LexisNexis Legal Content Update: 2024 Q3 Corporate Law Keynote

We are pleased to present our 2024 Q3 update, featuring significant revisions to Hong Kong's corporate legal landscape. Our commitment to providing updated and comprehensive resources is reflected in the breadth and depth of this quarter's updates.

Landmark Revisions to Core Corporate Legislation
In response to recent judicial developments, we have updated three fundamental pieces of annotated Ordinances affecting companies in Hong Kong:

1. Companies Ordinance (Cap 622) - Corporate Governance Standards
   This update incorporates pivotal cases that are relating to corporate governance standards. New cases included:
   1. Chan Kin Tat and Ors v Volleyball Association of Hong Kong, China Ltd and Ors [2023] HKCU 3430 (contractual effect of the memorandum and articles of association under section 86 of the Ordinance was confirmed) ; and
   2. Poon Ka Man Jason v Cheng Wai Tao & Ors [2023] 4 HKC 434 (the necessity to obtain the approval of directors for the making of entries in the register of members under section 151 was elaborated).
2. Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap 32) - Critical Clarifications
   Our latest edition clarifies critical distinction between company winding up and personal bankruptcy, especially on the nature of a statutory demand in these contexts. We included the authorities discussion from:
   1. Just Classic Ltd v Evershine Group Holdings Ltd (永耀集團控股有限公司) [2023] 2 HKC 445 ; and
   2. Re China Oceanwide Group Ltd [2023] HKCU 689.
3. Personal Data (Privacy) Ordinance (Cap 486) – Updated as of 1 July 2024
   The latest reissue offers insights into practical implications of legislative changes, including Personal Data (Privacy) (Amendment) Ordinance 2021 and Accounting and Financial Reporting Council (Transitional and Saving Provisions and Consequential Amendments) Regulation (LN 66 of 2022) and the resulting developments, along with annotations to other relevant sections and recently decided cases.

Enhanced Corporate Precedents: Empowering Efficient Transactions

Practical Guidance: 569 documents updated/added

In 2024, we have added/updated 569 legal documents across all practice areas in Hong Kong Practical Guidance so far, covering topics of:

• Arbitration and enforcement
• Litigation and injunctions
• Data protection
• Employment
• Fintech and tokenization
• Wills and trusts and tax etc.

Refreshed Key Documents

For corporate and commercial modules, we have updated 61 key corporate documents on company incorporation and private equity, notably:

• Subscription and Shareholder’s Agreement ;
• Investment Agreement;
• Equity Commitment Letter ;
• Information Memorandum ;
• Ratchet provision
• Exclusivity Letter ; and
• Board minutes of private/public company etc.

New Greater Bay Area and ESG Resources

We have also added 21 new documents on the Greater Bay Area legal regime and ESG management to cater the growing business needs of cross-boundary transactions and heightened ESG requirements,

With these updates, we empower you to conduct corporate transactions more efficiently, effectively, and with greater confidence in compliance and risk management.

Positioning you at the forefront: Our Commitment to Excellence

These comprehensive revisions ensure that you have access to our updated legal resources available in Hong Kong. Our timely updates reflect our latest judicial decisions, legislative changes, and regulatory developments available, positioning you at the forefront of legal practice.

We invite you to explore these updated resources and consider how they can enhance your practice and benefit your clients.

Thank you for your continued trust in our services. We look forward to bringing you further updates in our next update.