Hong Kong Stock Exchange Plans Further Reforms: All Companies Can Submit Confidentially, Listing Threshold for "Dual-Class Share Structure" Cut in Half to HK$20 Billion

Listing | Company Research Office IPO Group

Text | Wang Zheping

On March 13, the Hong Kong Exchanges and Clearing Limited (HKEX), a wholly owned subsidiary of Hong Kong Exchanges and Clearing Limited, published a consultation document seeking market opinions on a series of proposals to enhance Hong Kong’s listing mechanism competitiveness. The consultation period lasts eight weeks, ending on May 8, 2026.

The document is divided into three sections: dual-class share structures, overseas issuers listing in Hong Kong, initial listing rules, and listing arrangements.

Overall, HKEX aims to attract more innovative companies, overseas listed companies, and high-growth enterprises to Hong Kong, while maintaining investor protection and market reputation.

Significant Relaxation of WVR (Weighted Voting Rights) Rules

Under current rules, WVR companies must have a market capitalization of at least HKD 40 billion, or at least HKD 10 billion with a market cap of HKD 100 billion and annual revenue of at least HKD 1 billion in the past year.

The consultation suggests lowering the threshold to a market cap of at least HKD 20 billion, or HKD 6 billion with a recent annual revenue of at least HKD 600 million.

Meanwhile, if a company’s market cap at listing reaches HKD 40 billion, the WVR voting rights ratio cap can be relaxed from 10:1 to 20:1; under certain conditions, the minimum economic interest requirement for WVR holdings can be reduced from 10% to 5%, provided the holding amount is at least HKD 4 billion.

This means more growth-stage companies will qualify for WVR listings without waiting for valuation multiples to double. Additionally, founding teams can maintain control through the dual-class structure, avoiding dilution of voting power during fundraising and facilitating long-term technological investments.

Notably, HKEX’s understanding of “innovative companies” is evolving. Previously, the market’s definition of “innovative industries” focused on hard indicators like technology, R&D, and patents. This consultation explicitly divides “innovation” into two pathways: one is technological, and the other is business model innovation.

In other words, in the future, not only “technology innovation companies” will find it easier to pursue WVR listings, but companies with innovative business models will also be formally included in the system.

Relaxation of Second Listing Rules for Overseas Issuers

Regarding core eligibility requirements, companies with different voting rights structures will have their financial thresholds aligned with the main listing requirements, with no additional restrictions. The market cap threshold for secondary listings of companies with equal voting rights has been significantly lowered from HKD 10 billion to HKD 6 billion, enabling more mid-to-large overseas companies to list in Hong Kong.

Additionally, HKEX has drafted comprehensive rules for “secondary to main listing” transfers, including detailed compliance steps, making the process clearer and more practical.

Furthermore, HKEX has launched a new consultation round to introduce more measures that facilitate overseas issuers’ listing in Hong Kong, reinforcing Hong Kong’s position as an international financial center and a hub for Chinese concept stocks returning from abroad.

Confidential Submission Applies to All Applicants

The option for confidential listing applications will be extended from a privilege for a few companies to an available choice for all new applicants.

Previously, confidential submissions were mainly limited to qualified secondary listing applicants, biotech firms, specialized tech companies, or certain exempted entities. Now, HKEX suggests all new applicants can opt for confidential filing.

For issuers, this reduces risks of valuation disputes, business information leaks, and timing mismatches. However, HKEX also emphasizes “withdrawal accountability”: if an application is rejected, not only will the sponsor be disclosed, but also all professional institutions involved in preparing the application, including their roles and identities.

It is clear that HKEX is easing entry requirements while strengthening intermediary responsibilities.

HKEX states that these proposals aim to create a more diverse and dynamic market environment, offering richer investment opportunities to better meet the needs of investors and issuers.

Hong Kong Exchanges and Clearing’s Listing Head, Wu Jiexuan, said: “HKEX is committed to ensuring our listing mechanism is robust and competitive, consolidating Hong Kong’s position as a leading international financial center. Through in-depth stakeholder communication, we found that there is a strong desire to seize more high-quality innovative investment opportunities, and that the listing process should be more efficient and adaptive while maintaining investor trust and confidence. Therefore, we propose these suggestions.”

She added: “Since 2018, we have successfully implemented a series of listing reforms that fundamentally reshaped Hong Kong’s stock market structure, attracting many innovative companies to list here. These proposals are based on the achievements of those reforms. We welcome feedback on these suggestions and look forward to ongoing dialogue with stakeholders. Let’s work together to strengthen Hong Kong’s position as the preferred fundraising hub for growth companies and the top global market for Asian capital deployment.”