Disclosure of Interests under the Securities and Futures Ordinance

No. 1 • April 2003

The following persons will be obliged to make a disclosure on or before 14 April 2003 (with the relevant event date stated as 1 April 2003):

Shareholders holding between 5% and 10% of the issued voting shares who had not previously disclosed this interest.
Holders of 5% or more who have a short position of 1% or more.
Persons with 10% or more (already disclosed under the previous regime) who must now disclose:
- A short position of 1% or more, or
- An interest arising from holding, writing, or issuing cash-settled derivatives.
Interests in unissued shares (e.g., subscription warrants, convertible bonds) that were not discloseable under the previous regime.
New obligations arising from certain concert party agreements.
Founders of discretionary trusts — their interests were not previously discloseable and must now be disclosed.

Substantial shareholders must make further notifications upon the occurrence of any of the following events:

When a person first becomes interested in 5% or more of the shares of a listed company (first acquisition of a notifiable interest).
When a person’s interest drops below 5% (ceases to have a notifiable interest).
When there is a change in the percentage figure that causes the interest to cross a whole percentage number above 5% (e.g., from 6.8% to 7.1%).
When a person with a notifiable interest (≥5%) experiences a change in the nature of their interest (e.g., exercise of an option).
When a person with a notifiable interest comes to have, or ceases to have, a short position of more than 1%.
When there is a change in the percentage figure of a short position that causes it to cross a whole percentage number above 1% (e.g., from 1.9% to 2.1%).

Schedule 1 & Schedule 2 – Disclosure of Interests under the Securities and Futures Ordinance (April 2003)