Speaker(s)

• Mr Dan Cheng, Associate Director, ISS-Corporate
• Mr Herman Choi, Head of APAC Advisory, ISS-Corporate
• Ms Tina Chang, Associate Director, Sustainable Investing, Fidelity International (Panellist)
• Mr Tom Chau FCG HKFCG, Vice-President of HKCGI; and Partner, Haiwen & Partners LLP (Chair)

Description

"Strengthening board independence" is one of the most contentious issues in corporate governance, as identified in the consultation conducted by Hong Kong Exchanges and Clearing Limited (HKEX) in June 2024. Following the conclusions published by HKEX in December 2024, the proposed changes regarding board independence and other areas will take effect on 1 July  2025.

This seminar aims to foster a robust dialogue among seasoned speakers from proxy advisors, legal professionals, and listed companies about the evolving landscape of corporate governance in Hong Kong and beyond. The focus will be on the pressing issue of board independence, particularly concerning the tenure, responsibilities, and commitments of independent directors (INEDs).

Key Discussion Topics Include: 

• Tenure of INEDs: The tenure of independent directors has become a contentious issue not only in Hong Kong but across major Asian markets. With many Hong Kong companies having long-tenured independent directors, the seminar will explore potential measures to mitigate "groupthink" and encourage board renewal. Participants will assess whether current regulations are sufficient or if stricter tenure limits should be imposed to ensure genuine independence.
• Role of the Lead INED: The role of the Lead INED will be scrutinised, particularly in the context of investor expectations. As other Asian jurisdictions like Singapore, Japan and South Korea have stricter board independence requirements for specific types of companies to balance the interests of minority shareholders against those of controlling stakeholders, the seminar will evaluate whether appointing a Lead INED is necessary to achieve this end.
• Implications of Multiple Board Seats: The seminar will examine the implications of holding multiple board seats, emphasising the responsibilities that accompany outside commitments.
• Voting Dynamics at AGMs: The seminar will delve into the voting dynamics at annual general meetings (AGMs) as investors increasingly demand stricter governance standards, potentially leading to more "against" votes if expectations are not met.

Participants in this seminar will gain valuable insights into aligning governance practices with investor expectations, ultimately enhancing board effectiveness and accountability within Hong Kong's corporate landscape.

Remarks on this Physical Session:

• This is the physical session and physical attendance is required for CPD counting purpose. If you wish to join online, please click HERE for the online session.
• Physical seats are limited and shall be taken on first-come first served basis. Registration will be closed on 18 March 2025 at 2.00pm.
• Once enrolment in the physical session is confirmed by the Institute, requests to change to online session will NOT be entertained.
• Physical attendance is subject to the weather condition at the time of the seminar. The Institute reserves the right to convert enrolment in the physical session into online session.

Level: Intermediate

Speakers' bios:
Mr Dan Cheng
Mr Herman Choi
Ms Tina Chang (Panellist)
Mr Tom Chau (Chair)

Seat guarantee will only be given to HKCGI Fellows and/or Practitioner’s Endorsement (PE) holders if registered 10 clear working days with payment prior to the date of the seminar.