Thomson Reuters
Save for Later
Cart
37 Items
Investor Protection in Capital Markets - the Case of Hong Kong
Investor Protection in Capital Markets - the Case of Hong Kong
2015-8-30S. Wei

 

Investor Protection in Capital Markets – The Case of Hong Kong focuses on the regulatory protections available to public investors who have decided to invest their money and trust in Hong Kong listed companies. This book investigates and expands upon the procedures, regulations, and enforcement mechanisms put in place to ensure investors are given adequate protection for their monies invested, with the objective to provide the public with transparent and sufficient investment information.

This publication applies the investor protection benchmarks as set out in the: (new) Companies Ordinance (Cap.622), Securities and Futures Ordinance (Cap.571), and Main Board (or General Enterprise Market (GEM) Listing Rules.

The publiaction not only analyzes regulation of issuers through the disclosure regime, regulation of intermediaries, and regulation of market misconducts but also the heatedly debated issues related to the Lehman Brothers’ minibonds saga and Alibaba’s controversial dual-share structure.

 

“[This publication] … is a full treatment of one of the world’s most important capital markets, the Hong Kong stock exchange, HKEx, and associated markets. It is a story of investor protection in incremental steps and over a fairly long period of time. In a single volume, the reader can find a wealth of information about the various regulatory bodies with authority over Hong Kong’s capital markets, the details of its disclosure strategies where issuers are concerned, and the treatment and regulation of intermediaries who occupy the space between issuers and investors – in this case often retail investors who constitute an unusually large fraction of the investor population. Special attention is paid to market misconduct under the Securities and Futures Ordinance (Cap.571) and to regulation of specialized markets. … [T]his book thus describes and documents one of the fastest growing industries, regulation itself.

From the Foreword by Saul Levmore, William B. Graham Distinguished Service Professor of Law at the University of Chicago

 

 

Format

Printed Book

Price

(starting at)

HKD 1,188.00

Bermuda, British Virgin Islands and Cayman Islands Company Law, Fourth Edition
Bermuda, British Virgin Islands and Cayman Islands Company Law, Fourth Edition
2012-12
The use of offshore vehicles for international financial transactions is flourishing and is becoming more and more popular in the Asia Pacific region. The Fourth Edition of this landmark work Bermuda, British Virgin Islands and Cayman Islands Company Law is an indispensable, practical guide to the laws of these important jurisdictions. The downturn in world economies has led to the insolvency and restructuring of many offshore entities bringing a new focus on the insolvency regimes in each jurisdiction with recent reported cases in Bermuda, BVI and the Cayman Islands. This new edition examines these major changes and provides updated analysis, commentary and template forms for a variety of actions as well as extracts of relevant regulations. The side-by-side comparison of these three jurisdictions is particularly useful for onshore practitioners or company secretaries. Experienced and respected authorship Christopher Bickley- Partner at Conyers Dill & Pearman, a leading international offshore firm in Hong Kong Fully updated to reflect major developments in these three jurisdictions: The use of private trust companies and the regulation that applies to them The development and listing of special purpose acquisition corporations (SPACs) Cayman Islands’ new merger law and new liquidation regimes Recent BVI case law on BVI shareholder dissent rights on a merger Plus new content on: Fund Litigation , Insolvency, Tax Implications and more! Provides a useful, side-by-side comparison of these jurisdictions taking into account the impact of the global financial crisis Presents updated analysis and commentary New template forms for a variety of actions Extracts of relevant regulations

Format

eBook

Price

(starting at)

HKD 4,270.00

Compliance & Company Secretarial Practice in Hong Kong, Second Edition
Compliance & Company Secretarial Practice in Hong Kong, Second Edition
2025-6Andrew Tsang, Francis Cheng, Ricky Lai

Authors:

Andrew Tsang

FCG HKFCG, BBA (Hons), MBA, JD, MAPP

Andrew Tsang has over 30 years of experience in full-time compliance, corporate governance, and company secretarial practice in listed companies, private companies, and professional firms. Andrew is a fellow member of The Chartered Governance Institute (CGI) and The Hong Kong Chartered Governance Institute (HKCGI). Andrew is a former part-time lecturer and tutor of several tertiary institutions in Hong Kong for teaching company secretarial practice courses from diploma to postgraduate degree level. Andrew holds both Bachelor (Honours) degree and Master degree in Business Administration. Andrew obtained his Juris Doctor degree from The Chinese University of Hong Kong and Master of Arts degree in Practical Philosophy from Lingnan University. Andrew is one of the authors of the books “Compliance and Company Secretarial Practice of Hong Kong Listed Companies” and “Concise Guide: Compliance and Company Secretarial Practice of Hong Kong Private Companies” both published by Sweet and Maxwell in 2014 and 2017 respectively.


