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At a glance: M&A structures and regulation in Hong Kong

Structure and process, legal regulation and consents

How are acquisitions and disposals of privately owned companies, businesses or assets structured in your jurisdiction? What might a typical transaction process involve and how long does it usually take?

Typically, a contract, referred to as a sale and purchase agreement, is executed between the relevant parties to acquire or dispose of privately owned companies, businesses or assets. Privately owned companies can also be acquired by a contractual offer followed by a minority squeeze-out, or by a scheme of arrangement proposed by the company to be acquired, provided that the offer or the scheme is made in accordance with Part 13 of the Companies Ordinance (Cap 622)(CO).

The process of acquiring a company, business or assets will often depend on the complexity of the issues and the number of parties involved, as well as whether the transaction involves a bilateral negotiation or a controlled auction process with multiple potential buyers.

An auction process in which interest from several buyers is solicited will typically involve:

• drafting an information memorandum as the basis of marketing the company, business or assets, completion of vendor due diligence, and drafting of a sale and purchase agreement and other transaction documentation (approximately six to eight weeks);
• ‘round one’ expressions of interest from potential buyers who will then be permitted to undertake due diligence (approximately four weeks);
• ‘round two’ offers by potential buyers with markups of the transaction documentation (approximately four weeks); and
• negotiation of transaction documentation with one or more buyers until definitive terms are agreed with one party (up to two weeks).

The larger and more international the target company, business or assets, the longer each phase of a process can take. Up to three months will often elapse between distribution of an information memorandum and execution of definitive transaction documents. A bilateral transaction can take longer to complete owing to the lack of competitive tension in the process.

Which laws regulate private acquisitions and disposals in your jurisdiction? Must the acquisition of shares in a company, a business or assets be governed by local law?

The CO sets out the regulatory framework for Hong Kong-incorporated companies. There is a range of statutes and regulations dealing with the transfer of employees, title to property, third-party rights, data protection, pensions and competition that are relevant to private acquisitions and disposals in Hong Kong.

Although most sales of Hong Kong incorporated companies will be governed by the laws of Hong Kong, there is no requirement to be so, and accordingly it is possible for acquisitions to be governed by the law of an overseas jurisdiction. Further, legal formalities applicable to the transfer of shares and assets and liabilities that are subject to local law will also have to be complied with. In Hong Kong, there have been cases for transactions to be governed by the laws of China. These transactions usually involve assets that are based in China but are owned by a Hong Kong natural person or Hong Kong incorporated entity or transaction parties that are both in China.

What legal title to shares in a company, a business or assets does a buyer acquire? Is this legal title prescribed by law or can the level of assurance be negotiated by a buyer? Does legal title to shares in a company, a business or assets transfer automatically by operation of law? Is there a difference between legal and beneficial title?

The content and implications of title to shares and related assurances are not expressly prescribed by Hong Kong law and can generally be negotiated by the parties.

Legal title to shares in a company incorporated under the CO transfers upon the company’s register of members being updated to reflect the buyer as the registered holder of the shares following receipt by the company of an instrument of transfer duly executed by the parties. The transfer of title to assets subject to Hong Kong law may require notifications to be given, consents from third parties to be obtained and registrations to be made.

Legal and beneficial titles are distinct interests in property. A person registered as holding the legal title to a share in a company incorporated under the CO may be a nominee with a different party having the right to receive the economic benefits of the share. Accordingly, the beneficial interest can be transferred without having to update the register of members of the company. Interests in other assets, such as real estate, can be held in the same way.

Specifically in relation to the acquisition or disposal of shares in a company, where there are multiple sellers, must everyone agree to sell for the buyer to acquire all shares? If not, how can minority sellers that refuse to sell be squeezed out or dragged along by a buyer?

Typically a buyer will prefer all sellers to sign the transaction documentation and agree to be bound by the same.

Minority shareholders may, however, be required to sell their shares pursuant to drag-along provisions contained in a company’s articles of association or in a shareholders’ agreement requiring the transfer of title to their shares if specified conditions are satisfied.

Under the CO, if (1) a purchaser makes an offer to acquire all the shares not held by it in a Hong Kong incorporated company, (2) the offer is made on the same terms as those provided in Part 13 of the CO (takeover offer) and (3) the purchaser has, by virtue of acceptances of the offer (through signing of transaction documentation or otherwise), acquired at least 90 per cent in number of the shares of any class to which the offer relates, the purchaser may invoke the procedures set out in the CO to compulsorily acquire the remaining shares.

