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HKSI Paper 5 (Regulation of Corporate Finance) English Free Trial
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HKSI Paper 5 English Free Preview
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Question 1 of 10
1. Question
The Exchange is responsible for which of the following statement(s)?
I. Receiving notifications
II. Disseminating information regarding changes in the shareholdings of substantial shareholders of listed companies
III. The Limited Partnerships Ordinance
IV. Registration of prospectusesCorrect
Answer is A as The Exchange is responsible for receiving notifications and disseminating information regarding changes in the shareholdings of substantial shareholders of listed companies
Incorrect
Answer is A as The Exchange is responsible for receiving notifications and disseminating information regarding changes in the shareholdings of substantial shareholders of listed companies
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Question 2 of 10
2. Question
The Code on Corporate Governance Practices sets out which of the following principle(s)?
I. The Exchange’s views on the principles of good corporate governance
II. Code Provisions
III. Recommended Best Practices
IV. Worst PracticesCorrect
Answer is C as the Code on Corporate Governance Practices sets out the Exchange’s views on the principles of good corporate governance, code provisions and recommended Best Practices
Incorrect
Answer is C as the Code on Corporate Governance Practices sets out the Exchange’s views on the principles of good corporate governance, code provisions and recommended Best Practices
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Question 3 of 10
3. Question
The Exchange is satisfied by which of the following statement(s)?
I. The prospectus delivered to it pursuant to rule 9.15 of the Listing Rules
II. It is not the responsibility of the issuer to deliver the prospectus
III. The prospectus should not be authorized for registration under the CO
IV. Will issue a certificate under section 38D(5) or 342C(5) of the COCorrect
Answer is D as if the Exchange is satisfied that the prospectus delivered to it pursuant to rule 9.15 of the Listing Rules should be authorized for registration under the CO.
Incorrect
Answer is D as if the Exchange is satisfied that the prospectus delivered to it pursuant to rule 9.15 of the Listing Rules should be authorized for registration under the CO.
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Question 4 of 10
4. Question
When a person is acquiring acquire shares in a company, which of the following statement(s) is true?
I. It is not lawful for the company to give financial assistance for the purpose of that acquisition to take place according to section 47A of the CO
II. The Listing Rules prohibit this for all issuers, including non-Hong Kong-incorporated companies
III. The listed company must also comply its laws of incorporation in the case of a foreign company.
IV. The listed company must also comply with the Share Repurchase CodeCorrect
Answer is A as when a person is acquiring acquire shares in a company It is not lawful for the company to give financial assistance for the purpose of that acquisition to take place according to section 47A of the CO. The Listing Rules prohibit this for all issuers, including non-Hong Kong-incorporated companies
Incorrect
Answer is A as when a person is acquiring acquire shares in a company It is not lawful for the company to give financial assistance for the purpose of that acquisition to take place according to section 47A of the CO. The Listing Rules prohibit this for all issuers, including non-Hong Kong-incorporated companies
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Question 5 of 10
5. Question
Which of the following statement(s) is true for the principal function of the Exchange?
I. Rules for each of the Clearing Houses
II. Provide a fair, orderly and efficient market for the trading of securities
III. The Exchange has issued the Rules Governing the Listing of Securities
IV. Prescribing the requirements for the listing of securities on the ExchangeCorrect
Answer is B as the principal function of the Exchange, as set out in rule 2.01 of the Listing Rules, is to provide a fair, orderly and efficient market for the trading of securities
Incorrect
Answer is B as the principal function of the Exchange, as set out in rule 2.01 of the Listing Rules, is to provide a fair, orderly and efficient market for the trading of securities
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Question 6 of 10
6. Question
A voluntary offer requires which of the following statement(s)
I. Where the offeror or any concert parties purchased shares for cash during the offer period and within six months prior to its commencement, which represents not less than 10% of the voting rights of that class
II. Where shares were purchased for cash by the offeror or its concert parties during the offer period
III. Where, in the view of the executive, a cash offer is necessary to give effect to General Principle paragraph 2.1.
IV. The minimum offer price for the first two circumstances in paragraph 4.51 above must be the highest price paidCorrect
Answer is C as a voluntary offer requires where the offeror or any concert parties purchased shares for cash during the offer period and within six months prior to its commencement, which represents not less than 10% of the voting rights of that class; where shares were purchased for cash by the offeror or its concert parties during the offer period; or where, in the view of the executive, a cash offer is necessary to give effect to General Principle paragraph 2.1.
