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The topics discussed in this monthly newsletter for Licensed Corporations are as follows: ComplianceOne Newsletter – February 2026 The topics discussed in this monthly newsletter are as follows: Regulatory Updates SFC Launches Three Major Trading Initiatives to Boost Digital Asset Market Vibrancy in Hong Kong SFC Announces Key Liquidity-Focused Enhancements Under ASPIRe Roadmap to Deepen Hong Kong’s Virtual Asset Market Depth and Global Competitiveness Market News HKMA Targets Issuance of First Batch of Stablecoin Issuer Licences in March with Very Limited Number to Prioritise Prudent and Risk-Based Development Hong Kong’s Single-Family Offices total surpasses 3,380, Contributing Approximately $12.6 Billion Annually to Hong Kong’s Economy SFC Hosts Third Broker Forum to Strengthen Industry Collaboration, Address Emerging Risks, and Promote Compliant Innovation in Hong Kong’s Capital Markets Enforcement News - Intermediaries SFC reprimands and fines Kylin International (HK) Co., Limited $9 million for fund management failures Masterminds jailed up to 24 months in securities fraud case involving social media “stock tips” of alleged ramp-and-dump schemes Retail trader sentenced in SFC’s false trading case SFC obtains worldwide court orders in Hong Kong and England and Wales to freeze suspects’ assets up to HK$4.3 million in alleged insider dealing SFC bans Andy LAU Ka Ho for life for Serious Misconduct Enforcement News - Listed Companies SFC obtains compensation and disqualification orders against former SFC Reaches Settlement Agreement with Sino Wealth International Limited and Clear Prosper Global Limited for Breaches of Takeovers Code Rules Regulatory Updates 1. SFC Launches Three Major Trading Initiatives to Boost Digital Asset Market Vibrancy in Hong Kong On 11 February 2026, the Securities and Futures Commission (“ SFC ”) of Hong Kong issued a package of 3 new initiatives as part of its ongoing ASPIRe Roadmap (initially published in February 2025 ). These measures aim to enhance liquidity, expand product diversity, and strengthen Hong Kong's position as a sustainable and competitive virtual asset (“ VA ”) hub. The 3 Initiatives Announced: VA Financing to securities margin clients Licensed corporations providing VA dealing services (“ VA brokers ”) are now permitted to offer financing for VA trading to their securities margin clients. This is subject to sufficient collateral (initially including Bitcoin and Ether), prudent haircuts, concentration limits, robust governance, and investor safeguards aligned with existing securities margin financing principles. *Please refer to SFC Circular on VA dealing services issued on 11 Feb 2026 , for further information. High-Level Framework for VA Perpetual Contracts The SFC introduced a principles-based framework guiding licensed virtual asset trading platforms (“ VATPs ”) in developing and proposing perpetual contracts (“ Perp ”, leveraged instruments without expiry dates) exclusively for professional investors. Requirements emphasize transparent product design, risk disclosures, margin/liquidation mechanisms, operational controls, and market surveillance. *Please refer to the SFC Framework paper on Perp issued on 11 Feb 2026 , for further information. Aacceptance of Affiliated Market Makers on VATPs Affiliates of licensed VATPs may now act as market makers on their platforms, providing additional liquidity channels. Strict safeguards must be implemented to mitigate conflicts of interest, including information barriers, functional independence, data security, and priority for client orders. *Please refer to SFC Circular on permitting VATPs to accept affiliated market makers issued on 11 Feb 2026 , for further information. SIGNIFICANCE: In Feb 2026, Dr Eric Yip, the SFC’s Executive Director of Intermediaries delivered his speech at Consensus Hong Kong “Our structured development approach based on the ASPIRe Roadmap is essential to scaling our digital asset market. These targeted initiatives to enhance liquidity showcase the SFC’s unswerving commitment to developing Hong Kong’s digital asset market in a sustainable and collaborative manner.” *Please refer to topic 2 of this Newsletter; and Keynote speech at Consensus Hong Kong 2026 issued on 11 Feb 2026 , for further information. These targeted enhancements build on Hong Kong's pro-innovation yet risk-controlled VA regulatory ecosystem. By enabling responsible leverage, deeper liquidity provision, and broader participation (particularly for sophisticated investors), the SFC aims to improve market depth, price discovery, and investor confidence while maintaining strong protections. 