If the target company is a ‘public company’ under the Hong Kong Code on Takeovers and Mergers (the Takeovers Code), the Takeovers Code would also apply to the process of compulsory acquisition, regardless of whether the target company is incorporated in Hong Kong or elsewhere. The primary factor in determining whether a company is considered a public company is the number of shareholders in Hong Kong. Accordingly, an unlisted company with a significant number of Hong Kong shareholders is likely to be a public company to which the Takeovers Code applies.

Pursuant to the Takeovers Code, in addition to complying with the relevant laws of the jurisdiction of incorporation of the target company, the offeror (purchaser) must have acquired 90 per cent of the disinterested shares (ie, shares other than those owned by the purchaser or persons acting in concert with it) during the four-month period after posting the initial offer document before it can exercise its right to compulsorily acquire the remaining shares not already acquired by it. This is a more stringent threshold than the one set out in the CO.

If the takeover offer is structured as a scheme of arrangement to acquire all shares of a Hong Kong incorporated company, the CO requires the holding of a High Court of Hong Kong-sanctioned shareholders’ meeting in which:

• the approval by shareholders of the target representing at least 75 per cent of voting rights of the shareholders present and voting in person or by proxy at the meeting; and
• the votes cast against the arrangement at the meeting do not exceed 10 per cent of the total voting rights attached to all ‘disinterested shares’ in the target company (where the target company is also a public company to which the Takeovers Code applies, the number of votes cast against the resolution to approve the scheme at such meeting must not be more than 10 per cent of the votes attaching to all disinterested shares). While the definitions of ‘disinterested shares’ under the CO and the Takeovers Code are largely similar, they are however not identical. Accordingly, care needs to be taken to determine if the 10 per cent threshold is satisfied under both the CO and the Takeovers Code).

In addition to the shareholders’ approval, the scheme must also be sanctioned by the High Court of Hong Kong.

Specifically in relation to the acquisition or disposal of a business, are there any assets or liabilities that cannot be excluded from the transaction by agreement between the parties? Are there any consents commonly required to be obtained or notifications to be made in order to effect the transfer of assets or liabilities in a business transfer?

As a matter of Hong Kong contract law, a buyer can generally choose which assets or liabilities it wishes to acquire in a transaction that is structured as a business or asset sale.

The transfer of assets or liabilities may require customary third-party consents: for example, a landlord’s consent to the assignment of a lease, or a counterparty’s consent to the assignment or novation of a contract.

Are there any legal, regulatory or governmental restrictions on the transfer of shares in a company, a business or assets in your jurisdiction? Do transactions in particular industries require consent from specific regulators or a governmental body? Are transactions commonly subject to any public or national interest considerations?

There are no legal, regulatory or governmental restrictions on transfers of shares in a Hong Kong incorporated company unless the target business belongs to the banking, insurance, securities and futures, provident fund or telecommunications or broadcasting sectors. In particular, the telecommunications sector is also subject to the ‘Merger Rule’ under the Competition Ordinance. Details of relevant requirements are set out below.

Persons who intend on becoming a ‘shareholder controller’ in banks, restricted licence banks or deposit-taking companies (collectively, authorised institutions) must serve a notice to the Hong Kong Monetary Authority of such intention and obtain its prior approval. A shareholder controller is any person (together with his or her associates) who is entitled, directly or indirectly, to control 10 per cent or more of the voting power at a general meeting of an authorised institution. Only upon receiving a notice of consent from the Hong Kong Monetary Authority or the passing of three months after having given notice (without receiving a notice of objection) may that person become a shareholder controller.

The Hong Kong Monetary Authority will take into account a wide range of factors to determine the ‘fitness and properness’ of a potential shareholder controller.

Becoming a shareholder controller of an authorised issuer in Hong Kong requires completing an application process to ensure that the Hong Kong Insurance Authority (HKIA) has no objection for someone to become the proposed shareholder controller of such insurance company. Shareholder controller refers to any person who alone or with an associate is entitled to exercise 15 per cent or more of the voting power at any general meeting of the insurance company. If the HKIA then notifies the proposed controller that there is no objection, or three months pass without any such notice, the proposed controller may become a controller. The HKIA has the power to object to an application to become a shareholder controller if the person is not fit and proper to hold that position.

Similarly, the HKIA’s prior consent must be obtained before a person may become a shareholder controller of a Hong Kong holding company of an insurance group if the company is designated by the HKIA (by notice published in the government gazette) as a ‘designated insurance holding company’ under the Insurance Ordinance.

