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Corporate and Commercial Law
Pádraig Walsh is an Asian Legal Business Super 50 TMT Lawyer for 2022
This past year, the Tanner De Witt TMT team advised on the full range of common TMT issues, including licensing, technology procurement and integration, subscription service arrangements, virtual asset regulation, data protection, cyber, telcom regulation, and venture capital and corporate transactions. We thank our clients…Read More
When a director’s days are numbered… removal of directors under the Companies Ordinance of Hong Kong
Members of a Hong Kong private company may remove a director without cause subject to the requirements set out in the Companies Ordinance (“CO”). The general requirements are set out in s. 462 and s. 463 of the CO. They are: A director may…Read More
Equity Incentive Plans
1. What is an equity incentive plan? An equity incentive plan is a scheme adopted and approved by a company that sets out rules that apply to a contract between a company and an individual to provide the individual an interest in or linked to…Read More
Subscription Agreements for Investment
Overview A subscription agreement sets out the terms of an equity investment into the company. It will set out the commercial terms of the investment such as the subscription price for shares, and the class and number of shares to be purchased. It will bind…Read More
Agreeing to be unfair: Can shareholders agree to oust the right to petition to wind up a company?
Establishing a new company can be nerve-racking. A well-drafted shareholders’ agreement ensures that everyone’s respective rights and obligations are clear, helping to minimise potential future disputes. But what are the limits of these agreements; can a shareholder agree that it will not present an “unfair…Read More
Approaching investors with confidence
Before approaching an investor, remember the five P’s: Proper Preparation Prevents Poor Performance. We recommend conducting background due diligence on the potential investor before meeting to see if the investor is suitable for your business. Here are a few topics to explore: 1. The investment…Read More
Due Diligence Tips
Why should you prepare for Due Diligence? It is important to have all the materials concerning due diligence prepared and organised prior to approaching an investor. This will allow you to keep the focus on the actual funding process and transaction documents, rather than responding defensively…Read More
Legal update: SFC Consultation on clarification to offering document exemptions
In this snapshot legal update, we report that on 10 June 2022, the SFC launched a public consultation exercise that includes a proposed clarification to an exemption from SFC authorisation for offering documents for securities. The Securities and Futures Ordinance prohibits the issue of advertisements…Read More
Term Sheets for Investment
1. What is a Term Sheet? A Term Sheet is a summary of the business, finance and legal terms that will apply to an investment round. Usually it is a not a legally binding document, except for a few provisions such as confidentiality, costs or…Read More
The new licensing regime for Virtual Asset Service Providers: The Amendment Bill
The long-awaited Virtual Asset Service Providers (“VASP”) licence regime is coming closer with the Hong Kong government gazetting the Anti-Money Laundering and Counter-Terrorist Financing (Amendment) Bill 2022 on 24 June 2022 (“Bill”). We reported on the key points of the consultation and the conclusion (collectively,…Read More
Legal update: New recommended model clauses for cross-border transfer of personal data
In this snapshot legal update, we report that on 12 May 2022 the Privacy Commissioner for Personal Data (“PCPD”) published new guidance on recommended model contractual clauses for cross-border transfers of personal data (“Model Contractual Clauses Guidance”). This supplements prior guidance published by the PCPD…Read More
Tanner De Witt seeks Corporate Paralegal – 2+ years’ experience
THIS POSITION HAS BEEN FILLED. WE ARE NO LONGER ACCEPTING APPLICATIONS. We are seeking a Corporate Paralegal to join our Corporate Commercial Group and take part in its continued success. Requirements: A minimum of 2-years trademark experience in reputable law firm or MNC Sound knowledge…Read More