Francis Cheng

ACG, HKACG, BAcc (Hons), PGDipCA

Francis Cheng has accumulated over 25 years of professional experience in the domains of corporate governance, regulatory compliance, company secretaryship, and investor relations. He has served as the designated company secretary for numerous Hong Kong-listed companies and provides consultancy services to small and medium-sized enterprises, assisting them in achieving operational excellence and regulatory compliance. His areas of expertise include a wide range of corporate transactions, corporate restructuring, ESG reporting, and developing an effective investor relations strategy. He is an associate member of both HKCGI and The Chartered Governance Institute (UK). Francis holds a Bachelor’s (Honours) Degree in Accounting and Finance and Postgraduate diploma in Corporate Administration.


Ricky Lai

FCG HKFCG(PE)

Mr. Ricky Lai is the named company secretary of a company listed on the Main Board of the Stock Exchange who is responsible for handling company secretarial affairs, monitoring corporate compliance, and participating in the development of the group’s corporate affairs. Mr. Lai is also the visiting lecturer of several tertiary institutions in Hong Kong. Mr. Lai obtained his Bachelor of Laws and Master of Laws from The University of London. Mr. Lai is a fellow member of HKCGI and The Chartered Governance Institute and a holder of the Practitioner’s Endorsement Certificate issued by HKCGI.


Description:

Compliance and Company Secretarial Practice of Hong Kong Listed Companies, Second Edition is fully updated with the latest rules, codes, ordinances, and regulations and is an invaluable reference material for the company secretarial practitioners and corporate governance professionals. By setting a fictitious listed company in a range of real-life scenarios, this publication demonstrates how company secretarial practitioners perform all compliance functions for a Hong Kong listed company by applying the respective laws, rules, and regulations. It ensures the seamless day-to-day operations of all Hong Kong listed companies.


Subsequent to the first edition, the authors confidently introduce various updates on amendments and new rules on the HKEx's Listing Rules (LR), SFC's Takeover Codes, Securities and Futures Ordinance, and Hong Kong Companies Ordinance. These include, but are not limited to:

  • The reforms on the delisting process;
  • Amendments on backdoor listing and continuing listing criteria;
  • Changes relating to disciplinary powers and sanctions, enhancements and streamlining of dual-primary listings and secondary listings for overseas issuers with weighted voting rights (WVR) structures and without WVR;
  • The new structure (LR Chapters 19 and 19C), the implementation of a listing regime for Biotech Companies (LR Chapter 18A), Special Purpose Acquisition Companies (SPACs) (LR Chapter 18B) and Specialist Technology Companies (LR Chapter 18C);
  • The latest listing reforms and new requirements on share schemes, a paperless listing regime, treasury shares;
  • Climate-related disclosures under the Environmental, Social and Governance (ESG) Framework and the reform of Corporate Governance Code are also introduced and discussed.
  • Format

    Book & eBook

    Price

    (starting at)

    HKD 1,500.00

    Bowstead and Reynolds on Agency 23rd Edition, 1st Supplement
    Bowstead and Reynolds on Agency 23rd Edition, 1st Supplement
    2024-12-31
    Bowstead & Reynolds on Agency is the essential reference source for commercial practitioners. Part of the long-established Common Law Library, this new edition updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws. The 23rd edition has been fully updated to take account of all developments in agency, including new text on: implied limits to actual authority and onus of proof of authority; sub-agency, and agent’s rights to indemnity; vicarious liability; and undisclosed principals. The text has been updated with all key cases, including: Wood v Commercial First Business Ltd [2021] EWCA Civ 471 on bribes and secret commissions Law Debenture Trust Corp Plc v Ukraine [2023] UKSC 11 on capacity, actual and apparent authority Philipp v Barclays Bank UK Plc [2023] UKSC 25 on actual and apparent authority Barton v Morris [2023] UKSC 3 on scope of quantum meruit for services by agent Barclay-Watt v Alpha Panareti Public Ltd [2022] EWCA Civ 1169 on agent’s liability for misrepresentation and joint tortfeasance And new cases from Singapore, Hong Kong, Australia and New Zealand The new first supplement updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws

