### Securities and Futures Ordinance 《證券及期貨條例》

55. Clearing participant to be party to certain transactions as principal
(1) Where a clearing participant—
(a) in his capacity as such enters into any transaction (including a market contract) with a recognized clearing house; and
(b) but for this subsection, would be a party to that transaction as agent,
then, notwithstanding any other enactment or rule of law, as between, but only as between, the clearing house and any other person (including the clearing participant and the person who is his principal in respect of that transaction), the clearing participant shall for all purposes (including any action, claim or demand, either civil or criminal)—
(i) be deemed not to be a party to that transaction as agent; and
(ii) be deemed to be a party to that transaction as principal.
(2) Where—
(a) 2 or more clearing participants in their capacities as such enter into any transaction; and
(b) but for this subsection, any such clearing participant would be a party to that transaction as agent,
then, notwithstanding any other enactment or rule of law, any such clearing participant to whom paragraph (b) applies shall for all purposes (including any action, claim or demand, either civil or criminal), except as between, but only as between, him and the person who is his principal in respect of that transaction—
(i) be deemed not to be a party to that transaction as agent; and
(ii) be deemed to be a party to that transaction as principal.

56. Property deposited with recognized clearing house
(1) Subject to subsections (2) and (3), where any property is deposited as market collateral by a clearing participant with a recognized clearing house in accordance with the rules of the clearing house, then, notwithstanding any other enactment or rule of law, no action, claim or demand, either civil or criminal, in respect of any right, title or interest in such property held or enjoyed by any person lies, or shall be commenced or allowed, against the clearing house or its nominees.
(2) The operation of subsection (1) in respect of any property deposited as market collateral with a recognized clearing house is subject to the modifications and exclusions provided in the rules of the clearing house.
(3) This section does not operate to prejudice the operation of— (Amended 28 of 2012 ss. 912 & 920; 16 of 2016 s. 4)
(a) section 633 of the Companies Ordinance (Cap. 622); or
(b) any provision of the OFC rules relating to the rectification of the register of shareholders of an open-ended fund company. (Amended 16 of 2016 s. 4)

### Securities and Futures Ordinance 《證券及期貨條例》

57. Preservation of rights, etc.
Except to the extent that they expressly provide, the provisions of this Division do not operate to limit, restrict or otherwise affect—
(a) any right, title, interest, privilege, obligation or liability of a person;
(b) any investigation, legal proceeding or remedy in respect of any such right, title, interest, privilege, obligation or liability.

58. Amendment of Schedule 3
(1) The Financial Secretary may, by notice published in the Gazette, amend Part 5 of Schedule 3.
(2) For the avoidance of doubt, it is hereby declared that the power of the Financial Secretary under subsection (1) to amend Part 5 of Schedule 3 may be exercised in such a way as to include in that Part a provision which requires a recognized clearing house to have, as part of its default rules, rules which prohibit the clearing house from taking any proceedings or other action specified in the provision, either generally or in a particular case.

### Securities and Futures Ordinance 《證券及期貨條例》

60. Interest of recognized exchange controller in recognized exchange company or recognized clearing house cannot be increased or decreased except with approval of Commission
Where a recognized exchange controller is a controller of a recognized exchange company or recognized clearing house, then, by virtue of this section and notwithstanding any other enactment or rule of law—
(a) any interest the recognized exchange controller has in the recognized exchange company or recognized clearing house (as the case may be) as such controller cannot be increased or decreased except with the approval in writing of the Commission;
(b) any attempt (whether in the form of an agreement or otherwise and by whomsoever) to increase or decrease any such interest in contravention of paragraph (a) is void for all purposes.

### Securities and Futures Ordinance 《證券及期貨條例》

62. Exemption from section 59(1) and revocation of exemption
(1) Where the Financial Secretary is satisfied that it is appropriate to do so—
(a) in the interest of the investing public or in the public interest; or
(b) for the proper regulation of markets in securities or futures contracts,
he may, by notice in writing served on a person, exempt the person from section 59(1)—
(i) subject to such conditions as he considers appropriate specified in the notice; and
(ii) with effect from a date specified in the notice for the purpose.
(2) Where the Financial Secretary is satisfied that it is appropriate to do so—
(a) in the interest of the investing public or in the public interest; or
(b) for the proper regulation of markets in securities or futures contracts,
he may, by notice in writing served on a person the subject of an exemption under subsection (1) stating the reasons in support of the ground or grounds for the notice, revoke the exemption—
(i) subject to such conditions as he considers appropriate specified in the notice; and
(ii) with effect from a date specified in the notice for the purpose, being a date reasonable in all the circumstances of the case.
(3) Subject to subsection (4), a person who fails to comply with a condition specified in a notice under subsection (1) or (2) commits an offence and is liable—
(a) on conviction on indictment to a fine of $1,000,000 and to imprisonment for 2 years; or
(b) on summary conviction to a fine at level 6 and to imprisonment for 6 months.
(4) It is a defence for a person charged with an offence under subsection (3) to prove that the person exercised reasonable diligence to comply with the notice concerned under subsection (1) or (2) served on the person.
(5) Without limiting the generality of the Financial Secretary’s power under subsection (1), a person is exempt from section 59(1) in the cases specified in Part 8 of Schedule 3.
(6) For the avoidance of doubt, it is hereby declared that the Financial Secretary’s power under subsection (2) to revoke an exemption under subsection (1) includes the power to revoke and replace the exemption.