How to Vote
Latest update: 16th December 2010
This article provides a general guide to voting your shares in meetings of Hong Kong-listed companies. It is given without liability. If in doubt on how to vote, consult your stockbroker, financial adviser, lawyer or god.
Step 1: Determine how your shares are held
You are either a registered shareholder or a non-registered shareholder.
- If you have a share certificate with your name on it, then you are a registered shareholder on the "register of members" of the company. You are an endangered species. Go to Step 5.
- If you have a share certificate with someone else's name on it, then you are either a thief or, more likely, you have bought the shares but not yet transferred them to your name. If you are a thief, then surrender to the Police. Otherwise, get the shares transferred to your name by the registrar, then go to Step 5.
- If you do not have a share certificate, then you have either lost it or, more likely, you are a non-registered shareholder. Go to Step 2.
Step 2: If you are a non-registered shareholder
- If you are an Investor Participant in the Central Clearing and Automated Settlement System (CCASS) which is run by Hong Kong Securities Clearing Company Ltd (HKSCC) then congratulations, you have reduced the risk of broker fraud by controlling your own stock. Go to Step 4. To open a CCASS Investor Participant account, click here.
- If you hold your stock through a broker, bank or custodian, then go to Step 3.
Step 3: If your stock is held by a broker, bank or custodian
Your broker, bank or custodian (Intermediary) either holds your shares through CCASS or registered in the name of the Intermediary's own nominee (Nominee). These days, most Intermediaries hold stock through CCASS, because it has to be in the system to be traded. If the stock is in CCASS, it will be registered in the name of HKSCC Nominees Ltd. In either case, the procedure is almost the same.
Step 3a: if you want to attend the meeting
Ask your your Intermediary to instruct CCASS or the Nominee to appoint you to attend the meeting in respect of your shares. Get written confirmation of your appointment to attend the meeting, then go to Step 6. If your Intermediary will not allow this, then go to Step 3b.
Step 3b: if you will not attend the meeting
- Instruct your Intermediary to instruct CCASS or the Nominee to vote your shares. The procedure may not be obvious. Most online banks and brokers do not yet provide online voting and are often surprised that anyone wants to vote on anything. They had better get used to it. Call your Intermediary and insist that they accept your voting instructions.
- Get a written confirmation from your Intermediary, don't just take their word for it.
- If your Intermediary refuses to accept your voting instructions, report them to vnintl.com and give us their contact details for follow-up. We will publish a blacklist of any Intermediary who blocks your voting rights. Voting is a fundamental right of all shareholders.
Note: your Intermediary can also instruct CCASS to put your name on the mailing list of Non-registered Shareholders so that you automatically receive all corporate documents from the companies in which you own shares. Most people live in ignorant bliss of this fact, and wonder why they never get asked for voting directions.
Step 4: If you are a CCASS Investor Participant
Your shares are registered in the name of HKSCC Nominees Ltd (HKSCCN), which is the nominee subsidiary of HKSCC. You can either attend the meeting or instruct CCASS to vote instead.
Step 4a: if you want to attend the meeting
Instruct CCASS to appoint you to attend the meeting in respect of your shares. You can do this through the normal telephone (+852 2979 7888) or internet instruction system. You can also appoint another person to represent you. Now go to Step 6.
4b: if you will not attend the meeting
Instruct CCASS on how to vote your shares, using the phone or internet system.
Step 5: If you are a registered shareholder
You should receive a circular and a Form of Proxy for the meeting.
You should always complete and send a Form of Proxy. It does not prevent you from attending the meeting, in which case you can still vote your shares in person, and the Form of Proxy will have no effect. If you do not send in your Form of Proxy and do not attend the meeting, then you have no vote.
If there is more than one meeting, the forms of proxy will be in different colours. Do not mix them up.
- Follow the instructions on the Form of Proxy.
- Make sure you tick the box to vote the way you wish to vote.
- Don't forget to sign the form and initial any amendments you make.
- Send your Form of Proxy to the address specified
- Allow sufficient time for posting so that it arrives before the deadline specified.
On any given resolution, the Listing Rules now require a poll vote, 1 vote per share. On a poll, your proxy will be bound to vote your shares in accordance with your instructions. Normally, you appoint the Chairman of the meeting as your proxy.
Now that you have sent in your Form of Proxy, if you decide to attend the meeting anyway, go to Step 6.
Step 6: If you attend the meeting
If you can only understand English or only understand Cantonese, and the meeting is held in a different language, then demand that an oral translation be given of anything anyone says, into English or Cantonese as the case may be. Hong Kong Listing Rules require all documents to be in both English and traditional Chinese, so you have a legitimate expectation that meetings will be conducted in both the official languages of Hong Kong. If a company refuses to provide translation, then report it to vnintl.com.
© vnintl.com, 2010