    Format

    Printed Book

    Price

    (starting at)

    HKD 1,680.00

    Hewitt on Joint Ventures 8th Edition
    Hewitt on Joint Ventures 8th Edition
    2024-12-15Hewitt
    Hewitt on Joint Ventures 8th edition analyses a variety of transactions where two or more existing entities agree to establish and participate in a common enterprise or business-related activity. The main focus is on joint ventures using the medium of a joint venture company. The principal issues raised by a range of transactions are examined, outlining how such issues might be handled and setting out the relevant background law. Described in the High Court as “a book edited by practitioners who specialise and have extensive experience in this area of commercial activity”, it is written in a clear and practical way, tailored for the practitioner and in-house counsel. It aims to provide detailed commercial guidance alongside a comprehensive review of relevant specialist areas of law, as well as useful checklists and precedents. Coverage: Provides in-depth examination of all aspects of joint ventures and a range of collaborative relationships Covers the practicalities involved in the drafting, negotiating and setting up of joint ventures Guides you through the planning stages of a joint venture or alliance Identifies and examines the principal issues for joint venture parties, including: capital and funding; governance and management; minority investment and protection; deadlock and breakdown; duties between joint venture parties; transfers of shares; exit, termination and change; and disputes – mediation, litigation and arbitration Sets out the relevant legal background Suggests ways of dealing with issues that may arise Includes a range of precedents and checklists Recognises the international nature of many JV agreements New to this Edition Hewitt reflects and contextualises many significant legal developments over the last five years, including: the legal impact of the UK’s departure from the European Union the growing importance for business and transactions of environmental, social and governance (ESG) factors and how directors should approach this the much-increased focus on corporate transparency and anti-corruption, which has led to significant new legislation addressing the disclosure of foreign ownership of UK real estate, verification of the controllers and managers of UK companies and other vehicles, and the prospective introduction of a failure to prevent fraud offence the main joint venture-relevant case law since the last edition, including new clarity from the higher courts regarding: the duties owed by directors to creditors when the company is insolvent, and the consequences of breach the rule against recovery for reflective loss parent company liability for tort the exercise of conversion rights from one class of shares to another the limitation of actions in relation to unfair prejudice petitions the consolidation and wider application of the principle that a person is unlikely to have agreed to give up a valuable right that they would otherwise have had, unless there are clear words to that effect the closer scrutiny and control in the interests of national security of inward investment in key areas the treatment of the entry into and termination of joint ventures under the new UK Listing Regime the potentially far-reaching imposition of financial responsibility for defective residential buildings and the need – for these and other reasons flagged above – for careful due diligence challenges affecting joint ventures with local parties in a number of key international jurisdictions (Brazil, China, India, Malaysia and United Arab Emirates).

    Format

    Book & eBook

    Price

    (starting at)