2. SFC Announces Key Liquidity-Focused Enhancements Under ASPIRe Roadmap to Deepen Hong Kong’s Virtual Asset Market Depth and Global Competitiveness On 11 February 2026, Dr Eric YIP , Executive Director of Intermediaries of the SFC, delivered a keynote speech titled “All about Liquidity” at Consensus Hong Kong 2026. The address outlined the SFC’s strategic emphasis on cultivating high-quality liquidity in Hong Kong’s VA ecosystem as the next phase of development under the ASPIRe Roadmap. The roadmap structures its initiatives across several pillars, with this year’s priority placed on Pillar A (Access) and Pillar P (Products) to enhance market depth, improve price discovery, and build investor confidence through calibrated reforms and responsible innovation. Key announcements and ongoing initiatives on Pillar A and Pillar P: ASPIRe - Pillar(s) Sub-Sections Details Enhancing Accessibility - Pillar A (Access) Completion of VA licensing regimes The SFC has concluded consultation on proposals to regulate: (i) VA dealing; (ii) VA Custody; (iii) VA Advisory; and (iv) VA Management; services and is advancing the legislative process at full speed. Fast-track licensing assessments will facilitate a seamless transition to the new statutory framework upon enactment, ensuring continuity for market participants. Permitting affiliated market makers (“ AFMMs ”) Licensed VATPs may allow their affiliates to act as market makers, subject to robust safeguards including conflict-of-interest controls, information barriers, data security, functional independence, client order priority, and clear identification of market-making activities. This is expected to narrow spreads and provide more consistent liquidity. Shared order book Licensed VATPs will be enabled to integrate intra-group and global liquidity pools, giving Hong Kong investors access to deeper order books. Expanding Hong Kong’s product suite – Pillar P (Products) VA margin financing VA brokers may offer financing for VA trading to securities margin clients, anchored to the existing securities margin financing framework. Additional guardrails cover collateral quality (including use of VA as collateral), concentration limits, prudent haircuts, and governance requirements to support responsible leverage without compromising stability. VA perpetual contracts A principles-based framework has been introduced for licensed VATPs to develop leveraged perpetual contracts offered exclusively to professional investors. Key requirements include transparent product design, risk disclosures, valuation, margining and liquidation protocols, loss allocation management, and insurance-fund governance. Upcoming Initiatives under Pillar Re (Relationships) A structured communication channel between the SFC and industry innovators (operated through an appointed agent) will provide regulatory clarity, support efficient resource allocation, and facilitate exploration of new market-making models, financing mechanisms, and leveraged products. SIGNIFICANCE: The SFC’s latest initiatives reflect a mature, balanced approach to scaling Hong Kong’s VA market in a sustainable manner. By expanding access channels, broadening product offerings with appropriate safeguards, and fostering structured innovation dialogue, the regulator aims to enhance liquidity, attract global flows, and strengthen price discovery while upholding investor protection and financial stability. Market News 3. HKMA Targets Issuance of First Batch of Stablecoin Issuer Licences in March with Very Limited Number to Prioritise Prudent and Risk-Based Development During the Legislative Council Panel on Financial Affairs briefing on 2 February 2026, the HKMA Chief Executive Eddie YUE Wai-man (“ YUE ") provided an update on the implementation of the Stablecoins Ordinance (effective 1 August 2025). Upcoming license initiation plan The HKMA aims to issue the first batch of licences in March 2026 and confirmed it has received 36 licence applications for fiat-referenced stablecoin issuers and is in the final stages of assessment. HKMA state that the