Bringing Sustainable Success to the Hong Kong Primary Market China IPOs Conference 2005 Paul Chow Chief Executive, HKEx 28 September 2005
Download ReportTranscript Bringing Sustainable Success to the Hong Kong Primary Market China IPOs Conference 2005 Paul Chow Chief Executive, HKEx 28 September 2005
Bringing Sustainable Success to the Hong Kong Primary Market China IPOs Conference 2005 Paul Chow Chief Executive, HKEx 28 September 2005 Agenda Highlight of Hong Kong Securities Market Mainland China Dimension HKEx’s Major Initiatives in Primary Market Conclusion 2 HKEx ranks 9th among global exchanges by market capitalisation 14000 Jul 2005 market capitalisation, US$bn 13,332 12000 US$ 939 bn as of Jul 2005 10000 US$ 956 bn (HK$ 7.5 tr) as of 20 Sep 2005 8000 6000 3,467 1,162 971 939 846 754 754 740 554 459 457 278 255 109 Shenzhen 1,315 Singapore 2000 Shanghai 2,527 Mumbai 2,920 Taiwan 3,599 4000 Korea Exchange OMX Exchanges Italy Australia Swiss Exchange HKEx Spanish Exchanges Deutsche Boerse Toronto Euronext London Tokyo Nasdaq NYSE 0 3 HKEx ranks 16th among global exchanges by equity turnover YTM Jul 2005 turnover, US$bn 9000 8000 7,935 US$ 261 bn as of YTM Jul 2005 7000 5,895 6000 US$ 309 bn (HK$ 2.4 tr) as of 20 Sep 2005 5000 4000 3,226 3000 536 469 377 341 322 261 164 122 79 65 Singapore 581 Shenzhen 583 Shanghai 772 India 973 HKEx 1,062 1000 Taiwan 1,690 Amex 1,942 2000 Australia Toronto OMX Exchanges Korea Exchange Swiss Exchange Italy Spanish Exchanges Deutsche Boerse Euronext Tokyo London Nasdaq NYSE 0 4 HKEx ranks 4th among global exchanges by equity fund raised YTM Jul 2005 equity fund raised, US$bn US$ 17.3 bn as of YTM Jul 2005 70 64.1 US$ 19.6 bn (HK$ 153 bn) as of YTM Aug 2005 60 50 40 30 26.0 25.0 20 17.3 15.1 13.0 9.8 10 9.4 7.3 6.8 6.0 5.2 4.9 4.3 4.2 3.6 3.5 3.4 2.7 0.4 Shenzhen Singapore Athens JSE Shanghai Nasdaq Osaka Borsa Italiana NSE of India BSE Spanish Exchanges San Paulo Wiener Börse Australia SE Tokyo Euronext HKEx Tokyo London NYSE 0 5 HKEx key market statistics Unit YTM Aug 2005 2004 Total turnover HK$bn 2,978 3,974 Average daily turnover HK$bn 18.2 16.0 Total # of derivatives contracts Number 16,116,157 19,629,692 Average daily # of derivatives contracts Number 98,269 80,533 # of listed companies - equity Number 1,108 1,096 # of new listings – equity Number 30 70 Fund raised by IPOs HK$bn 68.7 97.2 Fund raised in secondary market HK$bn 84.1 184.6 Total fund raised HK$bn 153.0 281.8 6 Agenda Highlight of Hong Kong Securities Market Mainland China Dimension HKEx’s Initiatives in Primary Market Conclusion 7 Since the 1980s, Hong Kong has played a key role in bridging between Mainland China and the world 1960-80 1980 1993 Mostly British hongs, utility companies & property companies Many HK H-shares listed market companies developed had Some Hmanufacture share & operations in Red-Chip Pearl River companies Delta dual listed HK- or on HK & foreignoverseas incorporated markets Mainland enterprises listed in HK as Red Chips 1994 2003 2004 Stock H-shares H-shares options, Index Index futures & Futures Options warrants launched launched for iShares individual FTSE/Xin Mainland hua A50 enterprises China developed Tracker launched 2005 Promote listing of foreigncontrolled companies with Mainland operations Since 1993, over HK$1 trillion (as of 20 Sept 2005) of equity funds were raised by Mainland China enterprises, representing 50% of market total 8 Of the 15 largest companies in 2005, 5 of them are Mainland enterprises 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 1962 1973 1983 1993 Aug 2005 Hongkong Bank Hongkong Bank Hongkong Bank HSBC HSBC Whampoa Dock HK Land Hang Seng Bank HK Telecom China Mobile HK Land Jardine Matheson China Light SHK Properties Hutchison Whampoa China Light Hutchison Intern’l Hutchison Hang Seng Bank CNOOC KM Bus (1933) E.A. Navigation HK Electric Hutchison Standard Chartered HK Electric New World Dev. HK Land China Light Hang Seng Bank HK Telephone Wharf Wharf & Godown Cheung Kong Cheung Kong Yaumati Ferry China Light Swire Pacific Swire Pacific SHK Properties HK Tram Wheelock Marden Jardine Matheson Henderson Land Bank of China Wheelock Taikoo Swire General Oriental Wharf Swire Pacific Jardine HK Telephone HK Telephone HK Land PetroChina Swire HK Electric Swire Properties HK Electric CLP Holdings Lane Crawford Hang Seng Bank Cheung Kong New World Dev. HK & China Gas SHK Properties Jardine Matheson China Netcom CITIC MTR Kwong Sang Hong Whampoa Dock GI Cement HK & Shanghai Hotels New World Dev. Largest companies since 1962 in term of market cap. Other largest companies