    HKD 5,226.00

    Hewitt on Joint Ventures 8th Edition
    Hewitt on Joint Ventures 8th Edition
    2024-12-15Hewitt
    Hewitt on Joint Ventures 8th edition analyses a variety of transactions where two or more existing entities agree to establish and participate in a common enterprise or business-related activity. The main focus is on joint ventures using the medium of a joint venture company. The principal issues raised by a range of transactions are examined, outlining how such issues might be handled and setting out the relevant background law. Described in the High Court as “a book edited by practitioners who specialise and have extensive experience in this area of commercial activity”, it is written in a clear and practical way, tailored for the practitioner and in-house counsel. It aims to provide detailed commercial guidance alongside a comprehensive review of relevant specialist areas of law, as well as useful checklists and precedents. Coverage: Provides in-depth examination of all aspects of joint ventures and a range of collaborative relationships Covers the practicalities involved in the drafting, negotiating and setting up of joint ventures Guides you through the planning stages of a joint venture or alliance Identifies and examines the principal issues for joint venture parties, including: capital and funding; governance and management; minority investment and protection; deadlock and breakdown; duties between joint venture parties; transfers of shares; exit, termination and change; and disputes – mediation, litigation and arbitration Sets out the relevant legal background Suggests ways of dealing with issues that may arise Includes a range of precedents and checklists Recognises the international nature of many JV agreements New to this Edition Hewitt reflects and contextualises many significant legal developments over the last five years, including: the legal impact of the UK’s departure from the European Union the growing importance for business and transactions of environmental, social and governance (ESG) factors and how directors should approach this the much-increased focus on corporate transparency and anti-corruption, which has led to significant new legislation addressing the disclosure of foreign ownership of UK real estate, verification of the controllers and managers of UK companies and other vehicles, and the prospective introduction of a failure to prevent fraud offence the main joint venture-relevant case law since the last edition, including new clarity from the higher courts regarding: the duties owed by directors to creditors when the company is insolvent, and the consequences of breach the rule against recovery for reflective loss parent company liability for tort the exercise of conversion rights from one class of shares to another the limitation of actions in relation to unfair prejudice petitions the consolidation and wider application of the principle that a person is unlikely to have agreed to give up a valuable right that they would otherwise have had, unless there are clear words to that effect the closer scrutiny and control in the interests of national security of inward investment in key areas the treatment of the entry into and termination of joint ventures under the new UK Listing Regime the potentially far-reaching imposition of financial responsibility for defective residential buildings and the need – for these and other reasons flagged above – for careful due diligence challenges affecting joint ventures with local parties in a number of key international jurisdictions (Brazil, China, India, Malaysia and United Arab Emirates).

    Format

    Printed Book

    Price

    (starting at)

    HKD 4,020.00

    Hollington on Shareholders' Rights 10th Edition
    Hollington on Shareholders' Rights 10th Edition
    2023-12-11Hollington
    Hollington on Shareholder's Rights provides guidance for readers on the statutory remedies for the protection of minority shareholders with coverage/guidance also of articles of association and shareholders' agreements; the fiduciary duties of directors; restrictions on the power of the majority under general principles of equity and the principles of partnership law (such as good faith) which have been adopted in company law. The new edition references the multitude of cases (particularly appellate) decided in the common law world and other developments since the last edition, requiring substantial rewriting of the text on many topics. Highlights are: Majority Rule- review of principles of abuse and excess of power and “fraud in equity” principles in Grand View Private Trust [2022] UKPC 47 Bargain between shareholders - Re Compound Photonics Group Ltd [2022] EWCA Civ 1371 (contractual duty of good faith); Barton v Morris [2023] UKSC 3 (contractual interpretation, express and implied terms); Tulip Trading Ltd v Bitcoin Association for BSV [2023] EWCA Civ 83 (fiduciary relationships) Director’s duties- BTI 2014 LLC v Sequana SA [2022] UKSC 25 and Stanford International Bank Ltd. v HSBC [2022] UKSC 34 (interests of creditors); ClientEarth v Shell [2023] EWHC 1137 and 1187 (Ch) (interests of members as a whole; derivative claim); duty to act for proper purpose where purposes mixed; Burnell v Trans-Tag Ltd & Anor [2021] EWHC 1457 (Ch) (the leaving director) Derivative claims- McGaughey v Universities Superannuation Scheme Ltd [2023] EWCA Civ 873 (common law derivative claims and fraud on minority); changes to CPR 19; Boston v Szerelmey [2020] EWHC 1136 (Ch), [2020] EWHC 3042 (Ch) and [2022] EWHC 2849 (Ch) and Leslie v Ball [2023] EWHC 1771 (Ch) (costs indemnity) Unfair Prejudice Principles - Re Compound Photonics Group Ltd [2022] EWCA Civ 1371; Financial Technology Ventures II (Q) LP v ETFS Capital Ltd [2021] JCA 176; Chu v Lau [2020] UKPC 24 (breakdown of trust and confidence; exclusion from management); Ming Siu Hung v JF Ming Inc [2021] UKPC 1 and Kwik v Yao [2022] UKPC 52 (ignoring minority; appeals; remedy); Re Coinomi Ltd [2022] EWHC 3178 (Ch) (relationship with derivative claim); FamilyMart China Holding v Ting Chuan [2023] UKPC 33 (ouster of court by arbitration agreement) Unfair Prejudice Remedies- Ming Siu Hung v JF Ming Inc [2021] UKPC 1 (share purchase order); Otello Corp ASA v Moore Frères and Co LLC [2020] EWHC 3261 (Ch), Smith v Smith [2022] EWHC 1035 (Ch), Re Cardiff City Football Club (Holdings) Ltd [2022] EWHC 2023 (Ch), Krishna Holdco Ltd v Gowrie Holdings Ltd [2023] EWHC 1538 (Ch) (discount for minority shareholding) Just and equitable winding up - Chu v Lau [2020] UKPC 24; Ming Siu Hung v JF Ming Inc [2021] UKPC 1; Duneau v Klimt Invest SA Plc [2022] EWHC 596 (Ch) (loss of substratum)

