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Hong Kong Case Law

Interpretation of takeovers code rule 2.10
  • 18 Oct 2021

    RE CHONG HING BANK LTD

    Citation
    [2021] HKCFI 3091
    Court
    Court of First Instance
    Case number
    HCMP968/2021

    Rule 2.10 must be construed prohibitorily: the required approval must be obtained at a meeting constituted as a meeting of holders of disinterested shares only; concert parties should not attend or vote for the purpose of Rule 2.10. In this case the court was satisfied that the concert parties gave irrevocable undertakings not to vote and did not vote at the Court Meeting, the statutory and Takeovers Code thresholds were met, the scheme was properly convened and the court therefore sanctioned the scheme and confirmed the reduction of capital under s.229.