in 1973/1983/1993 in term of market cap. New largest companies in Aug 2005 in term of market cap. Mainland enterprises 9 Definitions of Mainland enterprises No. of Listed Issuers Main Board GEM Total YTM Aug 2005 Definition H shares Enterprises incorporated in the Mainland which are either controlled by Mainland Government entities or individuals 76 38 114 Red chips Enterprises incorporated outside of Mainland and controlled by Mainland Government entities 85 3 88 Non-H shares Mainland Private Enterprises Enterprises incorporated outside of Mainland and controlled by Mainland individuals 84 30 114 245 71 316 204 47 251 449 118 567 Sub-total Mainland operating enterprises TOTAL Other enterprises listed in Hong Kong that have substantial operations in the Mainland 10 Mainland China enterprises contribute significantly to the Hong Kong securities market YTM Aug 2005 Unit Total Mainland enterprises # of listed issuers Number 1,108 316 29% # of new listings – equity Number 30 15 50% Market capitalisation HK$bn 7,360 2,420 33% Average daily turnover - equity HK$bn 14.8 6.6 45% Funds raised by IPOs HK$bn 68.7 61.7 90% Fund raised in secondary market HK$bn 84.1 12.0 14% Total fund raised HK$bn 153.0 73.9 48% % of total 11 Top 10 IPOs since 1986 are all by Mainland enterprises Rank Company 1 China Unicom 22 Jun 2000 Red Chip 43,608 2 China Mobile 23 Oct 1997 Red Chip 32,665 3 China Life 18 Dec 2003 H shares 26,714 4 China Petro. & Chemical 19 Oct 2000 H shares 26,681 5 China Shenhua 15 Jun 2005 H shares 22,976 6 PetroChina 7 Apr 2000 H shares 22,330 7 BOC Hong Kong 25 Jul 2002 Red Chip 20,516 8 Bank of Communications 23 Jun 2005 H shares 16,835 9 Ping An Insurance 24 Jun 2004 Red Chip 14,337 10 SMIC 18 Mar 2004 Pvt. enterprise 13,858 Listing date Type Fund raised (HK$mn) 12 7 of the top 10 IPOs in 2005 are by Mainland enterprises Rank Company 1 China Shenhua Energy 15 Jun 2005 H shares 22,976 2 Bank of Communications 23 Jun 2005 H shares 16,835 3 China COSCO 30 Jun 2005 H shares 9,537 4 Shanghai Electric Group 28 Apr 2005 H shares 5,054 5 Foxconn 3 Feb 2005 Hong Kong 3,711 6 Guangzhou R&F Properties 14 Jul 2005 H shares 2,284 7 AAC Acoustic Tech. 9 Aug 2005 Pvt. enterprise 980 8 Xinyi Glass 3 Feb 2005 Hong Kong 836 9 Dynasty Fine Wines Red Chip 776 10 I.T. Hong Kong 667 Listing date Type 26 Jan 2005 4 Mar 2005 Fund raised (HK$mn) 13 % of market capitalisation and equity turnover contributed by Mainland enterprises increase significantly over time % of market capitalisation % of equity turnover no. of Mainland enterprises 50.0% 45.0% 49% 45% 316 300 42% 40.0% 350 46% 300 38% 242 35.0% 33% 30% 29% 30.0% 28% 26% 27% 33% 30% 198 27% 27% 250 200 25.0% 152 21% 150 20.0% 127 16% 15.0% 9% 10.0% 9% 50 38 90 12% 12% 5% 111 53 101 14% 100 64 9% 50 5% 5% Aug 2005 2004 2003 2002 2001 2000 1999 1998 1997 1996 1995 1994 0.0% 1993 5.0% 0 14 Mainland enterprises listed in Hong Kong cover a diversified range of industries Industry No. % Technology (telecommunications, IT and electrical & electronic components) 72 23 Real estate 24 8 Raw materials and chemicals 23 7 Energy and power 23 7 Conglomerate 22 7 Pharmaceutical 18 6 Transportation 15 5 Financial services (banks, insurance companies and investment companies) 14 4 Food 11 3 Automobile 10 3 Miscellaneous 84 27 316 100 Total As of Aug 2005 15 Mainland enterprises listed in Hong Kong cover many different regions Region Pan Pearl River Delta (Guangdong, Fujian, Guizhou, Hainan, Hunan, Jiangxi, Sichuan and Yunnan) Bohai Gulf (Beijing, Hebei, Shandong and Tianjin) Yangtze River Delta (Jiangsu, Shanghai and Zhejiang) Nationwide SOE (with businesses all over the Mainland e.g. China Mobile, PetroChina) No. % 83 26 56 18 50 16 42 13 Hong Kong (Mainland companies with major businesses conducted in HK e.g. BOC Hong Kong, Shenyin Wanguo) Multi-regions (with businesses in more than one province e.g. GOME Electrical, China Gas) Northeast (Heilongjiang, Jilin and Liaoning) 29 9 24 8 14 4 18 6 316 100 Others (Anhui, Chongqing, Gansu & Qinghai, Henan, Hubei, Inner Mongolia, Ningxia, Shaanxi, Shanxi, Tibet and Xinjiang) Total 22 provinces 5 autonomous region (Guangxi, Inner Mongolia, Ningxia, Tibet and Xinjiang) 4 municipalities directly under the Central Government (Beijing, Chongqing, Shanghai and Tianjin) As of Aug 2005 16 Agenda Highlight of Hong Kong Securities Market Mainland China Dimension HKEx’s Initiatives in Primary Market Conclusion 17 HKEx’s initiatives related to primary markets are parts and parcels to the success of Hong Kong as a premier capital formation centre for Mainland enterprises Challenges