    Format

    Book & eBook

    Price

    (starting at)

    HKD 5,400.00

    Hewitt on Joint Ventures 8th Edition
    Hewitt on Joint Ventures 8th Edition
    2024-12-15Hewitt
    Hewitt on Joint Ventures 8th edition analyses a variety of transactions where two or more existing entities agree to establish and participate in a common enterprise or business-related activity. The main focus is on joint ventures using the medium of a joint venture company. The principal issues raised by a range of transactions are examined, outlining how such issues might be handled and setting out the relevant background law. Described in the High Court as “a book edited by practitioners who specialise and have extensive experience in this area of commercial activity”, it is written in a clear and practical way, tailored for the practitioner and in-house counsel. It aims to provide detailed commercial guidance alongside a comprehensive review of relevant specialist areas of law, as well as useful checklists and precedents. Coverage: Provides in-depth examination of all aspects of joint ventures and a range of collaborative relationships Covers the practicalities involved in the drafting, negotiating and setting up of joint ventures Guides you through the planning stages of a joint venture or alliance Identifies and examines the principal issues for joint venture parties, including: capital and funding; governance and management; minority investment and protection; deadlock and breakdown; duties between joint venture parties; transfers of shares; exit, termination and change; and disputes – mediation, litigation and arbitration Sets out the relevant legal background Suggests ways of dealing with issues that may arise Includes a range of precedents and checklists Recognises the international nature of many JV agreements New to this Edition Hewitt reflects and contextualises many significant legal developments over the last five years, including: the legal impact of the UK’s departure from the European Union the growing importance for business and transactions of environmental, social and governance (ESG) factors and how directors should approach this the much-increased focus on corporate transparency and anti-corruption, which has led to significant new legislation addressing the disclosure of foreign ownership of UK real estate, verification of the controllers and managers of UK companies and other vehicles, and the prospective introduction of a failure to prevent fraud offence the main joint venture-relevant case law since the last edition, including new clarity from the higher courts regarding: the duties owed by directors to creditors when the company is insolvent, and the consequences of breach the rule against recovery for reflective loss parent company liability for tort the exercise of conversion rights from one class of shares to another the limitation of actions in relation to unfair prejudice petitions the consolidation and wider application of the principle that a person is unlikely to have agreed to give up a valuable right that they would otherwise have had, unless there are clear words to that effect the closer scrutiny and control in the interests of national security of inward investment in key areas the treatment of the entry into and termination of joint ventures under the new UK Listing Regime the potentially far-reaching imposition of financial responsibility for defective residential buildings and the need – for these and other reasons flagged above – for careful due diligence challenges affecting joint ventures with local parties in a number of key international jurisdictions (Brazil, China, India, Malaysia and United Arab Emirates).

    Format

    eBook

    Price

    (starting at)

    HKD 4,020.00

    Company Law in Hong Kong: Insolvency, 2023
    Company Law in Hong Kong: Insolvency, 2023
    2023-8-31S. HC Lo | R. Au-Yeung | J. Baker | J-A. Maurellet SC | T. Ng | T. Yeon | Z. Xianchu

    Company Law in Hong Kong: Insolvency 2023 covers major aspects of corporate insolvency law in Hong Kong. This edition contains detailed coverage of the latest legal developments, including BTI 2014 LLC v Sequana SA [2022] UKSC 25, [2022] 3 WLR 709, in which the UK Supreme Court affirmed the existence of the common law duty of directors to take into account creditors’ interests when a company is insolvent.

