The Court of First Instance has ordered AMTD Global Markets Limited (AMTD, formerly known as orientiert XYZ Securities Limited and currently known as oOo Securities (HK) Group Limited) to produce records and pay a fine, following legal proceedings initiated by the Securities and Futures Commission (SFC) against AMTD for failing to comply with statutory notices issued during the course of SFC investigations (Notes 1 to 4).
The SFC’s investigations concern suspected fraudulent or deceptive schemes and/or the disclosure of false or misleading information in the initial public offerings of certain listed companies where AMTD acted as bookrunner, lead manager and underwriter.
The Court ordered AMTD to comply with the outstanding requests in the relevant SFC notices by 19 January 2026. Additionally, the Court ruled that AMTD should be penalised for contempt of court by paying a fine for its past non-compliance with the notices. The amount of the fine will be determined at a later date (Notes 5 to 6).
The Court rejected AMTD’s explanations for failing to comply with the notices by the stipulated deadlines, including AMTD’s change of ownership and management and the relocation or loss of its books and records, finding these were not reasonable excuses for non-compliance with the notices.
Mr Christopher Wilson, the SFC’s Executive Director of Enforcement, said, “The SFC does not tolerate non-compliance with the SFO. Licensed firms and individuals must cooperate with SFC investigations and must not withhold information when requested. Failure to do so undermines market integrity and will be met with robust enforcement action.”
The SFC wishes to express its appreciation to the United Kingdom Financial Conduct Authority for its assistance in the investigation of this case.
Notes:
- AMTD is now licensed under the Securities and Futures Ordinance (SFO) to carry on Type 1 (dealing in securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities.
- Under section 183 of the SFO, the SFC can require a person under investigation, or a person who is believed to have in his possession any record or document relevant to an SFC investigation, to (amongst other things) produce the specified records. If a person fails to comply with such a requirement without a reasonable excuse, the SFC can bring proceedings under section 185 of the SFO which empowers the Court of First Instance to inquire into the circumstances of non-compliance. The Court can order the person to comply with the requirement and can punish them as if they had been guilty of contempt of court if it is satisfied that the person does not have any reasonable excuse for not complying.
- The SFC has not pursued these proceedings against four former executives after they had each attended interviews with the SFC after these proceedings were commenced.
- Please see the SFC’s press release dated 23 November 2023.
- The Court ordered AMTD to comply with the relevant SFC notices under section 185(1)(a) of the SFO and that AMTD should be fined under section 185(1)(b) of the SFO. The relevant SFC notices with outstanding requests were issued on 22 July 2021, 31 August 2021 and 2 June 2022 under section 183 of the SFO. They required the production of records and documents and answers to written questions. The Court found that AMTD was not liable in relation to the SFC notice issued on 30 January 2023 under section 183 of the SFO.
- For details of the judgment, please refer to https://legalref.judiciary.hk/lrs/common/ju/ju_frame.jsp?DIS=173093&currpage=T
