Keynote Speech: The Importance of Corporate Governance in an International Financial Centre

Overview of Recent Regulatory Amendments

• Disclosure of general obligations - does the market understand when disclosure is required under Listing Rule 13.09 and what safe harbours, if any, are available?
• Dealing in securities - pros and cons for extending the black-out period for directors and what is the market's response?

• Role of independent directors - what are their obligations and are they accountable for regulatory breaches?

• Proposed amendments on public float - should listed companies be allowed to reduce their public float post listing?

Regulators' Panel: Role of Regulatory Bodies in Corporate Governance

• This panel will discuss certain proposed amendments and how they impact listed company operations:
• Is statutory backing dead? If so, what is proposed to be put in place to give regulators more teeth?
• Are we seeing the beginning of more enforcement actions? Are we ready for light touch regulation but more enforcement?
• Are the recent proposed regulatory amendments the way forward to improve corporate governance?
• How to achieve regulatory balance?
• Impact on listed companies: Are they merely increasing compliance costs or are they effective on improving corporate governance?

PRC Listed Companies Panel: Compliance and Enforcement Issues

Many PRC companies with operations solely in the PRC are now listed in Hong Kong or will be seeking a dual listing in Hong Kong and the PRC.  This panel will discuss issues concerning PRC companies listed in Hong Kong including the following:

• Compliance issues for PRC companies - for those companies that have dual listing, how do they reconcile different rules?

• Cross border enforcement issues

• Detecting wrongdoing / Risk monitoring: how can the HK listed entity effectively detect wrongdoing by the operating entities or risk monitoring by the listed entity in HK?

• Accounting practices: differences between HK and PRC companies

• What are usual warning signs for PRC companies that have gone "wrong"? e.g. auditor refusing to renew?

Corporate Social Responsibility

Corporate social responsibility is now becoming accepted as part of practicing good corporate governance.  How are Hong Kong companies rated?

• What is CSR? Differences between CG and CSR
• Does being a good corporate citizen mean sacrificing profits?
• Current state of CSR for HK listed companies
• How to promote CSR awareness or improve CSR for them?
• How do investors view companies with CSR policies?
  • HK and Asian corporate disclosure on climate change
  • New investor strategies for addressing environmental, social, and governance issues in investment portfolios
• Is CSR a mature issue for business?

Luncheon Keynote Speech: Corporate Governance as a Tool for Creating Value in Businesses

Family-controlled/Government-owned Business Panel

Many companies in Hong Kong are either family-controlled businesses or state-owned or government-owned businesses.  This panel will discuss pertinent issues relating to these listed companies:

• Roles of family members / government in business
• Dealing with conflicts: balancing interests of majority and minority shareholders
• Independent directors: are they truly independent?
• Family succession planning: grooming 2nd generation to take over versus independent professional management
• Proposed regulation to improve corporate governance: is this the way to go or are the rules too stringent?

Risk Intelligence for Listed Companies

The importance of establishing strong risk management practices is gaining wide recognition among listed companies in most major markets.  However, despite this increasing general awareness, many companies struggle to grasp the key concepts behind risk management, especially as these tend to be varied and elusive.  This makes companies less willing to implement more formal risk management systems or leads to such initiatives being inefficient or having sub-optimal results, in terms of ineffective governance and internal controls. This session will seek to provide guidance on how listed companies can become more risk intelligent by introducing:

• Risk management and risk assessment concepts
• Issues relating to, and practical approaches for, risk management implementation and activity
• Effective internal controls systems

Mr. Hugh Gozzard, Principal, Enterprise Risk Services, Deloitte Touche Tohmatsu

Investors' Panel

Good governance is fundamental to good management and good performance. In Hong Kong, it is particularly so with many listed companies being state-owned or family-controlled businesses.  Transparency and good corporate disclosure will be more essential.  This panel will address the following issues:

• Expectations from institutional investors - what do they want? Do investors feel that corporate governance amongst HK companies has improved?
• Shareholder activism: are institutional investors the drivers for shareholder activism? How to promote more shareholder activism?
• Does good corporate governance equate good market valuation & vice versa?
• Role of institutional investor in proffering good corporate governance
• What are warning signs of "bad" corporate governance?