    There have also been important new decisions in Hong Kong dealing with cross-border insolvency, in particular Shandong Chenming Paper Holdings Ltd v Arjowiggins HKK 2 Ltd [2022] 25 HKCFAR 98, where the court discussed the nature of the three “core” requirements for exercise of the Hong Kong court’s discretion to wind up a foreign company. Re Global Brands Group Holding Ltd (In Liq) [2022] 3 HKLRD 316 discusses the court’s common law power to grant recognition and assistance to foreign insolvency office-holders.

    On the legislative front, technical amendments relating to implementation of an “Electronic Submission System” for submission of documents, as well as streamlining of advertising and publishing requirements for insolvency notices are discussed.

     

    Format

    Book & eBook

    Price

    (starting at)

    HKD 2,843.00

    Bowstead and Reynolds on Agency 23rd Edition, Mainwork + Supplement
    Bowstead and Reynolds on Agency 23rd Edition, Mainwork + Supplement
    2024-12-31
    Bowstead & Reynolds on Agency is the essential reference source for commercial practitioners. Part of the long-established Common Law Library, this new edition updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws. The 23rd edition has been fully updated to take account of all developments in agency, including new text on: implied limits to actual authority and onus of proof of authority; sub-agency, and agent’s rights to indemnity; vicarious liability; and undisclosed principals. The text has been updated with all key cases, including: Wood v Commercial First Business Ltd [2021] EWCA Civ 471 on bribes and secret commissions Law Debenture Trust Corp Plc v Ukraine [2023] UKSC 11 on capacity, actual and apparent authority Philipp v Barclays Bank UK Plc [2023] UKSC 25 on actual and apparent authority Barton v Morris [2023] UKSC 3 on scope of quantum meruit for services by agent Barclay-Watt v Alpha Panareti Public Ltd [2022] EWCA Civ 1169 on agent’s liability for misrepresentation and joint tortfeasance And new cases from Singapore, Hong Kong, Australia and New Zealand The new first supplement updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws.

    Format

    eBook

    Price

    (starting at)

    HKD 7,932.00

    Companies Ordinance (Cap.622): Commentary and Annotations 2021
    Companies Ordinance (Cap.622): Commentary and Annotations 2021
    2021-5-10K. Ong | A. Leung

     

    The company is a critical legal concept in all modern legal systems and an essential vehicle for investment and economic function. The Companies Ordinance (Cap.622) governs the incorporation, powers, authority and functions of companies in Hong Kong. It is a huge legislation comprising 921 Sections, 11 Schedules and 13 Subsidiary Legislations, including the new Non-Hong Kong Companies (Disclosure of Company Name, Place of Incorporation and Members’ Limited Liability) Regulation (Cap.622M, Sub.Leg.) which came into effect on 1 August 2019.

    Now in its 7th edition, the Companies Ordinance (Cap.622): Commentary and Annotations 2021 continues to be the definitive practitioner guide to the understanding and operation of the Companies Ordinance. Kingsley Ong, Partner at Eversheds Sutherland and Alice Leung, Partner at Anthony Siu & Co continue as General Editors. Written by a team of leading company law specialists, this two-volume work is an essential text for all company law practitioners, academics and students.

