Hong Kong SFC Commenced Legal Proceedings Against AMTD Global Markets & 3 Ex-Executives for Not Complying with IPO-Related Investigations of Suspected Fraud & Misleading Information as Bookrunner, Lead Manager & Underwriter, Issued 2-Year Ban on Ex-UBS Managing Director & Chairman of AMTD Group Calvin Choi, Failure to Disclose Conflict of Interest as Managing Director at UBS in 2014 & 2015 on 2 Transactions
24th November 2023 | Hong Kong
The Hong Kong SFC (Securities & Futures Commission) has commenced legal proceedings against AMTD Global Markets and 3 former executives (Lo Chi Hang, Philip Yau Wai Man & See Hiu Lun) for not complying with IPO-related investigations of suspected AMTD fraud & misleading information as bookrunner, lead manager & underwriter. Hong Kong SFC: “The Securities and Futures Commission (SFC) has commenced legal proceedings asking the Court of First Instance to inquire into the circumstances of non-compliance by AMTD Global Markets Limited (AMTD, currently known as orientiert XYZ Securities Limited) and its former executives with the SFC’s notices in initial public offerings (IPOs)-related investigations. The SFC’s investigations related to suspected employment of fraudulent or deceptive schemes and/or disclosure of false or misleading information in the IPOs of certain listed companies where AMTD was involved as bookrunner, lead manager and underwriter.” In September 2023, the Hong Kong Securities & Futures Commission (SFC) issued a 2-year ban on former UBS Managing Director and Chairman & CEO of AMTD Group Calvin Choi for failure to disclose conflict of interest as Managing Director at UBS in 2014 and 2015 on 2 transactions (SFC Ban from 29/9/23 to 28/9/25). More info below:
“ Hong Kong SFC Commenced Legal Proceedings Against AMTD Global Markets & 3 Ex-Executives for Not Complying with IPO-Related Investigations of Suspected Fraud & Misleading Information as Bookrunner, Lead Manager & Underwriter “
Hong Kong SFC Commenced Legal Proceedings Against AMTD Global Markets & 3 Ex-Executives for Not Complying with IPO-Related Investigations of Suspected Fraud & Misleading Information as Bookrunner, Lead Manager & Underwriter
23rd November 2023 – The Securities and Futures Commission (SFC) has commenced legal proceedings asking the Court of First Instance to inquire into the circumstances of non-compliance by AMTD Global Markets Limited (AMTD, currently known as orientiert XYZ Securities Limited) and its former executives with the SFC’s notices in initial public offerings (IPOs)-related investigations (Notes 1 & 2). The SFC’s investigations related to suspected employment of fraudulent or deceptive schemes and/or disclosure of false or misleading information in the IPOs of certain listed companies where AMTD was involved as bookrunner, lead manager and underwriter.
The former executives of AMTD, amongst others, are: Lo Chi Hang, former responsible officer (RO); Philip Yau Wai Man, former director and manager-in-charge (MIC); and See Hiu Lun, former emergency contact person and complaints officer (Notes 3 to 5).
The SFC issued notices to AMTD seeking records relating to, amongst other things, its work in those IPOs. However, AMTD did not fully comply with the notices. The former executives of AMTD did not attend interviews as required after the SFC had issued them with interview notices. If the Court is satisfied after an inquiry that AMTD and its former executives do not have any reasonable excuse for not complying with the SFC notices, it can order AMTD to produce the specified records and its former executives to attend interviews, and it can punish them as if they had been guilty of contempt of court.
Notes:
- Under section 183 of the Securities and Futures Ordinance (SFO), the SFC can require a person under investigation or a person who is believed to have in his possession any record or document relevant to an SFC investigation to (amongst other things) produce the specified records, and attend an interview. If a person fails to comply with such a requirement without a reasonable excuse, the SFC can bring proceedings under section 185 of the SFO which empowers the Court of First Instance to inquire into the circumstances of non-compliance. The Court can order the person to comply with the requirement and can punish them as if they had been guilty of contempt of court if it is satisfied that the person does not have any reasonable excuse for not complying.