To become a substantial shareholder of a licensed corporation, the proposed shareholder must gain prior approval from the Securities and Futures Commission (SFC). The relevant regulated activities are listed in Schedule 5 of the Ordinance and include, among other things, dealing in or advising on securities, advising on corporate finance and asset management. Prior approval from the SFC is also required for changes to registered provident fund schemes, including changes of the trustee or change of control.

A ‘substantial shareholder’ includes a person who controls either 10 per cent of the voting power (at the relevant company’s general meetings) of a licensed corporation or 35 per cent of the voting power of a company that in turn controls 10 per cent of the voting power of the licensed corporation.

The SFC will refuse to approve an applicant to become a substantial shareholder unless it is satisfied that the licensed corporation will remain ‘fit and proper’ to be licensed if the application is approved.

To become a substantial shareholder of an approved trustee, the proposed shareholder must gain prior written consent from the Mandatory Provident Fund Schemes Authority.

No ‘disqualified person’ shall ‘exercise control’ of a corporation that is a sound broadcasting licensee under the Telecommunications Ordinance (Cap 106) without the approval of the Chief Executive in Council. Disqualified persons include, among others, licensees, persons who are domestic pay or free television programme service licensees (or an associate of such licensee) or persons who exercise control of a corporation that is a licensee. Any person who is a beneficial owner of more than 15 per cent or holds an office in that company can exercise control.

Additionally, to own (directly or indirectly) more than 49 per cent of voting shares in a licensee, a person must satisfy the requisite residency requirements. For individuals, they must ordinarily be resident in Hong Kong and have been resident for a continuous period of not less than seven years. If it is a company that acquires the shares, it must ordinarily be resident in Hong Kong with an absolute majority of persons taking an active part in the management of the corporation meeting the residency requirements and the management of the company must be bona fide exercised in Hong Kong.

The Merger Rule under the Competition Ordinance prohibits anticompetitive mergers and acquisitions, and is currently limited to mergers relating to carrier licenses issued under the Telecommunications Ordinance (Cap 106). If the transaction is deemed anticompetitive, the Competition Commission has the power to stop the merger process or unwind the merger if already completed.

Similar to the relevant provisions of the Telecommunications Ordinance (Cap 106), without the requisite approval, a person is not permitted to exercise control (being the beneficial owner of more than 15 per cent) of a domestic free or pay television programme service licensee if it is a disqualified person, which includes, among others, a licensee in the same or different category of licence or a person who exercises control in such licensee.

A television programme service licensee and any person exercising control of it must be ‘fit and proper’, which can be determined using several factors, including the person’s business record and criminal record in respect of offences involving bribery, false accounting, corruption or dishonesty (section 21(4) of the Broadcasting Ordinance).

Are any other third-party consents commonly required?

For purchases of shares from an existing shareholder, the consent of the other shareholders may be required to waive pre-emptive rights, tag-along rights or other restrictions on transfer that are usually specified either under the articles of association of the target company or the relevant shareholders’ agreements.

Similarly, for any acquisition or disposal of assets, the transaction parties must scrutinise the provisions under the articles of association and shareholders’ agreement, if any, to see if there are any restrictions on the transfer or prior shareholders’ approval for the transfer, or both. The parties will also need to follow the proper procedures for transferring certain rights, permits, licences and consents that may be necessary for the smooth transition and the continuous operation of the business in Hong Kong or, if needed, for obtaining new permits or licences, or both, when there is an acquisition of a business or assets.

Consents from third parties may also be required under previous agreements of the target company with its landlords, creditors, debenture holders, mortgagees or other contracting parties that may be affected as a result of a transfer of assets or upon a change in control of the target company.

If a transaction involves a transfer of personal data (which is defined under the Personal Data (Privacy) Ordinance (PDPO) (Cap 486) as any data relating directly or indirectly to a living individual from which it is practicable for the identity of the individual to be directly or indirectly ascertained and in a form in which access to or processing of the data is practicable) to a place outside Hong Kong, the transaction parties should be mindful of the guidance on cross-border data transfers issued by the Privacy Commissioner for Personal Data of Hong Kong, as well as the relevant data protection principles (DPPs) and requirements under the PDPO, including DPP 3, which requires the consent of the data subject to be obtained if his or her personal data is to be used for a purpose other than that for which the data was originally collected or a directly related purpose. 

Must regulatory filings be made or registration (or other official) fees paid to acquire shares in a company, a business or assets in your jurisdiction?