to HKEx in relation to Mainland China enterprises Principles HKEx’s initiatives IPO activities • Continuous supply of IPO applications • Increasing complexity of IPO transactions • Enhance listing decision making efficiency • Enhance operational efficiency • Review of new structure of listing decision-making • Enhancement of internal operations & processes of Listing Division Fund raising platform • Diversified fund raising needs for different Mainland enterprises • Offer robust and flexible fund raising platforms to meet market needs • Promote HK as a premier capital formation centre for Mainland enterprises • Review of GEM • Mainland liaison and promotional activities Solutions 18 HKEx’s initiatives related to primary markets are parts and parcels to the success of Hong Kong as a premier capital formation centre for Mainland enterprises (cont’d) Challenges to HKEx in relation to Mainland China enterprises Market quality assurance • Limitations on crossborder enforcement of non-Hong-Kongbased Mainland issuers • Concentrated ownership on state and individual levels Solutions Principles HKEx’s initiatives • Enhance cross-border enforcement • Continue to uphold and enhance disclosure based regulatory regime based on international standards • Closer cooperation with SFC, CSRC, 2 Mainland exchanges and other enforcement authorities • Statutory backing of certain provisions of the Listing Rules • Continual promotion and education of corporate governance • Enhancement of dissemination of listed issuers’ disclosures 19 Continuous supply of IPO applications in the pipeline Main Board GEM Total YTM Aug 2005 66 14 80 2004 96 34 130 YTM Aug 2005 44 7 51 2004 59 23 82 No. of newly listed companies YTM Aug 2005 27 3 30 No. of newly listed companies in 2004 49 21 70 New applications accepted Approvals in principle granted by the Listing Committee 20 HKEx’s initiatives in primary market: IPO activities Current progress • Published consultation paper in Feb 2005 on: - Composition and operation of Listing Committees Review of new structure of listing decision making - Proposals for a more efficient framework for decision-making in matters such as listing applications and suspected breaches of Listing Rules Next Steps • Finalise conclusions and Listing Rule amendments with the SFC, HKEx Listing Committee and HKEx Board • Issue consultation conclusions by end of 2005 - Appointment of an adjudicator as first instance disciplinary decisionmaker and aspects of the adjudicator’s procedures • Received 18 submissions including 7 from industry associations • Responses are published on HKEx website in May 2005 21 HKEx’s initiatives in primary market: IPO activities Current progress • Set up an enhanced case database to capture corporate information of listed issuers and directors Enhancement • Organised professional training of internal programmes for Listing Division operations of (e.g. HKAS/IFRS) Listing Division Next Steps • Review operational procedures in key listing areas to further improve process automation and response efficiency • Further strengthen senior management team of Listing Division - Mainland China liaison - Legal and accounting - Enforcement 22 HKEx’s initiatives in primary market: Fund raising platform Current progress • Established an internal working group to develop proposals for the comprehensive review of GEM • Completed internal research on Review of GEM historical performance of GEM • Prepared comparisons of overseas second board designs Next Steps • Seek informal views from members of HKEx Listing Committees, members of HKEx Board, professional bodies and market participants • Issue public consultation via a formal consultation paper by end of 2005 or early 2006 to: - Outline possible strategies to strengthen liquidity and corporate governance of GEM - Outline options to improve the robustness of the GEM platform to meet issuers’ capital-raising needs 23 HKEx’s initiatives in primary market: Fund raising platform Current progress • Regular communications with Mainland authorities to exchange views on regulations and market developments Mainland liaison and promotional activities • Organised and participated in over 100 conferences with over 6,600 participants including Mainland enterprises and intermediaries Next Steps • Continue to leverage HKEx BJO and special branch representatives in Shanghai & Guangzhou to undertake Mainland liaison activities • Continue to organise major conferences to promote Hong Kong securities market: - Conference in Fuzhou in Sep 05 - Conference in Wuhan in Dec 05 24 HKEx’s initiatives in