    Format

    Book & eBook

    Price

    (starting at)

    HKD 3,000.00

    Bowstead and Reynolds on Agency 23rd Edition, 1st Supplement
    Bowstead and Reynolds on Agency 23rd Edition, 1st Supplement
    2024-12-31
    Bowstead & Reynolds on Agency is the essential reference source for commercial practitioners. Part of the long-established Common Law Library, this new edition updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws. The 23rd edition has been fully updated to take account of all developments in agency, including new text on: implied limits to actual authority and onus of proof of authority; sub-agency, and agent’s rights to indemnity; vicarious liability; and undisclosed principals. The text has been updated with all key cases, including: Wood v Commercial First Business Ltd [2021] EWCA Civ 471 on bribes and secret commissions Law Debenture Trust Corp Plc v Ukraine [2023] UKSC 11 on capacity, actual and apparent authority Philipp v Barclays Bank UK Plc [2023] UKSC 25 on actual and apparent authority Barton v Morris [2023] UKSC 3 on scope of quantum meruit for services by agent Barclay-Watt v Alpha Panareti Public Ltd [2022] EWCA Civ 1169 on agent’s liability for misrepresentation and joint tortfeasance And new cases from Singapore, Hong Kong, Australia and New Zealand The new first supplement updates all relevant aspects of law and how they relate to agency agreements, including contract law, administrative law, tort, commercial/company law, the law of property and the conflict of laws

    Format

    Book & eBook

    Price

    (starting at)

    HKD 2,184.00

    Law of Companies in Hong Kong, 4th Edition
    Law of Companies in Hong Kong, 4th Edition
    2023-9-30S. Lo | C. Qu

    This new edition covers legislative developments since the previous edition, including:

    • miscellaneous amendments made to the Companies Ordinance (Cap.622) by the Companies (Amendment) (No.2) Ordinance 2018 (35 of 2018), including expansion of simplified reporting for corporate groups and alignment of certain concepts with the latest accounting standards;
    • reforms in the regulation of auditors, including the expanded regulatory role of the renamed Accounting and Financial Reporting Council, as introduced by the Financial Reporting Council (Amendment) Ordinance 2019 (3 of 2019) and Financial Reporting Council (Amendment) Ordinance 2021 (41 of 2021);
    • the phased commencement of the new regime under Part 2 and Part 12 of the Companies Ordinance, together with new subsidiary legislation, for protecting the privacy of directors’ residential addresses and identification numbers of directors and others in the Companies Register and in companies’ own registers of directors.
    This text also includes new cases decided since the last edition, including discussion and analysis of major case law developments both in Hong Kong and overseas common law jurisdictions. Highlights include:
    • UK developments in the law on piercing of the corporate veil, including the UK Supreme Court decision of Hurstwood Properties (A) Ltd v Rossendale Borough Council [2021] 2 WLR 1125;
    • developments in case law on directors’ duties, including the duty to take into account creditors’ interests when a company is insolvent (BTI 2014 LLC v Sequana SA [2022] UKSC 25), directors’ duties imposed on parent companies as shadow directors (Cyberworks Audio Video Technology Ltd v Mei Ah (HK) Co Ltd [2020] HKCFI 398) and duty of care of non-executive directors (Moulin Global Eyecare Holdings Ltd v Lee Sin Mei Olivia [2019] 3 HKLRD 833);
    • major developments in members’ remedies, including restatement of the no reflective loss principle by the UK Supreme Court in Marex Financial Ltd v Sevilleja [2021] AC 39, and Hong Kong Court of Appeal decisions on the common law derivative action (Wang Pengying v Ng Wing Fai [2021] 1 HKLRD 997) and the power to order damages under the statutory injunction remedy (Re L&A International Holdings Ltd [2020] 4 HKLRD 544);
    • further clarification on the principles of corporate attribution in the UK — Singularis Holdings Ltd v Daiwa Capital Markets Ltd [2020] AC 1189;
    • decisions of the Court of Final Appeal in Re Hsin Chong Construction Co Ltd (2021) 24 HKCFAR 98 on void dispositions of company property and Shandong Chenming Paper Holdings Ltd v Arjowiggins HKK 2 Ltd [2022] HKCFA 11 on winding up of foreign companies, as well as further Court of First Instance decisions developing the common law principles on the granting of assistance to foreign insolvency office-holders, including for corporate rescue purposes.

     

     

    Format

    eBook

    Price

    (starting at)

    HKD 2,975.00

    Companies Ordinance (Cap.622): Commentary and Annotations 2021
    Companies Ordinance (Cap.622): Commentary and Annotations 2021
    2021-5-10K. Ong | A. Leung

     

    The company is a critical legal concept in all modern legal systems and an essential vehicle for investment and economic function. The Companies Ordinance (Cap.622) governs the incorporation, powers, authority and functions of companies in Hong Kong. It is a huge legislation comprising 921 Sections, 11 Schedules and 13 Subsidiary Legislations, including the new Non-Hong Kong Companies (Disclosure of Company Name, Place of Incorporation and Members’ Limited Liability) Regulation (Cap.622M, Sub.Leg.) which came into effect on 1 August 2019.