For transfer of shares in relation to a Hong Kong incorporated company, it is not required to deliver any specified form to the Hong Kong Companies Registry for reporting the transfer when it takes place. However, if such transfer takes place before the lodgement of the company’s annual return with the Hong Kong Companies Registry, the transfer should be reported in the annual return after the transfer has taken place. Any change subsequent to the filing of the annual return should be reported in the next annual return. For a private company, the annual return should be filed within 42 days of the anniversary of the date of incorporation every year. Each annual return should be accompanied by an annual registration fee (as part of the government’s relief measures, the registration fees for annual returns delivered to the Companies Registry on time and within the concession period from 1 October 2020 to 30 September 2022 have been waived for two years).

For transactions involving a subscription of new shares of a Hong Kong incorporated company, a form relating to return of allotment must be filed with the Hong Kong Companies Registry within one month after the allotment. Details, such as the total number of allotted shares, a description of the shares allotted and a statement of capital that shows the company’s latest share capital structure, must be included. There is no filing fee involved in the submission of such return.

A deed or other written instruments such as an assignment or a mortgage are required to be executed upon the sale of an immovable property in Hong Kong. Such document will be registered at the Hong Kong Land Registry. There is no time restriction within which the registration must be made under law; however, late registration may possibly result in a loss of registration priority. If an instrument has been registered within one month after the date of its execution, it may retain its priority back to the execution date, otherwise the priority will be counted only from the date of registration. A registration fee, which varies in accordance with the nature of the instrument or the amount of consideration paid or the value of the property, will be charged.

Other fees are also payable when seeking regulatory approval to become a controlling or substantial shareholder of companies in certain industry sectors .

Filed under

• Corporate Finance/M&A
• Davis Polk & Wardwell LLP

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Newsletter No. 149 (EN)

Securing and assigning claims in hong kong.

• Last updated:
• 31 January, 2023

I. Introduction

Security in the form of a charge over certain assets, such as receivables or “book debt” for instance, is of signifi­cant importance for international trade and loan transactions. In order for a creditor to minimize the risk of default by the debtor and obtain assurance that only secured rather than unsecured debts are held, the creditor must take several steps to reserve a preferential rank over other creditors.

This newsletter will discuss the assign­ment of receivables, in German called “Zession”, and what is required for a registration in Hong Kong to reserve a preferential rank in case of insolvency of the debtor. First, the relevant terms will be defined and then described in further detail in context of Hong Kong legisla­tion. The final part of the newsletter will explain what is required to register a blanket assignment of receivables in Hong Kong.

II. Definitions

1.       Assignment of receivables

Assignments of receivables are regulated in Germany in § 398 of the Civil Law Code ( B ürgerliche G esetz b uch, BGB ). The assignment of receivables is a common security for loans. The legal re­lationship usually consists of a party granting security, the grantor (e.g. per­son or entity taking a loan) who assigns receivables (e.g. receivables for goods supplied) to a secured party (e.g. entity or person giving a loan). The assignment of receivables makes the se­cured party the creditor of the receiva­bles.

2.      Types of assignment of receivables

Assignments generally can be distin­guished into single assignment (“Einzel­zession”), overall assignment (“Mantel­zession”) and blanket assignment (“Globalzession”). The blanket assign­ment is also sometimes re­ferred to as global assignment. The blanket assign­ment is differentiated from the single as­signment and overall assign­ment insofar, as the blanket assign­ment assigns all cur­rent and future receivables in favour of the secured person or entity. In contrast, a single assign­ment only assigns a specif­ic receivable while an overall assignment usually assigns only receivables that ex­isted at a certain point in time. Some­times, overall assignments are accompa­nied with an arrangement that all future receivables will be assigned through ad­ditional overall assignments. However, since such arrangement is very similar to the blanket assignment, usually in such circumstances the parties agree to pro­ceed with a blanket assignment.

3.      Absolute and undisclosed assign­ments

Independent of whether current or fu­ture receivables are assigned, or whether one specific receivable or a group of re­ceivables are assigned, the assign­ment can be either absolute or undisclosed. With an undisclosed assign­ment the se­cured party decides not to disclose the assign­ment to the third-party debtor, who continues to settle the receivables by payment to the grantor. With an absolute assignment, the assign­ment is disclosed to the third-party debtor and the debtor is only able to set­tle the receivables with discharging ef­fect by payment to the secured party, not the grantor.

