5 Asian Legal Business | February 2025 The proposed changes could significantly reshape the listing landscape. “The reforms provide regulatory clarity on public float requirements below 10 percent for A-share companies with market capitalization exceeding HK$30 billion ($3.83 billion),” partners at Haiwen tell ALB. “Smaller dual-listed A+H share companies will see public float requirements reduced from 15 percent to 10 percent.” “These changes will give A+H share issuers greater flexibility and reduce listing pressures,” the Haiwen partners added. “The proposed phased approach to cornerstone investor lock-up periods could significantly boost cornerstone participation in IPOs.” Waxing and waning Hong Kong’s IPO market is poised to benefit from mainland China’s tightened IPO regulations, with market experts forecasting continued momentum through 2025. “Following mainland China’s IPO restrictions, many Chinese companies have pivoted to Hong Kong listings,” says Wang. “Some early movers have already listed, while others are in various stages of the approval process. We expect these listings to materialize throughout 2025.” Wang highlighted that recent policy support from Chinese regulators, including measures announced by the China Securities Regulatory Commission (CSRC) in 2024 to strengthen Hong Kong’s financial markets, will continue driving this trend. The streamlined approval process for A-share issuers and leading mainland enterprises, announced jointly by HKEX and SFC in October 2024, further reinforces this direction. “We anticipate more companies completing Hong Kong listings in 2025,” says Li Han, partner at Tian Yuan Law Firm. “With mainland IPO policies unlikely to see major changes in 2025, and many companies initiating Hong Kong listing preparations in 2024, we expect increased A-to-H share conversions.” However, partners at Haiwen caution against viewing the relationship between A-shares and Hong Kong listings as a simple zero-sum game. “The two-way opening of domestic and overseas capital markets has always been a key reform objective,” they say. “We expect both markets to attract quality listings in 2025, with an increasing number of companies opting for dual A+H listings.” Competition and cooperation Hong Kong’s legal landscape is undergoing a significant transformation as Chinese law firms expand their presence in the city’s IPO market, challenging the traditional dominance of international legal advisers. Following three years of joint operations, several Chinese law firms have converted their Hong Kong offices into local practices, enabling them to offer comprehensive Hong Kong law services. This transformation is reshaping the competitive dynamics of the city’s legal market. Tian Yuan Law Firm exemplifies this trend. According to Ryan Capital data, in 2024 the firm advised on six IPOs as PRC counsel while simultaneously handling four listings as Hong Kong counsel. “We’re seeing more issuers opt for mainland law firms that can provide integrated onshore and offshore legal services through their Hong Kong offices,” Li at Tian Yuan tells ALB. “This one-stop-shop approach improves efficiency, reduces coordination costs, and better aligns with mainland corporate culture.” Partners at Haiwen note an expansion in mainland firms’ service scope. “Chinese law firms are now handling complex aspects including intellectual property, data protection, antitrust, and sanctions compliance,” they note. However, industry experts emphasize that collaboration, rather than competition, will remain key. “International firms maintain advantages in major deals through their global networks, extensive experience, and The Briefs deep talent pools,” the Haiwen partners add. Wang at Clifford Chance, observes that as some U.S.-based international firms reduce their Greater China presence, their market share is being absorbed by mainland and other international firms. “Leading mainland firms are actively expanding their Hong Kong and international IPO capabilities by recruiting from traditional international firms,” Tim Wang says. Looking ahead to 2025, Wang predicts established firms will maintain their market leadership while competition intensifies among second-tier practices, with the overall competitive landscape remaining largely similar to 2024. 2024年,中国企业境外上市需求增大, 香港IPO市场随之经历快速复苏。瑞恩 资本数据显示,全年港交所共录得71 宗上市,募资达874.78亿港元,金额 同比上涨88.85%,重回全球第四的 位置。 在律所中介机构方面,香港上市呈 现出越来越高的市场集中度。同样根据 瑞恩资本数据,2024年的12个月中,中 国律所方面(此处只计算担任上市中国 律师的情况),竞天公诚居首位,揽获29 个项目;金杜、通商则分别参与17宗、14 宗交易;天元、中伦、君合、嘉源、海问也 取得了不俗的业绩。 国际律师方面,高伟绅助力了15家 企业的香港IPO项目;美迈斯以9家的数 量紧随其后;盛德、普衡则各以7家的成 绩并列第三。 消费、科技是主力板块 在行业领域方面,德勤数据显示,消费 与TMT行业在香港新股数量及融资比 重方面依旧领先,医疗及医药行业则居 于第三位。 高伟绅律师事务所中国业务主席 王彦峰律师对此有着切实观察:“从 上市公司数量来看,2024年香港IPO 市场比较热门的板块包括TMT、软件 行业和消费类,其中包括3家18C特专 科技公司。从发行募集额及散户认购 角度来看,消费类公司吸引了最多的 资金。” 海问律师事务所内地合伙人魏双
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