    Now in its 7th edition, the Companies Ordinance (Cap.622): Commentary and Annotations 2021 continues to be the definitive practitioner guide to the understanding and operation of the Companies Ordinance. Kingsley Ong, Partner at Eversheds Sutherland and Alice Leung, Partner at Anthony Siu & Co continue as General Editors. Written by a team of leading company law specialists, this two-volume work is an essential text for all company law practitioners, academics and students.

    Format

    eBook

    Price

    (starting at)

    HKD 2,400.00

    Sale of Shares and Businesses: Law, Practice and Agreements 7th Edition
    Sale of Shares and Businesses: Law, Practice and Agreements 7th Edition
    2024-10-29Graham
    The 7th edition of Sale of Shares and Businesses provides a comprehensive guide to the acquisition of businesses in the UK, whether the acquisition is structured by way of a purchase of shares or a purchase of assets. This title includes comments and explanations on the main issues which arise on such transactions. In addition to commentary, precedents are included in paper and electronic formats. Fully updated to take account of changes introduced by the General Data Protection regulations (GDPR), this new edition also considers the impact of the Covid-19 pandemic and of course “Brexit” Guidance for every sale of a business Gives guidance on every part of the sale of business so you can make sure everything is covered and nothing is missed out Helps you draw up agreements for every type of business client using examples drawn from all sizes of transactions from the sales of small business to multi-million pound deals Helps you represent either the buyer and the seller Goes through both sale of shares and the sale of assets so whichever way the business is being bought, you’ll have all the right advice and correctly drafted documents to give to your clients Start to finish advice on the process Covers pre-acquisition or disposal of a company so you can be fully prepared for negotiations over the sale of a business Outlines the general principles of due diligence and in particular financial and legal due diligence helping you make sure the agreement for sale is based on a true reflection of the value of the business Gives guidance on the key components of a sale agreement so you can draft and check your documents with confidence Includes details on warranties and indemnities so you can ensure you have made provisions for the possible problems that may arise post-sale Covers specialist areas for example, pensions, tax and employment law issues so you’ll be able to quickly find out what the law says on these areas, if they are relevant to the agreement in hand Draft in line with current developments Helps you ensure your agreements are in-line with the latest developments on company and commercial law. Updates on the General Data Protection Regulation. Shows how property and environmental issues may affect the sale of businesses Full set of precedents included to save you time drafting Includes a CD-ROM full of all the precedents related to the sale of a business including: acquisition agreements, board minutes and power of attorney precedents Enables you to draft documents more quickly as it gives you precedents on CD-ROM to use as a basis for drafting, or to select the relevant clauses as you need them Saves you time as you can easily find and copy the precedents and clauses you need from the CD-ROM into your own documents

    Format

    Book & eBook

    Price

    (starting at)

    HKD 5,070.00

    The Companies Law Rewrite: a Visual (Comparative) Guide to Cap. 622
    The Companies Law Rewrite: a Visual (Comparative) Guide to Cap. 622
    2014-7-15A. Da Roza
    A Useful Comparative Guide of How The New Companies Ordinance (Cap. 622) Differs from The Old Companies Ordinance (Cap. 32) • Offers a side-by-side comparison (section by section) of the old law and new law • Compares and contrasts the major proposals and new initiatives developed and brought forth in the new Ordinance (Cap. 622) • Reviews and compares the miscellaneous amendments to new law aimed at modernizing how companies should be structured and run here in Hong Kong to that of how these provisions were worded in the old law • Addresses how the new law has been revised and rewritten to reflect the modernisation of the law to that of the rest of the world • Provides introduction and summary to each part of the law followed by the comparative table of the new provisions with that of the old provisions with all the new wordings and terms highlighted and underlined • Includes brief annotations and commentaries of the new provision

    Format

    Printed Book

    Price

    (starting at)

    HKD 1,270.00