In Hong Kong, no requirement exists that for an absolute assignment the third-party debtor has to only settle the receivables with discharging effect by payment to the secured party. It is how­ever common, if the secured party is a bank, that a special account is opened, which is used by the third-party debtor to settle the receivables. The money held in these accounts can only be accessed or transferred with the permission of the secured party (usually the bank).

III. Assignment of receivables in Hong Kong

Assignments of receivables such as the blanket assignment are generally possi­ble and are regulated under the broader term “charges”. In Hong Kong and many other common law jurisdictions a distinction is made between “fixed” and “floating” charges.

A fixed charge is a charge over assets which are specified (e.g. a machine or a specific receivable). With the effect of the assignment that the grantor (“char­gor”) is no longer free to deal with those assets. In contrast, a floating charge is an assignment of a type or group of assets (e.g. inventory, goods in a warehouse, undefined number of receivables, or the general under­taking or property of the company) which are not specifically identifiable and the chargor is able to continue to use the assets (processing and selling goods, collect receivables, etc.) while the secured person (“chargee”) retains certain rights in case of insolvency.

Charges are generally available to sole-traders as security instrument in business transactions while in practice “floating charges“ are primarily only granted by companies. The C ompanies O rdinance Chap. 622 ( CO ) does not define fixed and floating charges and so its definition is based on case law in alignment with common law principles. Assignments of receivables have generally been catego­rised as fixed charges. However, the conditions of what constitutes a fixed charge have changed significantly after the decisions in Agnew v IRC [2001] UKPC 28 and National Westminster Bank Ltd v Spectrum Plus Ltd [2004] 3 WLR 503.

A blanket assignment has the character­istic that the underlying assets, the re­ceiv­ables, constantly change (old receiv­ables are settled, and new ones are add­ed). Therefore, it is generally accept­ed that the blanket assignment is not treat­ed like a fixed charge, but as a float­ing charge. The classification is not up to the involved parties, but is determined by the relevant judge on a case by case basis (common law).

In case the grantor would like to classify the blanket assignment as a fixed charge, it would be necessary to open a bank ac­count, which is used for all settlement payments of the relevant receivables, and the grantor is unable to access or transfer any amounts from this account without the prior permission of the se­cured party. Since such arrangement is rather unpractical, it can be noted that the blanket assignment will most likely be characterised as a floating charge. With a floating charge, the secured party has only access to the charged receiva­bles, when they “concretise”. A floating charge will concretises if:

• the company winds-up;
• commences insolvency proceedings;
• ceases its business;
• any agreed terms of the charge.

The disadvantage of a floating charge is that the secured party is ranked after creditors that are in the possession of a fixed charge.

IV. Registration

To ensure that a party providing a loan becomes a secured creditor in compari­son to an unsecured creditor, it is neces­sary that the charge is valid and regis­tered. If an assignment of receiv­ables is not registered, it is invalid towards the liquidator and other creditors of the company. The registration of charges is regulated in Section 333 ff of the CO.

1.       Registration

Section 334 of the CO includes a list of charges that must be registered (inde­pendent whether they are considered fixed or floating charges). Among the listed charges are receivables.

2.      Registration period

Section 335 of the CO requires that a charge is registered within a month af­ter its creation.

3.      Registry keeping

Pursuant to Section 352 of the CO, a company must keep a registry at its reg­istered office. In case that the registry is not kept at the registered office, the Registrar of Companies must be in­formed. The registry must be kept in Hong Kong.

4.      Registration by the company or its creditors

In theory it is the duty of the company to register the charge. However, it is common that the registration is done by the creditor.

A blanket assignment of receivables is possible in Hong Kong and must be registered at the Companies Registry as charge. A registration is also possible (recommended) by the creditor. A blan­ket assignment of receivables is most likely categorised as a floating charge, which has the disadvantage that in case of insolvency, the secured party’s set­tlement of claims will be ranked after the creditors of fixed charges.

We hope that we have been able to assist you with this information. If you have any further questions, please contact us:

Lorenz & Partners Co., Ltd.

27th Floor, Bangkok City Tower, 179, S Sathorn Rd,

Thung Maha Mek, Sathon, Bangkok 10120

Email:  [email protected] www.lorenz-partners.com +66 (0) 2 287 1882

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Tech giants warn proposed Hong Kong cyber rules could undermine digital economy

The regulation would allow authorities to install their programs in the computer systems of infrastructure providers including google and amazon..

