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HKSI PrepStudyingPaper 1
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Pearl Capital Ltd advises listed Kowloon Tech Ltd on the Listing Rules for a share placing, and also acts as placing agent, marketing the new shares to investors. Which regulated activities are involved?
Advice on compliance with the Listing Rules is advising on corporate finance, Type 6 (SFO Sch. 5 Pt 2, paragraph (a) of that definition). Marketing new shares to investors induces them to enter into agreements to subscribe for securities, which is dealing in securities, Type 1. The Code of Conduct calls a firm doing this placing and bookbuilding work a capital market intermediary (para 21.1.1). Type 6 covers advice, not distribution. Type 4 is advice to investors on buying or selling securities and excludes corporate finance advice. Type 9 is portfolio management, which has nothing to do with selling an issuer's shares. Source: SFO (Cap. 571) Sch. 5 Pt 2 ('advising on corporate finance', 'dealing in securities'); SFC Code of Conduct para 21.1.1 (as at October 2026).
Assuming one corporate finance licence covers the whole deal. Advising the issuer is Type 6; selling its shares to investors is dealing.
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