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

369. Consequence of order imposing restrictions
(1) So long as any shares are directed to be subject to the restrictions under this Division—
(a) any transfer of those shares;
(b) in the case of unissued shares—
(i) any transfer of the right to be issued with those shares; and
(ii) any issue of those shares;
(c) any cancellation of those shares or of the relevant certificates for those rights; and
(d) any removal of the registration of those shares to a register of members other than the Hong Kong register,

are void.
(2) Where shares are subject to the restrictions of subsection (1), any agreement to transfer—
(a) those shares; or
(b) in the case of unissued shares, the right to be issued with those shares,

is void (except an agreement to sell those shares on the making of an order under section 371(4)).
(3) So long as any equity derivatives are directed to be subject to the restrictions under this Division—
(a) any transfer or assignment of—
(i) those equity derivatives; or
(ii) any rights under those equity derivatives;
(b) the exercise of any rights under those equity derivatives; and
(c) any removal of the registration of those equity derivatives to a register of holders of equity derivatives other than a register maintained in Hong Kong,

are void.
(4) Where equity derivatives are subject to the restrictions of subsection (3), any agreement to—
(a) transfer or assign—
(i) those equity derivatives; or
(ii) any rights under those equity derivatives; or
(b) exercise any rights under those equity derivatives,

is void (except an agreement to sell those equity derivatives on the making of an order under section 371(4)).

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

370. Offences for attempted evasion of restrictions
(1) A person who—
(a) exercises or purports to exercise any right to dispose of—
(i) any shares or equity derivatives; or
(ii) any right to be issued with any shares or any right under any equity derivatives,
knowing that such shares or equity derivatives are for the time being subject to the restrictions under this Division; or
(b) having an interest in any shares or equity derivatives which, to his knowledge, are for the time being subject to the restrictions under this Division, or being entitled to any right to be issued with other shares or under other equity derivatives in right of them, enters into any agreement which is void under section 369(2) or (4),
commits an offence and is liable on conviction to a fine at level 3 and to imprisonment for 6 months.
(2) If—
(a) any shares in a corporation are registered as transferred;
(b) any shares in a corporation are issued;
(c) any shares in a corporation are cancelled; or
(d) the registration of any shares in a corporation is removed to a register of members other than the Hong Kong register,

in contravention of the restrictions under this Division, the corporation and every officer of it who is in default commit an offence and each is liable on conviction to a fine at level 3 and to imprisonment for 6 months.
(3) If—
(a) any equity derivatives, or any rights under any equity derivatives, are registered as transferred or assigned;
(b) any rights under any equity derivatives are registered as having been exercised; or
(c) the registration of any equity derivatives is removed to a register of holders of equity derivatives other than a register maintained in Hong Kong,

in contravention of the restrictions under this Division, the corporation maintaining such register and every officer of it who is in default commit an offence and each is liable on conviction to a fine at level 3 and to imprisonment for 6 months.

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

374. Mandatory electronic filing of notifications and reports
(1) This section applies to the following documents (specified documents

375. Form of registers and indices
(1) Any register or index required by this Part to be kept by a corporation may be kept either by making entries in a bound book or by recording the matters in question in any other manner.
(2) For the purposes of subsection (1), the corporation may record the matters in question otherwise than in a legible form so long as the recording is capable of being reproduced in a legible form.
(3) If any register or index required by this Part to be kept by a corporation is kept by the corporation by recording the matters in question otherwise than in a legible form, any duty imposed on the corporation by this Part to allow inspection of, or to furnish a copy of, the register or index or any part of it shall be deemed to be a duty to allow inspection of, or to furnish, a reproduction of the recording or of the relevant part of it in a legible form.
(4) If any such register or index is not kept by making entries in a bound book, but by some other means, adequate precautions shall be taken for guarding against falsification and facilitating its discovery.
(5) If default is made in complying with subsection (4), the corporation concerned and every officer of it who is in default commit an offence and each is liable on conviction to a fine at level 1 and, in the case of a continuing offence, to a further fine of $200 for every day during which the offence continues.

376. Regulations by Chief Executive in Council
(1) The Chief Executive in Council may make regulations to—
(a) prescribe anything required or permitted by any provision of this Part to be prescribed by regulations;
(b) provide for exclusions from the requirement to give notification under any provision of this Part;
(c) provide for any other matters for the better carrying out of the objects and purposes of this Part.
(2) Without limiting the generality of the regulations which may be made under subsection (1), such regulations may include any savings, transitional, incidental, supplemental, evidential and consequential provisions (whether involving the provisions of any principal legislation or provisions of any subsidiary legislation).

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

377. Rules by Commission
The Commission may, after consultation with the Financial Secretary, make rules which are not inconsistent with regulations made by the Chief Executive in Council under section 376, to—
(a) prescribe interests and short positions in voting shares in a listed corporation, that are or are to be dealt with pursuant to the provisions of a securities borrowing and lending agreement, to be disregarded for the purposes of section 323 subject to such conditions as may be specified in the rules;
(b) prescribe circumstances of change in the nature of interests for the purposes of section 313(13);
(c) provide for exclusions, subject to such conditions as may be specified in the rules, from the requirement to give notification under any provision of this Part in respect of interests, or short positions, in voting shares in a listed corporation that are or are to be dealt with pursuant to the provisions of a securities borrowing and lending agreement.
(Amended 28 of 2012 ss. 912 & 920 and L.N. 162 of 2013)

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

382. Obstruction
(1) A person who, without reasonable excuse, obstructs any specified person in the performance of a function under or in carrying into effect any provision of this Ordinance 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.
(2) In this section, specified person (指明人士) means—
(a) the Commission;
(b) any member, employee, or consultant, agent or adviser, of the Commission; or
(c) any person appointed to investigate any matter under section 182(1).