and the company secretary

Technology and the company secretary

Companies face heightened risks, as well as increased opportunities, as a result of the rapid advance of technological innovation, but what is the role of the company secretary in assisting companies to navigate these risks and exploit these opportunities? A new HKICS...
Board secretary –  gatekeeper of compliance of listed companies

Board secretary – gatekeeper of compliance of listed companies

Xie Jilong, Board Secretary, CRRC Corporation Ltd, discusses the role of the board secretary. He stresses that board secretaries must fulfil their roles, be accountable and be able to communicate well to protect the interests of various parties. It is said that the...
What you need to  know about blockchain

What you need to know about blockchain

Ken Lo, CEO, ANX International, gives an introduction to blockchain technology, its implications for the business environment and how organisations can harness its advantages. Financial technology (FinTech), which emerged in the mid-2000s, is the industry that merges...
Export control and sanctions compliance

Export control and sanctions compliance

Zoe Chan So Yuen FCIS FCS, discusses the impact of export controls and sanctions laws on international contracts. International sanctions law has emerged as an important compliance topic for corporations or individuals engaged in international trade and supply chain...
CSj November 2016 (pdf version)

CSj November 2016 (pdf version)

Shareholder Communications – Connecting issuers and owners Click the cover image below to view or download a pdf of the full...
2015 AGM season review

2015 AGM season review

Lucy Newcombe, Director, Global Corporate Communications, Computershare, looks at the trends and transformations emerging from this year’s AGM season. Globally, the 2015 AGM season saw an increase in shareholder activism, including in Asia. There were two...
Succession planning

Succession planning

CSj talks to Michael Chan Yun Kwong, Chairman of fast-food group Café de Coral, and co-founder of the Legacy Academy which coaches families to pass on their businesses to the next generation in a sustainable way. The easiest way to lose a friend, an old saying goes,...
An independent Insurance Authority for Hong Kong

An independent Insurance Authority for Hong Kong

The Hong Kong government has launched a reform of the insurance sector which will lead to the creation of an independent Insurance Authority. Caroline Thomas, Senior Associate, Holman Fenwick Willan, offers her thoughts on what this might mean for Hong Kong. Professor...
Getting ready for ESG

Getting ready for ESG

Imelda Kwong, Senior Manager, Risk Assurance, PricewaterhouseCoopers, highlights the challenges involved in environmental, social and governance (ESG) reporting and provides a practical way forward for companies to get ready for the raised compliance expectations...
Rethinking independent non-executive directors

Rethinking independent non-executive directors

CK Low FCIS FCS, Associate Professor in Corporate Law, Chinese University of Hong Kong Business School, argues it is time for a shift of focus away from complex definitions of the independence of independent directors and towards the importance of ensuring appropriate...

Know your Institute: Mainland China

The board secretary role has gone from being virtually unknown in Mainland China 20 years ago to commanding increasing importance and respect today. This fourth article in our ‘Know your Institute’ series looks at the role that the Hong Kong Institute of...
AGM season review 2014

AGM season review 2014

Lucy Newcombe, Corporate Communications Director at Computershare, takes us through the 2014 AGM season around the globe. It has been another packed AGM season around the world in 2014, with remuneration remaining the prime focus of attention in many countries;...
Your questions answered

Your questions answered

The Securities and Futures Commission answers questions relating to corporate announcements, profit warnings and the SFC’s review and investigation process raised by attendees at this year’s Annual Corporate and Regulatory Update seminar. 1. Announcements...
Disclosure of bilingual names: a legal update

Disclosure of bilingual names: a legal update

Patrick Wong, Partner, and Loretta Chan, Consultant, Mayer Brown JSM, look into the compliance obligations relating to the disclosure of bilingual names. On 3 March 2014, the Companies Ordinance (Cap 622), together with 12 items of subsidiary legislation, commenced...

Ask the Expert November 2014

Q: The ‘against’ votes for some of our resolutions at our AGM have increased in the past few years. How can we mitigate this? A: Try to identify your shareholder base, understand their concerns and communicate with them effectively. Consider using...
CSj November 2014 (pdf version)

CSj November 2014 (pdf version)

A special relationship? – Independent directors and the company secretary. 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...
CGC 2012 review – A corporate governance dialogue

CGC 2012 review – A corporate governance dialogue

Over their 16-year history, the Institute’s corporate governance conferences have earned a reputation for generating unusually lively debates and this year’s forum was no exception. CSj looks at the conclusions of the Corporate Governance Conference (CGC)...
New horizons – The evolving role of the company secretary

New horizons – The evolving role of the company secretary

The Institute’s latest research report on the roles and responsibilities of company secretaries in Hong Kong’s listed companies, published last month, highlights the growing demands on, and opportunities for, company secretaries in Hong Kong and mainland...
Anti-corruption compliance: a global view

Anti-corruption compliance: a global view

Increasingly company secretaries in Hong Kong need to keep an eye on international developments in anti-corruption compliance. International initiatives in combating corruption, together with overseas anti-corruption legislation with an extraterritorial reach, have...
Regulators and compliance – be bold!

Regulators and compliance – be bold!

Preparing for the Financial Conduct Authority’s new style of supervision in the UK As a parent, I know the challenge of supervising teenagers, it can be a little intimidating, particularly when you are outnumbered. In the case of the newly emerging Financial...
21st-century board – Recommendations on board effectiveness

21st-century board – Recommendations on board effectiveness

The winning paper in this year’s Corporate Governance Paper Competition examines some of the common weaknesses that undermine board effectiveness, particularly those highlighted by the Enron case. In part two, to be published in next month’s CSj, the...

Ask the expert November 2012

Q: How can proxy solicitation help support corporate actions? A: The current ‘shareholder spring’ has caused issuers to sharpen their focus on the AGM/ EGM and ensure they have information on how their shareholders will vote and why. A proxy solicitor can...
CSj November 2012 (pdf version)

CSj November 2012 (pdf version)

CGC 2012 review – The rise of the company secretary. Click the cover image below to view or download a pdf of the full...