initial number of licences will be very less, with stability and prudence as the overriding objectives. Briefed Slides submitted to LegCo The briefing slides submitted to LegCo on 26 January 2026 (and presented on 2 February 2026) outlined the HKMA’s core functions, including maintaining currency stability under the Linked Exchange Rate System, promoting financial system stability (including the banking system), supporting Hong Kong’s role as an international financial centre, and managing the Exchange Fund. For more details of the slides, please refer to: HKMA’s PPT Presentation on 2 February 2026 ; and HKMA’s PPT Presentation submitted to LegCo on 26 January 2026 . Background Timeline of HKMA plans of Stablecoins: Date Event May 2025 Stablecoins Bill passed by the Legislative Council 1 August 2025 Stablecoins Ordinance takes effect August–September 2025 Application window open; 77 expressions of interest received (36 formal applications) 2 February 2026 HKMA Chief Executive Eddie YUE briefs LegCo Panel; confirms 36 applications under review, targets March issuance of very limited first batch March 2026 (target) First batch of licences expected to be issued SIGNIFICANCE: The HKMA’s cautious approach limiting the initial batch to a very small number of licences while placing heavy emphasis on robust risk management, particularly anti-money laundering controls and reserve asset quality, reflects a deliberate strategy to foster stable, responsible growth in the stablecoin sector. This high-bar entry threshold aims to mitigate potential financial stability risks in an emerging asset class and reinforces Hong Kong’s reputation as a trusted, innovation-friendly yet prudently regulated international financial centre. Successful issuance of the first licences in March 2026 would mark a concrete step forward in Hong Kong’s virtual asset ecosystem development, complementing parallel SFC initiatives on virtual asset trading platforms and liquidity enhancements. 4. Hong Kong’s Single-Family Offices total surpasses 3,380, Contributing Approximately $12.6 Billion Annually to Hong Kong’s Economy On 10 February 2026, the Financial Services and the Treasury Bureau (“ FSTB ”) and Invest Hong Kong (“ InvestHK ”) jointly released findings from the Market Study on the Family Office Landscape in Hong Kong , commissioned by InvestHK and conducted by Deloitte. The study estimates that 3,384 single-family offices were operating in Hong Kong as of the end of 2025, marking an increase of 681 offices (over 25%) since the end of 2023. Two major affects to the Hong Kong Market: Economic Impact: Single-family offices contribute approximately HK$12.6 billion annually to the local economy through operating expenditures alone and directly employ over 10,000 full-time professionals. When including multifamily offices and supporting service providers, the overall economic benefits are expected to be substantially greater. Hong Kong’s Wealth Management Position: As of end-2024, assets under management in Hong Kong reached approximately HK$35 trillion (about US$4.5 trillion). The city ranked second globally in the number of ultra-high-net-worth individuals as of June 2025, reinforcing its status as a leading destination for family offices. Key highlights from the announcement and study: Upcoming measures in 2026 Upcoming measures include legislative proposals in the first half of 2026 to expand preferential tax regimes for funds and single-family offices to cover additional asset classes such as precious metals, loans, private credit investments, and digital assets. Achieving the new target set out in the Chief Executive's 2025 Policy Address The Government aims to assist more than 220 family offices to establish or expand in Hong Kong from 2026 to 2028. *The target was set out in the Chief Executive's 2025 Policy . Comments from Representatives of FSTB and InvestHK Mr Christopher HUI, Secretary for Financial Services and the Treasury, attributed the sustained growth to Hong Kong’s advantages under the “one country, two systems” framework, including its role as a leading global asset and wealth management hub with predictable environment, connectivity to the mainland and the world, and supportive policies. Ms Alpha LAU, Director-General of Investment Promotion at InvestHK, highlighted strong overseas interest (particularly from Europe and Southeast