Hong Kong’s proposed cybersecurity regulations have sparked controversy, with US tech giants and business groups warning the legislation could grant the government unprecedented access to computer systems and stifle investment in the city’s digital economy.

The Asia Internet Coalition (AIC), representing tech giants such as Amazon, Google, and Meta, has been vocal in its criticism, arguing that the regulations, intended to safeguard critical infrastructure, could overreach and jeopardize the integrity of service providers.

These concerns have been echoed by the American Chamber of Commerce (AmCham) and the Hong Kong General Chamber of Commerce (HKGCC), both of which have submitted formal objections during the public consultation phase.

A key issue raised by the AIC is the proposed power for authorities to connect their equipment to private company systems and install software — actions that could compromise the operational security of these firms. In a letter dated August 1 , AmCham expressed fears that such measures would “significantly impact” the operations of critical infrastructure operators (CIOs) and could chill tech investments in Hong Kong.

“Such unprecedented power directly intervenes in, and could have a significant impact on, a CIO’s operation and could harm the users of the services,” the American Chamber of Commerce (AmCham) wrote in a letter, referring to critical infrastructure operators.

AmCham also warned the legislation could have a “chilling effect” on tech investment in Hong Kong. The firm has suggested removing the “power to install programs in CCS [critical computer systems]” by the authorities.

“Removing the power to connect equipment to or install program in CCS as this is likely to have a chilling effect on technology investment and Hong Kong digital economy, which will undermine trust in service providers who operate in Hong Kong,” Dr. Eden Wood, president of AmCham wrote in the letter.

The HKGCC has raised similar concerns asking the authorities to reconsider the proposed legislation and not to “impose unduly burdensome or disproportionate compliance costs” to businesses given the current economic climate.

“Given the business impact of the proposed law, we suggest that considerations be given to the introduction of balanced and proportionate legislation, which is principle and risk-based, technology-neutral, and aligned with internationally recognized standards, so as to promote stakeholder trust and support the city’s innovation and technology advancements,” Patrick Yeung, CEO at HKGCC wrote in a letter dated 12 August.

“It is important that businesses in Hong Kong, and those that may wish to establish operations here, have sufficient comfort,” the letter read.

“The tighter control and scrutiny from the government could have a significant implication on enterprises and will make CIOs rethink their IT strategy on how to sandbox company and users’ private data while maintaining openness to the watchdog’s monitoring for a controlled cybersecurity approach,” said Neil Shah, VP for research and partner at Counterpoint Research.

“The implications are on how to comply with the regulations while maintaining data sovereignty for their customers and employees which could go against the value and agreements of many international companies. While some might look to challenge, some might try to find a workaround and some might even could exit the market,” added Shah.

A query seeking comments from Google and Meta remains unanswered.

What raises the concern?

In June, the Hong Kong government proposed a new cybersecurity legislation, named the Critical Infrastructure (Computer System) Bill, which was thrown open for public discussion on July 2.

The proposed legislation was designed to regulate large organizations that provide critical services, requiring them to secure their essential computer systems. However, it does not cover personal data and business information stored within these systems.

Though the tech giants and associations such as AIC, AmCham, and HKGCC have acknowledged the criticality of a robust cybersecurity law, the bone of contention pertains to some “strict guidelines.”

The primary concern is related to the “Investigation Powers” of the Commission office. It proposes that in the case of security incidents against a CCS, the authorities hold the power to “connect equipment to or install programs in the CCS” which means authorities can install their programs in the computer systems of private companies like Google, Amazon or any other infrastructure providers.

The second important concern is the magnitude of the penalty and reporting structure. The proposed legislation includes mandatory breach reporting within two hours and fines of up to $641,800 (HK$5 million).

The clash comes amid Hong Kong’s heightened scrutiny over internet freedom. The region recently flexed its muscle over online content by forcing Google to block pro-democracy protest songs on YouTube, raising concerns about potential future content removal demands.

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Hong Kong Crypto Exchanges Face Challenges to Get Full Licenses

By Kiuyan Wong

Hong Kong’s push for a digital-asset hub faces growing pains amid uncertainty over whether 11 crypto exchanges will all achieve full licenses after earlier receiving initial approvals.

The city’s Securities and Futures Commission found unsatisfactory practices at some of the “deemed-to-be-licensed” platforms during on-site inspections carried out since they won the designation in June, people familiar with the situation said, asking not to be identified because the information is private.

Some of the crypto firms are overly reliant on a handful of executives to oversee the custody of client assets, while others aren’t properly guarding against cybercrime risks, the people ...

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