primary market: Market quality assurance Current progress • SFC issued proposed Securities Statutory backing of certain provisions of the Listing Rules and Futures (Stock Market Listing) Rules and guidelines (SMLR) in Jan 2005 • FSTB issued Consultation Paper on Proposed Amendments to the SFO in Jan 2005 • HKEx submitted combined response to SFC and FSTB in Mar 2005 Next Steps • Prepare a comparison of regulatory regimes in UK, US, Australia and under IOSCO principles on financial reporting, connected transaction and price sensitive information • Continue discussions with FSTB and the SFC on the draft SMLR, and solicit inputs from market practitioners • Propose to enshrine the following provisions in statute: - Regular financial reporting obligations - Disclosure obligations of corporate transactions that require prior independent shareholder approval (e.g. connected transactions) - Obligation to disclose price-sensitive information 25 HKEx’s initiatives in primary market: Market quality assurance Current progress • Implemented revised Code on CG Practices and CG Report in Jan 2005 Continual promotion and education of corporate governance • Implemented revised listing rules on CG in Mar 2004 • Implemented revised Code Provision on internal controls and the relevant disclosure requirements in the CG Report in Jul 2005 Next Steps • Allow time for listed issuers to adapt to new CG provisions • Analyse responses from issuers on questionnaire sent out in Jul 2005 regarding market readiness to comply with the recent changes • Continue to promote a compliance culture through issuer and investor education • Conducted training programmes for 124 finance, accounting executives and board secretaries of H-share companies 26 HKEx’s initiatives in primary market: Market quality assurance Current progress • Proposals on total abolition of Enhancement of dissemination of listed issuers’ disclosures paid advertisements and mandatory use of eSubmission system (currently account for 24% of submissions) endorsed by HKEx Listing Committee in Jul 2005 • Implemented a Disaster Recovery Site for HKEx website in Sep 2005 to enhance its resilience as a central dissemination platform for issuer disclosures in the future Next Steps • Establish an enhanced dissemination infrastructure of listed issuer information • Enhance security features and user-friendliness of the eSubmission system • Publish Exposure Paper by end of 2005 to seek public views on: - Transitional arrangements (e.g. summary announcement vs. notifications) - Proposed rule changes - Requirement of listed issuers to establish their own websites and/or use of third party websites 27 Agenda Highlight of Hong Kong Securities Market Mainland China Dimension HKEx’s Initiatives in Primary Market Conclusion 28 Hong Kong competitive advantages • China’s growth & development presents tremendous business opportunities • Hong Kong is in a unique & favourable position to capture these opportunities • - No foreign exchange controls & withholding tax - No capital gain tax, and no controls on foreign investment and investors - Freely convertible currency - Proximity to Mainland China - Active retail & institutional participation - A free, transparent and fair securities marketplace - Rule of Law - International accounting standards and management best practices - Abundant of professional expertise (investment bankers, accountants, lawyers, valuers) HKEx is committed to build on its historic success and further strengthen its role as a premier capital formation centre for China enterprises as well as an international financial centre 29 HKEx’s strategic focus Goal Geographical focus Business focus Operate a quality market through enhancing regulation and market infrastructure Focus on Hong Kong and Mainland China Focus on core market operations: • Listing • Cash & Derivatives Trading • Clearing • Information Services • Market systems 30 HKEx’s mission statement The mission of HKEx is to operate a world-class marketplace for Hong Kong and Mainland China securities and derivatives products. By offering issuers access to international capital markets and maintaining an open, secure, fair, orderly, efficient and transparent marketplace, HKEx contributes to Hong Kong’s status as an international financial centre . and the premier capital market for Mainland China. By servicing China’s substantial long-term demand for capital and exchange services in accordance with international standards and practices, HKEx has the potential to become one of the world’s pre-eminent exchanges. 31 Thank you www.hkex.com.hk 32