Asia) in Hong Kong’s flexible investment environment, no geographical restrictions on investments under the preferential tax regime, high privacy (no general licensing requirement for single-family offices), and tax incentives. SIGNIFICANCE: The surge in single-family offices underscores Hong Kong’s strengthened position as Asia’s premier wealth and asset management hub, attracting diverse global capital through targeted policy enhancements, tax competitiveness, privacy protections, and strategic connectivity. The substantial annual economic injection of HK$12.6 billion (via operating expenditures) and direct employment of over 10,000 professionals highlight the sector’s growing role in driving local financial services growth, job creation, and broader ecosystem development. With forthcoming tax expansions (including digital assets) and ambitious growth targets, these developments reinforce Hong Kong’s appeal to ultra-high-net-worth families amid global shifts toward sustainable wealth management and intergenerational planning, further solidifying its status as a trusted international financial centre. 5. SFC Hosts Third Broker Forum to Strengthen Industry Collaboration, Address Emerging Risks, and Promote Compliant Innovation in Hong Kong’s Capital Markets On 2 February 2026, the SFC successfully hosted its third broker forum at the SFC office and online, attracting over 600 participants from the financial sector. The event served as a key platform for open dialogue between the regulator and industry participants, fostering a culture of compliance while supporting market development and financial innovation. Key highlights from the forum: For the first time, the forum included a dedicated panel discussion examining the regulatory and commercial implications of the growing prevalence of finfluencers (financial influencers) in the market. Other sessions covered important industry developments and regulatory updates, including: Latest progress on the Integrated Fund Platform; Conduct issues related to IPO sponsors (referencing the SFC’s circular issued on 30 January 2026 ); Enhanced controls for client onboarding processes and measures to prevent potential layering activities. SIGNIFICANCE: The third broker forum underscores the SFC’s proactive and collaborative approach to regulation, engaging directly with market participants to better understand industry’s challenges, support industry development and tackle emerging risks, particularly the influence of finfluencers and conduct issues in IPO sponsorship and client onboarding while promoting innovation in areas such as fund platforms and broader asset management. Enforcement News - Intermediaries 6. SFC reprimands and fines Kylin International (HK) Co., Limited $9 million for fund management failures On 9 February 2026, the SFC has reprimanded and fined Kylin International (HK) Co., Limited (CE: BCH442 ) (“ Kylin ”) HKD 9 million for multiple failures in managing private funds over a period of three years. **Kylin ceased carrying on regulated activities on 31 December 2023. Following its application, the SFC revoked its license on 22 January 2025 The misconduct occurred between August 2018 and July 2021, during which Kylin acted as the investment manager or consultant for six sub-funds of a Cayman-incorporated fund. The SFC identified failures across Five Key Areas : 1) Failed to manage and disclose conflicts of interest arising from six loans extended by it or its director to four of the sub-funds. 2) Failed to appoint an independent auditor to audit the sub-fund’s financial statements and failed to perform monthly reconciliations or regular valuations of the sub-funds’ assets. 3) Failed to implement adequate systems and controls for KYC and suitability assessment. 4) Neglected to maintain records demonstrating compliance with AML/CFT regulations. 