Incorrect
Answer is C as a voluntary offer requires where the offeror or any concert parties purchased shares for cash during the offer period and within six months prior to its commencement, which represents not less than 10% of the voting rights of that class; where shares were purchased for cash by the offeror or its concert parties during the offer period; or where, in the view of the executive, a cash offer is necessary to give effect to General Principle paragraph 2.1.
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Question 7 of 10
7. Question
Which of the following statement(s) is true for a director
I. act honestly and in good faith, in the interests of the company as a whole
II. act for self-purposes only
III. avoid conflicts of interests
IV. doesn’t disclose any conflicts of interest in any contractsCorrect
Ans is A as that every director must act honestly and in good faith, in the interests of the company as a whole; act for proper purposes; avoid conflicts of interests; and disclose any conflicts of interest in any contracts.
Incorrect
Ans is A as that every director must act honestly and in good faith, in the interests of the company as a whole; act for proper purposes; avoid conflicts of interests; and disclose any conflicts of interest in any contracts.
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Question 8 of 10
8. Question
Which of the following statement(s) is true for The Explanatory Statement
I. The total number of shares to be purchased
II. The source of funds to be used
III. Any material impact on the working capital or gearing
IV. The lowest prices at which the shares have traded during the past 12 months.Correct
Ans is A as The Explanatory Statement should contain the following statements on the total number of shares to be purchased; the reasons for the repurchase; the source of funds to be used; any material impact on the working capital or gearing, etc.; the names of any directors who intend to sell shares; compliance with the Exchange Listing Rules and company laws of its place of incorporation; details on purchases within the past 6 months; whether any connected person has notified the company of its intention to sell shares; and the highest and lowest prices at which the shares have traded during the past 12 months.
Incorrect
Ans is A as The Explanatory Statement should contain the following statements on the total number of shares to be purchased; the reasons for the repurchase; the source of funds to be used; any material impact on the working capital or gearing, etc.; the names of any directors who intend to sell shares; compliance with the Exchange Listing Rules and company laws of its place of incorporation; details on purchases within the past 6 months; whether any connected person has notified the company of its intention to sell shares; and the highest and lowest prices at which the shares have traded during the past 12 months.
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Question 9 of 10
9. Question
When can a company arrange schemes of arrangement?
I. A company may undertake a scheme of arrangement under sections 166 to 168B, CO
II. When the company wishes to amalgamate two or more companies
III. A company may undertake a scheme of arrangement under sections 160 to 168B, CO
IV. Transfer the whole or any part of the undertaking or property of any company concerned in the scheme to another companyCorrect
Answer is A as part of a legal restructuring, a company may undertake a scheme of arrangement under sections 166 to 168B, CO.
Incorrect
Answer is A as part of a legal restructuring, a company may undertake a scheme of arrangement under sections 166 to 168B, CO.
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Question 10 of 10
10. Question
While reorganizing a large PRC company which of the following statement(s) is true?
I. PRC companies will consider many social issues while undertaking such an exercise, and a sponsor has to be very sensitive to these issues
II. Reorganization of a large PRC company will take a lot of time, energy and money to achieve
III. Reorganization of a large PRC company will have to be built into the listing timetable
IV. A sponsor will find himself working with all of the PRC advisers as well as the international ones, and his job is to coordinate all of this workCorrect
Answer is D as the reorganization of a large PRC company will take a lot of time, energy and money to achieve.
Incorrect
Answer is D as the reorganization of a large PRC company will take a lot of time, energy and money to achieve.
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