- AMTD is licensed under the SFO to carry on Type 1 (dealing in securities), Type 2 (dealing in futures contracts), Type 4 (advising on securities), Type 6 (advising on corporate finance) and Type 9 (asset management) regulated activities.
- Lo was AMTD’s RO in respect of its Type 1 (dealing in securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities from 7 April 2016 to 6 April 2023, and AMTD’s RO in respect of its Type 2 (dealing in futures contracts) regulated activity from 1 March 2019 to 6 April 2023.
- Yau was AMTD’s MIC for operational control and review, risk management, and finance and accounting from 17 July 2017 to 6 February 2023, AMTD’s MIC for information technology from 19 March 2018 to 6 February 2023 and AMTD’s MIC for anti-money laundering and counter-terrorist financing from 4 March 2019 to 6 February 2023. Yau was AMTD’s director from 19 December 2016 to 31 December 2019.
- See was AMTD’s emergency contact person and AMTD’s complaints officer from 16 April 2021 to 9 February 2023. See was AMTD’s licensed representative in respect of its Type 1 (dealing in securities) regulated activity from 5 April 2016 to 3 July 2017, and in respect of its Type 4 (advising on securities) regulated activity from 23 September 2016 to 3 July 2017. See is currently not licensed by the SFC.
Hong Kong SFC Issues 2-Year Ban on Ex-UBS Managing Director & Chairman of AMTD Group Calvin Choi, Failure to Disclose Conflict of Interest as Managing Director at UBS in 2014 & 2015 on 2 Transactions
29th September 2023 – The Hong Kong Securities & Futures Commission (SFC) has issued a 2-year ban on former UBS Managing Director and Chairman & CEO of AMTD Group Calvin Choi for failure to disclose conflict of interest as Managing Director at UBS in 2014 and 2015 on 2 transactions (SFC Ban from 29/9/23 to 28/9/25). The then-UBS Managing Director Calvin Choi had failed to disclose conflict of interest in LR Capital Financial Holdings when acting as advisor (Managing Director) at UBS for clients (2015: LR Capital Financial Holdings, China Minsheng and 2014: Xinte Energy, LR Capital China Growth Company). Hong Kong SFC: “The Securities and Futures Appeals Tribunal (SFAT) handed down a determination today and upheld the Securities and Futures Commission (SFC)’s disciplinary action against Mr Calvin Choi Chi Kin, a former managing director of UBS AG, from re-entering the industry for two years from 29 September 2023 to 28 September 2025 for breaches of the SFC’s Code of Conduct and the CFA Code of Conduct. The disciplinary action followed the SFC’s investigation which found that between November 2014 and December 2015, when Choi was the project sponsor or a deal team member on two transactions for which UBS AG was mandated, he was involved in the business of the counterparties of the transactions by providing them with assistance that exceeded the scope of his role as a typical coverage banker. In doing so, Choi potentially placed himself in a position of conflict of interest with UBS AG and/or its clients. The SFC also found that Choi failed to disclose the actual or potential conflicts of interest to UBS AG.” More info below:
Christopher Wilson, Hong Kong SFC Executive Director of Enforcement: “I am pleased that the SFAT has re-affirmed the SFC’s decision to sanction Mr Choi. The SFAT’s determination sends a clear message to the market that it is a fundamental duty of licensed persons to avoid conflicts of interest and ensure that clients are treated fairly in carrying out their business activities.”
Hong Kong SFC Issues 2-Year Ban on Ex-UBS Managing Director & Chairman of AMTD Group Calvin Choi
29th September 2023 – The Securities and Futures Appeals Tribunal (SFAT) handed down a determination today and upheld the Securities and Futures Commission (SFC)’s disciplinary action against Mr Calvin Choi Chi Kin, a former managing director of UBS AG, from re-entering the industry for two years from 29 September 2023 to 28 September 2025 for breaches of the SFC’s Code of Conduct and the CFA Code of Conduct.