5) Misrepresented its regulatory obligations by incorrectly informing investors that it was exempt from the suitability assessment requirement as they were classified as professional investors. *For more details of the background, please refer to the Statement of Disciplinary Action The SFC attributed the misconduct to failures by senior management, including Mr. Steven WONG Yung (former Responsible Officer and CEO) and Ms. ZHU Hong (former director and manager-in-charge). The SFC had previously taken separate disciplinary actions against WONG (March 2025) and ZHU (August 2025) . SFC Reminders for All Licensed Asset Managers Asset managers are strongly reminded to carefully review and implement the guidance set out in the circular to licensed corporations engaged in asset management business, issued by the SFC on 9 October 2024. SIGNIFICANCE: Licensed Corporations, particularly private fund managers, must ensure robust systems and controls are in place and functioning, to accurately understand and discharge their regulatory obligations, and to remind that senior management will also be held responsible for any systemic deficiencies. This high-profile SFC enforcement action reinforces the regulator's zero-tolerance stance on governance lapses, conflicts of interest, and AML/CTF weaknesses in asset management, particularly for private funds. 7. Masterminds jailed up to 24 months in securities fraud case involving social media “stock tips” of alleged ramp-and-dump schemes On 9 February 2026, the District Court sentenced two masterminds to substantial prison sentences (22 and 24 months) their wives to community service (180 and 120 hours), after convictions for securities fraud involving the shares of four Hong Kong-listed companies. Involved Individuals (here referred to as “ Defendants ”) Defendants Background Mr. LI King Hong (“ LI ”) Mastermind(s) of the Schemes Former SFC-licensed representative for Type 2 regulated activity, accredited to Core Pacific-Yamaichi Futures (H.K.) Limited until 15 January 2021 Mr. LAM Hin Fai (“ LAM ”) Mastermind(s) of the Schemes Ms. CHAN Ngai See (“ CHAN ”) Mastermind(s)’s Wives, directed by the mastermind(s) Ms. Betty HUI Pui Yan (“ HUI ”) Mastermind(s)’s Wives, directed by the mastermind(s) Case Details Between June and September 2020, LI and LAM act as the masterminds, directed CHAN and HUI to deceive an account executive at CVP Securities Limited (" CVP ") on nine occasions. They falsely represented ownership of shares in the following companies to induce CVP to place selling orders: NOIZ Group Limited (formerly Merdeka Financial Group Limited, stock code: 08163) National Investment Fund Limited (stock code: 01227) Contel Technology Company Limited (stock code: 01912) Sino Prosper (Group) Holdings Limited (stock code: 00766) Acting on information from “WeChat teachers” promoting the schemes on social media, the defendants engaged in naked short selling. They sold shares at inflated prices despite not owning them, then repurchased the shares at lower prices after subsequent declines to close their short positions. This resulted in illicit profits of HK$3.3 million while exposing CVP to significant risk of losses and undermining the integrity of the securities market. Court Order Defendants Sentenced to Mr. Li King Hong 24 months in prison Mr. Lam Hin Fai 22 months in prison Ms. Chan Ngai See 180 hours of community service Ms. Betty Hui Pui Yan 120 hours of community service *For further details, refer to SFC press releases dated 23 June 2023 , 18 August 2023 , and 12 September 2024 . SIGNIFICANCE: Account executives and compliance staffs of brokerage firms plays a critical role as the first line of defence. They must carefully verify share ownership and be vigilant against client attempts to engage in naked short selling or other deceiving practices. Apart from that, the successful outcome of this case demonstrates the effectiveness of SFC’s close collaboration with the Police in tackling financial crime to protect the integrity of our securities market. 8. Retail trader sentenced in SFC’s false trading case Following a criminal prosecution brought by the SFC, the Eastern Magistrates' Courts has sentenced Mr. NG Ka Hei to 220 hours of community service for false trading in the shares of six Hong Kong-listed companies. The court also ordered Mr. NG to pay a fine of HKD 117,715, which represents the profit gained from his illicit trading activities, as well as HKD 199,669 to cover the SFC's full investigation costs. Mr. NG made illicit profits by selling shares at artificially high prices he created through “scaffolding” and wash trading between 20 September 2022 and 24 October 2024. He placed and cancelled trading orders at increasing prices and traded between his various securities accounts as both buyer and seller. SIGNIFICANCE: The SFC will pursue criminal sanctions for market manipulation, seeking not