Section 7: Effect of corporatisation

7. Effect of corporatisation.—(1) All assets and liabilities of the stock exchange as at the date of corporatisation shall remain the assets and liabilities of the stock exchange. (2) The corporatisation of the stock exchange shall not— (a) create a new legal entity or prejudice or affect its identity or continuity; (b) adversely affect the registration of the stock exchange under section 5 of the Securities Ordinance; (c) prejudice or affect the continuity of its undertakings; (d) render defective or affect any legal, disciplinary or other proceedings brought by or against it prior to the date of corporatisation; (e) affect the validity of any regulation made by the stock exchange or the Commission in pursuance of section 34 of the Securities Ordinance; (f) affect any instruction, order, approval, notification, direction, act, requirement, condition, consent, guideline, circular, undertaking, declaration, indemnity, waiver, exemption, restriction or decision or other document howsoever called, made, given or done by the stock exchange or the Commission in accordance with or in pursuance of the Companies Ordinance or the Securities Ordinance or any other law or rules and regulations made under such law in force at the date of corporatisation, and such instruction, order, approval, notification, direction, act, requirement, condition, consent, guideline, circular, undertaking, declaration, indemnity, waiver, exemption, restriction or decision or other document shall remain valid, binding and have effect in relation to the persons to whom such instruction, order, approval, notification, direction, act, requirement, condition, consent, guideline, circular, undertaking, declaration, indemnity, waiver, exemption, restriction or decision is applied until it is amended, repealed or otherwise expires; (g) affect any right, privilege, obligation or liability acquired by or accrued to the stock exchange under the provisions of the Companies Ordinance or the Securities Ordinance or any other law or rules and regulations made under any such law in force at the date of corporatisation and shall not affect any legal, disciplinary or other proceedings, remedy, inspection, investigation or inquiry in relation to such right, privilege, obligation or liability and any such legal, disciplinary or other proceedings, remedy, inspection, investigation or inquiry may be instituted, continued or enforced after the date of corporatisation; and (h) affect any action that has been taken by the stock exchange for any breach of its regulations. (3) Upon the conversion of the stock exchange from a company limited by guarantee to a company limited by shares, the liability of each member of the stock exchange as guarantor shall be deemed to be extinguished immediately. CHAPTER-III DEMUTUALIZATION

Effective date: 2012-01-01

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