The disciplinary action followed the SFC’s investigation which found that between November 2014 and December 2015, when Choi was the project sponsor or a deal team member on two transactions for which UBS AG was mandated, he was involved in the business of the counterparties of the transactions by providing them with assistance that exceeded the scope of his role as a typical coverage banker. In doing so, Choi potentially placed himself in a position of conflict of interest with UBS AG and/or its clients. The SFC also found that Choi failed to disclose the actual or potential conflicts of interest to UBS AG.
Notes:
- Choi was licensed under the Securities and Futures Ordinance (SFO) and was accredited to UBS Securities Hong Kong Limited to carry on Type 6 (advising on corporate finance) regulated activity between 7 June 2012 and 30 January 2016. He was also a relevant individual engaged by UBS AG to carry on Type 1 (dealing in securities), Type 4 (advising on securities) and Type 6 (advising on corporate finance) regulated activities under the SFO between 30 October 2010 and 29 January 2016. Choi is currently not registered with the Hong Kong Monetary Authority or licensed by the SFC.
- General Principle 6 (Conflicts of interest) of the Code of Conduct for Persons Licensed by or Registered with the SFC (Code of Conduct) provides that a licensed or registered person should try to avoid conflicts of interest, and when they cannot be avoided, should ensure that its clients are fairly treated. Paragraph 10.1 (Disclosure and fair treatment) of the Code of Conduct further provides that a licensed or registered person should neither advise nor deal in relation to a transaction involving actual or potential conflicts of interest unless the conflicts are disclosed and reasonable steps have been taken to ensure fair treatment of the client.
- Paragraph 4 (Conflicts of interest) of the Corporate Finance Adviser Code of Conduct (CFA Code of Conduct) provides that a corporate finance adviser should avoid engaging in work that is likely to involve conflicts of interest. Paragraph 4.1 (Conflicts of interest) of the CFA Code of Conduct provides that a corporate finance adviser should (a) take all reasonable steps to avoid situations that are likely to involve a conflict of interest; (b) not unfairly place its interests above those of its clients; and (c) withdraw from, or decline to accept, a mandate where a material conflict of interest arises with its client that cannot be resolved through its client giving its informed consent.
- Please see the SFAT’s determination for SFAT Application No. 4 of 2022 on its website.
Hong Kong SFC Seeks 2 Years Ban for Chairman & CEO of AMTD Group Calvin Choi, Failure to Disclose Conflict of Interest as Managing Director at UBS in 2014 & 2015
3rd June 2022 – The Hong Kong Securities & Futures Commission (SFC) is seeking a 2 years ban on Chairman & CEO of AMTD Group Calvin Choi for professional misconduct, failing to disclose conflict of interest in LR Capital Financial Holdings when acting as advisor (Managing Director) at UBS for clients (2015: LR Capital Financial Holdings, China Minsheng and 2014: Xinte Energy, LR Capital China Growth Company). Chairman & CEO of AMTD Group Calvin Choi had filed for anonymity in his appeal, and had been rejected (Date of Ruling 29/4/22). In 2020, China Minsheng Investment Group had accused Calvin Choi of financial fraud.
AMTD Group
According to the CIC Report, we are the No. 1 independent investment banking firm in Asia as measured by both the number and the aggregate offering size of Hong Kong and U.S. IPOs completed in each of 2018 and the first quarter of 2019, and the largest independent asset management firm in Asia in serving both PRC regional banks and new economy companies as measured by assets under management (AUM) as of March 31, 2019. On Aug 5, 2019, AMTD International successfully listed on New York Stock Exchange (NYSE:HKIB); then on Apr 8, 2020, AMTD International successfully listed on Singapore Exchange (SGX: HKB).
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