only to punish and deter but also to fully recover illicit gains and the costs of enforcement. Robust compliance and surveillance are essential to avoid similar severe penalties. As Mr. Michael Duignan, SFC’s Executive Director of Enforcement, said: “False trading undermines investor confidence in the market. The SFC is committed to taking resolute action against such misconduct to protect market participants and uphold the integrity of Hong Kong’s securities markets . ” 9. SFC obtains worldwide court orders in Hong Kong and England and Wales to freeze suspects’ assets up to HK$4.3 million in alleged insider dealing On 24 February 2026, the SFC announced that it has secured a worldwide interim injunction order from the Court of First Instance of Hong Kong (“ HK Order ”) against: Involved Individuals Background Mr. CHAN Ching Wa (“ CHAN ”) Former Assistant Vice President in the Listing Division of the Hong Kong Exchange and Clearing Limited (“ HKEX ”) Extended relatives with LAM and CHAU Mr. LAM Cho Man (“ LAM ”) Extended relatives Mr. CHAU Chi Kwong (“ CHAU ”) Extended relatives The SFC alleges that CHAN accessed confidential and price-sensitive information about various Hong Kong-listed companies prior to their public announcements and used it for insider dealing. In parallel, the SFC initiated proceedings in England and Wales, obtaining an interim injunction order from the High Court of Justice Business and Property Courts of England and Wales (“ UK Order ”) to freeze the assets of CHAN and CHAU in that jurisdiction. This marks a first-of-its-kind action by the SFC in England and Wales, aimed at preserving assets where suspects have left Hong Kong and transferred holdings overseas. Case Details The SFC’s ongoing investigation involves 24 listed companies in total. The allegations center on insider dealing in shares of at least seven Hong Kong-listed companies: Jinmao Hotel and Jinmao (China) Hotel Investments and Management Limited (Stock code: 6139); SOHO China Limited (Stock code: 0410); Beijing Capital Land Limited (Stock code: 2868); Lifestyle International Holdings Limited (Stock code: 1212); Get Nice Financial Group Limited (Stock code: 1469); Ping An Healthcare and Technology Company Limited (Stock code: 1833); and ENN Energy Holdings Limited (Stock code: 2688). CHAN allegedly procured LAM to trade shares on his behalf or counseled him to do so using the inside information. LAM is further accused of disclosing the information to CHAU, who then traded the relevant shares. Court Order The HK Order and UK Order prohibit the three individuals from disposing of or diminishing the value of their assets in Hong Kong and overseas (including England and Wales), up to specified values: CHAN Ching Wa LAM Cho Man Assets up to HKD 3,709,566 are frozen CHAU Chi Kwong Assets up to HKD 604,545 are frozen SIGNIFICANCE: This case marks a significant escalation in the SFC’s enforcement strategy. It establishes that the geographic movement of persons or assets will not be a barrier to accountability . The ultimate message is that the cost and risk of engaging in market misconduct like insider dealing have been substantially raised, reinforcing the principle that Hong Kong's markets are fair, orderly, and protected by a regulator with a long and forceful reach. 10. SFC bans Andy LAU Ka Ho for life for Serious Misconduct On 26 February 2026, the SFC imposed a permanent prohibition on Mr. Andy LAU Ka Ho (“ LAU ”), a former licensed representative of Sun Hung Kai Group Licensed Entities, from re-entering the industry for life over serious misconduct, based on an investigation initiated by the following entities. The action stemmed from an SFC investigation initiated by a joint self-report from: Sun Hung Kai Investment Services Limited (“ SHKIS ”); Sun Hung Kai Commodities Limited (“ SHKCOM ”); and SHK Fund Management Limited (“ SHKFM ”) (collectively, “ SHK Entities ”; now known as Everbright Securities Investment Services (HK) Limited, CES Commodities (HK) Limited and Bright Fund Management Limited respectively). In imposing the lifetime ban, the SFC considered the persistent nature of the misconduct and its severe deceptive elements, which included: Conducting unauthorized trades in a client’s account. Executing online trades without the client’s knowledge or authorisation. Fabricating trading instructions from the client’s