Options, Warrants and Similar Rights

Where application is made for the listing of warrants, the Hong Kong Stock Exchange (HKEX) will normally apply the same requirements as would apply to the underlying securities to be subscribed or purchased. However, where such an application is contemplated, the HKEX should be consulted at the earliest opportunity as to the requirements which will apply.

Warrants may be listed only if the underlying securities to be subscribed or purchased are (or will become at the same time):

1. a class of listed debt securities; or
2. a class of debt securities listed or dealt in on another regulated, regularly operating, open stock market recognised by the HKEX.

However, the HKEX may list warrants in other circumstances if it is satisfied that holders have the necessary information available to form an opinion concerning the value of the underlying debt securities to which such warrants relate. This rule does not apply to an issue of options, warrants or similar rights by a state or specified supranational institutions.

Any alterations in the terms of warrants after issue or grant must be approved by the HKEX, except where the alterations take effect automatically under the terms of such warrants. In particular the HKEX should be consulted at the earliest opportunity where the issuer proposes to alter the exercise period or the exercise price.

Convertible Debt Securities

All convertible debt securities which are convertible into new equity securities of the issuer or a company in the same group as the issuer for which a listing is to be sought must comply both with the requirements applicable to the debt securities for which listing is sought and with the requirements applicable to the underlying equity securities to which such convertible debt securities relate.

Convertible debt securities which are convertible into equity securities may be listed only if such equity securities are (or will become at the same time):

1. a class of listed equity securities; or
2. a class of equity securities listed or dealt in on another regulated, regularly operating open stock market recognised by the HKEX.

However, the HKEX may list warrants in other circumstances if it is satisfied that holders have the necessary information available to form an opinion concerning the value of the underlying debt securities to which such warrants relate. This rule does not apply to an issue of options, warrants or similar rights by a state or specified supranational institutions.

Convertible debt securities which are convertible into property other than equity securities may be listed on the HKEX only in circumstances where the HKEX is satisfied that holders have the necessary information available to form an opinion concerning the value of the other property to which such convertible debt securities relate. This rule does not apply to an issue of options, warrants or similar rights by a state or specified supranational institutions.

Any alteration in the terms of convertible debt securities after issue must be approved by the HKEX except where such alterations take effect automatically under the existing terms of such convertible debt securities.