The Hong Kong stock exchange unveiled a long-awaited proposal for a new stock listing board on Friday that will offer special voting rights and waive profitability requirements, in a drive to attract firms which typically choose New York over the Hong Kong bourse.
The proposal would allow Hong Kong Exchanges and Clearing (HKEX) to make a play for secondary listings from Chinese firms such as Alibaba Group and Baidu Inc that have been drawn to New York due to less stringent rules on profitability and share structures.
The HKEX said the move was necessary to increase its exposure to new high-growth sectors, but the proposal is likely to stoke renewed fears over corporate governance standards following a series of scandals and short-sell attacks in the financial hub. “The opening up of our market to secondary listings of Chinese companies is a big part of what we aim to do,” Charles Li, chief executive of HKEX told a news conference on Friday.
“There’s no reason why Hong Kong can’t become a secondary listing market for major U.S. companies.” The proposed new board would exclusively list ‘new economy’ companies in sectors such as internet and biotech. There would be a “pro” segment for start-ups with no financial track record open only to professional investors, and a “premium” segment for established companies accessible to all investors, the bourse said.
Both segments would allow weighted voting rights and waive rules that have prevented Chinese companies already listed in overseas markets to pursue a secondary listing in Hong Kong. The proposal follows the high profile loss of Alibaba’s record $25 billion IPO to the NYSE in 2014 after the HKEX was unable to grant the company dual class shares – sparking a fierce debate over Hong Kong’s ability to attract Chinese tech listings.
Despite being home to one of the world’s largest technology companies by market value, Tencent Holdings, Hong Kong has failed to attract a significant volume of listings from software makers, online businesses and other fast growing firms. Tech firms’ fundraising accounted for an average 2.5 percent of all Hong Kong IPOs since the global financial crisis compared with 13.6 percent at the NYSE, Thomson Reuters data showed.
The Hong Kong securities regulator in 2015 rejected a HKEX proposal to introduce dual class shares to the main board, but the HKEX hopes by restricting them to a specific segment it may have more success persuading the SFC this time round.
CORPORATE GOVERNANCE FEARS
The proposals come, however, amid intense debate over corporate governance problems in the Hong Kong market, following a series of scandals at companies including Hanergy Thin Film and Huishan Dairy.
The HKEX on Friday attempted to address some of these concerns by tightening listing rules for its Growth Enterprise Market (GEM), or second board, which has seen high levels of price volatility due to very concentrated shareholdings.
Bankers and corporate governance experts said the new board may still struggle to attract new economy companies while at the same time lowering corporate governance standards in the city.
“The GEM has not been a great success and we have doubts about the third board,” said Jamie Allen, secretary general of the Asian Corporate Governance Association. “The feedback we get is that companies want to be on the main board and have a premium listing – and we remain against dual class shares as we fear this could be the thin end of the wedge,” he added.
The new board would need additional safeguards to protect investors, including greater accountability for directors and a tougher delisting regime, said Nelson Tang, partner at Hogan Lovells in a statement. The consultation closes on Aug. 18 and the exchange hopes to finalise the new rules by 2018.