Company Law II Extended Assignment

A listed company is no longer a private kingdom. However, there are still
many pitfalls in the operation of a listed company, such as, the minority
shareholders have no right to participate in the day to day management,
the share price is highly volatile and does not reflect the company’s net
asset value (NAV) or its financial performance.
In an extreme case, the controlling shareholders may offer to privatize the
company (i.e. to buyout minority shareholders’ interest and cancel the
listing status) at an acquisition premium but at a substantial discount on
its NAV.
You are requested to write an essay on whether the current listing
rules and relevant legislation/ rules/ codes offer sufficient protection
and safeguard to minority shareholders of listed companies.
The essay should consist of no more than 1,200 words of your own and
you are required to follow the guidelines below in preparing the essay:
1 Briefly outline the protections of minority interest under the Listing
Rules, Securities and Futures Ordinance and Takeover code in
around 200 words. Based on the above, discuss and evaluate whether
our legal framework offers sufficient protection to minority
shareholders in around 200-300 words.
2 As for privatisation, outline the minority shareholder’s role and
power and discuss whether the minority shareholders are well
protected in 300-400 words (you may support your views with
successful/ failure privatisation attempts of HK listed companies).
3 Finally, please recommend further rules/ mechanisms in order to
strengthen the protection for the minorities in around 300 words.