email. Providing forged account statements showing inflated cash balances and portfolio values. Blocking a cash withdrawal by falsely claiming a fictitious high-interest deposit arrangement and providing a forged confirmation to support it. *For more details of the background, please refer to the Statement of Disciplinary Action . SIGNIFICANCE: LCs must build a multi-layered defence system combining effective supervision, strong internal controls, direct client verification, technological safeguards, and a strong compliance culture to prevent, detect, and stop such misconduct. Reliance on an employees’ integrity alone is a severe and unacceptable control failure. Enforcement News - Listed Companies 11. SFC obtains compensation and disqualification orders against former directors of Arta TechFin Corporation Limited for Breaches of Directors' Duties Causing Substantial Company Losses On 10 February 2026, the SFC has secured a Court of First Instance order mandating that Mr. Andrew LIU (“ LIU ”), a former non-executive director of Arta TechFin Corporation Limited (formerly Freeman Financial Corporation Limited), and Mr. Quincy HUI Kwong Hei (“ HUI ”), its former managing director, jointly compensate the company for the financial loss incurred. The compensation of $57.5 million relates to losses sustained by Arta TechFin from its acquisition and subsequent disposal of a stake in LIU’s Holdings Limited. LIU, HUI and other seven other former executive directors were disqualified from acting as a director or in any way being concerned with or taking part in the management of Arta TechFin and any other corporation without leave of the Court. LIU Andrew 8 years disqualification HUI Quincy Kwong Hei 6 years disqualification Seven other former executive directors and independent non-executive directors of Arta TechFin Ranging from 1 to 2 years depending on their involvement and the severity of their misconduct. SIGNIFICANCE: This case is a reminder for all directors and senior managers in Hong Kong-listed companies to exercise heightened diligence, particularly in conflict-of-interest situations. It affirms the SFC’s commitment to holding individuals accountable to maintain market integrity and protect investors as Mr. Michael Duignan, SFC’s Executive Director of Enforcement, said: “ We welcome the judgement. This judgment sends a clear and unequivocal message that directors, whether executive or non-executive or independent non-executive, who neglect their fiduciary duties or fail to protect the company’s interests will be held fully accountable. The SFC stands resolute in its commitment to enforcing the highest standard of corporate governance and individual accountability. We will not hesitate to take decisive action to protect investors, safeguard company assets, and uphold the integrity of our markets .” 12. SFC Reaches Settlement Agreement with Sino Wealth International Limited and Clear Prosper Global Limited for Breaches of Takeovers Code Rules On 16 February 2026, the SFC has finalized a settlement with Sino Wealth International Limited and Clear Prosper Global Limited regarding breaches of the Takeovers and Mergers Code related to dealings in Giordano International Limited shares. The case centres on their parent company, CHOW Tai Fook Nominee Limited (“ CTFN ”), and a group of parties acting in concert with it (the “ Relevant Concert Group ”). Key Findings of the Breach Settlement Terms The SFC’s Takeovers Executive concluded that the Relevant Concert Group’s total shareholding in Giordano crossed the 30% threshold on 18 May 2016. This crossing should have triggered a mandatory general offer to all other shareholders at HKD 3.60 per share, but no such offer was made. A voluntary general offer (“ VGO ”) made by Clear Prosper in June 2022 at HKD 1.88 per share. The Executive found that this VGO was wrongly declared lapsed on 13 September 2022, even though its sole condition had been met based on the concert group’s holdings and valid acceptances received. Sino Wealth and Clear Prosper have agreed to provide compensation payments to independent shareholders who held Giordano shares on the dates of the two breaches. The total maximum compensation could reach approximately HKD 1.5 billion depending on the number of valid victims. SIGNIFICANCE: This case serves as a critical reminder that extreme diligence is required when assessing the fulfilment of conditions for voluntary general offers; allowing such an offer to lapse improperly constitutes a separate breach. This outcome emphasizes that strict, ongoing scrutiny of concert party relationships and associated obligations is essential to avoid significant financial liability and regulatory sanction. Moreover, the SFC remains committed to taking appropriate action to safeguard public interest and maintain the integrity of Hong Kong’s securities market. [End of ComplianceOne Newsletter – February 2026] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The Newsletter is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

