The Listing Termination Agreement is a crucial document used when a company decides to voluntarily terminate its listing on the Hong Kong Stock Exchange. This agreement becomes necessary in various scenarios, including privatization, corporate restructuring, or strategic business decisions to delist. The document must comply with Hong Kong's regulatory framework, particularly the HKEX Listing Rules and Securities and Futures Ordinance. It outlines the complete delisting process, including timing, obligations, shareholder protection measures, and regulatory requirements. The agreement typically requires approval from the company's board of directors and shareholders, and must address specific HKEX requirements for public announcements, minority shareholder protection, and market notifications. This document is essential for ensuring a smooth and compliant transition from listed to unlisted status while protecting all stakeholders' interests.
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1. Parties: Identification of the listed company and the Hong Kong Stock Exchange as primary parties
2. Background: Context of the listing termination, including listing history and reasons for termination
3. Definitions: Key terms used throughout the agreement, including regulatory terminology
4. Termination of Listing: Core provisions regarding the withdrawal of listing status
5. Effective Date: Specification of when the delisting takes effect and any conditions precedent
6. Company Obligations: Company's responsibilities before and during the delisting process
7. Representations and Warranties: Standard declarations by the company regarding its authority and compliance
8. Regulatory Compliance: Confirmation of compliance with HKEX rules and relevant regulations
9. Announcements: Requirements for public announcements and shareholder communications
10. Confidentiality: Provisions regarding confidential information handling
11. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction
12. General Provisions: Standard boilerplate clauses including notices, amendments, and counterparts
1. Share Treatment: Required if there are specific arrangements for handling outstanding shares or ADRs
2. Transition Arrangements: Needed when specific transitional periods or procedures are required
3. Outstanding Obligations: Required if there are continuing obligations post-delisting
4. Shareholder Protection Measures: Included when specific measures are implemented to protect minority shareholders
5. Fees and Expenses: Required if there are specific arrangements for handling delisting-related costs
6. Tax Provisions: Needed when there are specific tax implications requiring address
7. Break Fees: Required if there are penalties for withdrawal from the delisting process
8. Alternative Trading Arrangements: Needed when alternative trading platforms will be provided post-delisting
1. Securities Details: Complete details of listed securities being terminated
2. Corporate Approvals: Copies of board resolutions and other corporate authorizations
3. Timetable: Detailed timeline of the delisting process and key dates
4. Outstanding Regulatory Matters: List of any pending regulatory issues or requirements
5. Shareholder Communications: Templates for required shareholder notices and announcements
6. Form of Public Announcement: Template for the official delisting announcement
7. Compliance Checklist: List of regulatory requirements and their status
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