SFC publicly criticises Fidelity Worldwide Investment for breaches of Takeovers Code

7 Nov 2011

The Securities and Futures Commission (SFC) has publicly criticised FIL Investment Management (Hong Kong) Limited (trading under the brand name Fidelity Worldwide Investment in Hong Kong) for breaches of the Code on Takeovers and Mergers (Takeovers Code) as a result of its failure to disclose its dealings in Little Sheep Group Limited (Little Sheep) shares (Note 1).

Between 23 May 2011 and 1 June 2011 Fidelity Worldwide Investment executed 29 trades in Little Sheep shares and failed to make public disclosure of these dealings as required by the Takeovers Code.

Fidelity Worldwide Investment has accepted that it breached the Takeovers Code and consented to the disciplinary action taken against it. Since the breaches came to light, Fidelity Worldwide Investment has implemented a number of measures to ensure future compliance with the Takeovers Code.

The SFC wishes to take this opportunity to remind practitioners and parties who wish to take advantage of the securities markets in Hong Kong that they should conduct themselves in matters relating to takeovers and mergers in accordance with the Takeovers Code and particularly, associates must report their dealings in the offeree company (or offeror company in the case of a securities exchange offer) during an offer period in accordance with the Takeovers Code.

A copy of the Executive Statement and the relevant Takeovers Code provisions can be found in the Takeovers and Mergers Executive Statement section of the SFC website at www.sfc.hk.


1. FIL Investment Management (Hong Kong) Limited is licensed under the Securities and Futures Ordinance to carry out Type 1 (dealing in securities), Type 4 (advising on securities), Type 5 (advising on futures contracts) and Type 9 (asset management) regulated activities in Hong Kong.

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