Hong Kong – SFC Takeovers Code Enforcement

On 30 August, SFC issued censure of Yeung Wing Yee for code breaches.

  • Covers public censure and 24-month cold shoulder order against Mr Yeung Wing Yee.
  • For breaching mandatory general offer obligation under Rule 26.1 of Takeovers Code.
  • Mr Yeung to be denied access to Hong Kong securities market for a 24 month period.


  • Mr Yeung invested in Union Asia Enterprise Holdings Limited held 23.13% by July 2016.
  • In August 2016 he increased his shareholding to 31.13% and then later on to 32.87%.
  • Directors notified Mr Yeung that his interest required him to make a mandatory offer.
  • Mr Yeung advised directors via his lawyer that he had no intention of making the offer.
  • Found that Mr Yeung was sincerely apologetic and was ignorant of the Takeovers Code.
  • But that Rule 26.1 was one of the most fundamental provisions of the Takeovers Code.
  • Mr Yeung had fallen short of standards expected of him and conduct merited censure.

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Hong Kong – SFC Breach of Takeover Code

On 3 August, HK SFC censured insurance entity on takeover code.

  • China Life insurance failed to disclose dealing in Glorious Property Holdings Ltd.

Alleged Violations

  • China Life executed 2,139 trades in shares of Glorious Property, in offer period.
  • Offer commenced when entity announced possible privatization by shareholder.
  • China Life did not make disclosure of the dealing as required by takeover code.
  • Code Rule 22.1(a) requires dealing by offeror or associate be publicly disclosed.
  • China Life held over 5% of the issued shares and thus was associate of company.


  • China Life accepted failure to comply on code, consented to disciplinary action.
  • Firm is implementing remedial measures to ensure future compliance with code.