Recent Updates to HKSI Paper 2 Version 2.9 Manual – Regulation of Securities

The following updates are examinable from 26 October 2026

 

TOPIC 1 – REGULATORY FRAMEWORK

Update to Companies Ordinance:

Re-domiciliation

  • Hong Kong’s re-domiciliation regime allows eligible non-Hong Kong companies to transfer their place of incorporation to Hong Kong while maintaining their legal entity and corporate continuity
  • Designed to attract international businesses by offering a clear and structured process for becoming a Hong Kong incorporated company
  • Companies must meet specific requirements related to solvency, good standing and compatibility with Hong Kong’s legal system
  • A new set of Articles is required with prescribed documents being submitted to the Companies Registry
  • Designed to enhance Hong Kong’s competitiveness as a global business hub by providing flexibility for corporate structuring and relocation
TOPIC 2 – REQUIREMENTS OF RELEVANT SUBSIDIARY LEGISLATION
  • No material updates

 TOPIC 3 – MANAGEMENT AND SUPERVISION OF SECURITIES BUSINESS

  • No material updates

 TOPIC 4 – DEALING IN SECURITIES TRADED ON THE SEHK

Updates to Main Board listing criteria

  • There must be an open public market in the shares being listed, covered by a public float requirement and a free float requirement
  • The public float requirement refers to the minimum amount of securities that must be held by the public at the time of listing – this ranges from a minimum of 25% for smaller companies with a market value not exceeding HK$6 billion to a minimum of 10% for companies with a market value exceeding HK$30 billion.
  • The free float requirement refers to the minimum amount of securities that must be held by the public and available for trading immediately upon listing, which either
    1. represent at least 10% of the issued shares for which listing is sought (excluding treasury shares) and have an expected market value of at least HK$50 million, or
    2. have an expected market value of at least HK$600 million

Updates to GEM listing criteria:

  • For a listing on GEM, the quantitative tests are slightly different to reflect the different nature of the GEM. The listing applicant will need to satisfy at least one of the cash flow test and the market capitalisation/ revenue/ research and development test
  • Cash flow test: a minimum market capitalisation at the time of listing of HK$150 million and a positive cash flow from operating activities in the ordinary and usual course of at least HK$30 million in total for the prior two years
  • Market capitalisation/ revenue/ research and development test. The issuer must have each of the following:
    • for at least two financial years: an adequate trading record;
    • for the full financial year immediately preceding the issue of the listing document and up until the date of listing: continuity of ownership and control;
    • for the two financial years immediately preceding the issue of the listing document:
      • management continuity up until the date of listing;
      • revenue of at least HK$100 million in aggregate with a year-on-year growth of revenue over the two financial years; and
      • expenditure on research and development of at least HK$30 million in aggregate;
    • expenditure on research and development amounting to at least 15% of its total operating expenditure for each of the two financial years immediately preceding the issue of the listing document; and
    • at the time of listing: a market capitalisation of at least HK$250 million
 TOPIC 5 – OTHER SECURITIES ACTIVITIES
  • No updates
TOPIC 6 –EXCHANGE TRADED OPTIONS AND OVER-THE-COUNTER (OTC) DERIVATIVES
  • No material updates
TOPIC 7 –MARKET MISCONDUCT AND IMPROPER TRADING PRACTICES
  • No updates

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