Date

Company / Name

Breach Conduct

Disciplinary Actions


28 February 2017

  • Datang International Power Generation Co., Ltd.
  • Mr Cao Jing Shan (former executive director)
  • Mr Zhou Gang (former executive director)
  • Mr Hu Sheng Mu (former non-executive director)
  • MLR14A.35

  • MLR14A.36

  • MLR14A.46

  • MLR14A.49

  • Director’s Undertaking

  • Company’s failure to comply with the reporting, announcement, circular and independent shareholders’ approval requirements as set out in Chapter 14A of the Listing Rules in respect of certain connected transactions.
  • Mr Zhou and Mr Hu’s failure to use their best endeavours to procure the Company’s compliance with Chapter 14A of the Listing Rules.
  • Mr Cao’s failure to cooperate in an investigation conducted by the Exchange and/or the Listing Committee.

REGULATORY MESSAGE:

Chapter 14A provisions are designed to safeguard and protect investors and shareholders, as they rely on information in the public domain to make their investment decisions. As such, the Exchange views the failure to comply with Chapter 14A provisions seriously.

While a single instance of non-compliance, when taken in isolation, may be minor in nature and does not warrant disciplinary action, repeated non-compliance by issuers suggest that (i) the appropriate regulatory message from previous instances of non-compliance have not been recognised; (ii) there are internal control deficiencies; and/or (iii) there are misunderstandings by the directors of Rule obligations, which need to be addressed by appropriate regulatory action.

This disciplinary action highlights the importance of directors having a full understanding of their obligations under the Exchange Listing Rules, in order to procure the Company’s Rule compliance. Directors should participate in continuous professional development to develop and refresh their knowledge and skills, to ensure that their contribution to the board remains informed and relevant, and that breaches are not repeated in the future.


SANCTIONS:


Public Censure of

  • Datang International Power Generation Co., Ltd.
  • Mr Cao Jing Shan

Public Criticism of

  • Mr Zhou Gang
  • Mr Hu Sheng Mu

DIRECTIONS:

  • Company to appoint its legal advisers as an independent adviser on Listing Rule compliance issues for two years
  • Directors’ training as described in the news release

NEWS RELEASE:

http://www.hkex.com.hk/eng/newsconsul/hkexnews/2017/170228news.htm