The Securities and Futures Commission (SFC) today issued a circular setting out consequential amendments to the Code on Real Estate Investment Trusts (REIT Code) which dovetail with changes to the Code of Conduct (Note 1) in relation to bookbuilding, pricing, allocation and placing activities (Note 2). The changes are part of regulatory enhancements to clarify the roles of intermediaries and set out the standards expected of them in these activities.
The REIT Code amendments are also in line with similar amendments to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (Listing Rules) released today. With effect from 5 August 2022, the Listing Rule provisions relating to the sponsor-overall coordinator, overall coordinator and other capital market intermediaries will apply to REIT offerings involving bookbuilding activities.
The amendments will be gazetted on 29 April 2022 and will become effective on 5 August 2022. New requirements will be applicable to authorisation applications for REITs to be submitted or re-filed on or after 5 August 2022.
Notes:
- The Code of Conduct for Persons Licensed by or Registered with the SFC.
- The amendments to the Code of Conduct were set out in the Consultation Conclusions on (i) the Proposed Code of Conduct on Bookbuilding and Placing Activities in Equity Capital Market and Debt Capital Market Transactions and (ii) the “Sponsor Coupling” Proposal published on 29 October 2021 and were gazetted on 5 November 2021. The amendments will become effective on 5 August 2022.