衷心感謝各位踴躍參與我們於 2026 年 6 月 27 日（星期六）舉辦的「監管科技反洗錢實戰：合規工具與策略」研討會。 【活動回顧】感謝您的參與：「監管科技反洗錢實戰：合規工具與策略」研討會(2026.06) 衷心感謝各位踴躍參與我們於 2026 年 6 月 27 日（星期六）舉辦的「監管科技反洗錢實戰：合規工具與策略」研討會。隨著金融科技的飛速發展與監管環境的日益嚴格，反洗錢（AML）與合規風控已成為金融業、金錢服務業（MSO）及匯款業務不可忽視的核心課題。 在剛過去的星期六（2026年6月27日），由 天匯合規顧問有限公司 (ComplianceOne Consulting Limited) 聯同共同主辦方 AIA (The Association of International Accountants - Hong Kong Branch) 及 華人內部審計師公會 (Association of Chinese Internal Auditors) 舉辦的「監管科技反洗錢實戰」專業培訓研討會已圓滿落幕！ 無論是親臨香港管理專業協會金鐘中心的線下嘉賓，還是透過 Zoom 線上參與的專業人士，感謝各位的踴躍支持與積極互動！ 🔮 科技賦能合規的未來 在本次研討會中，我們共同探討了如何運用先進的 監管科技（RegTech）工具 打破傳統合規的瓶頸。透過數據驅動的智能系統，企業不僅能大幅提升審查效率，更能精準識別潛在風險，將「被動合規」轉化為「主動防禦」的商業優勢。 📢 溫馨提示： 圓滿完成整場研討會並符合資格的學員，相關的培訓時數證明（3小時）將於近日透過電子郵件陸續發送，請密切留意您的收件箱。 再次感謝所有主辦單位、講者及業界同仁的參與。天匯合規將繼續致力於搭建專業的交流平台，與大家攜手走在合規與金融科技的最前線！ [Seminar Review] Thank You for Participating: RegTech AML in Practice: Compliance Tools & Strategies Seminar (2026.06) We sincerely appreciate your participation in our recent webinar, " RegTech AML in Practice: Compliance Tools & Strategies," held on Saturday, 27th June 2026. With the rapid advancement of FinTech and an increasingly stringent regulatory landscape, Anti-Money Laundering (AML) and compliance risk control have become pivotal priorities for the financial services, Money Service Operators (MSO), and remittance sectors. This past Saturday (June 27, 2026), the "RegTech AML in Practice" professional training seminar—jointly organized by ComplianceOne Consulting Limited (天匯合規) , AIA (The Association of International Accountants - Hong Kong Branch) , and the Association of Chinese Internal Auditors (華人內部審計師公會) —successfully drew to a close! We would like to extend our heartfelt gratitude to all our professional attendees, both those who joined us in person at The Hong Kong Management Association Admiralty Centre and those who participated virtually via Zoom, for your enthusiastic support and active engagement! 🔮 Empowering the Future of Compliance Through Technology During the seminar, we delved into how advanced Regulatory Technology (RegTech) tools can break through the bottlenecks of traditional compliance operations. By leveraging data-driven intelligent systems, enterprises can significantly boost vetting efficiency and accurately identify latent risks—effectively transforming "passive compliance" into a strategic "proactive defense" business advantage. 📢 Friendly Reminder: For participants who completed the entire seminar and met the eligibility criteria, your Certificate of Attendance (3 CPD/training hours) will be distributed via email over the coming days. Please keep an eye on your inbox. Once again, thank you to all co-organizers, esteemed speakers, and industry peers for making this event a resounding success. ComplianceOne remains dedicated to building a premier platform for professional exchange, walking hand-in-hand with you at the forefront of compliance and FinTech innovation!

As Hong Kong’s fund ecosystem continues to rapidly evolve, maintaining robust operational and regulatory governance at both the manager level (Licensed Corporation) and the fund level (LPF & OFC) has become paramount. Announcing Our New All-in-One LPF & OFC Compliance Support Services Beyond Licensed Corporation Compliance As Hong Kong’s fund ecosystem continues to rapidly evolve, maintaining robust operational and regulatory governance at both the manager level (Licensed Corporation) and the fund level (LPF & OFC) has become paramount. To help you seamlessly overcome these operational hurdles, we are thrilled to introduce our NEW & Industry-Leading LPF & OFC Ongoing Compliance Support Services — a dedicated, RegTech-enhanced value-added module engineered specifically for Limited Partnership Funds (LPFs) and Open-Ended Fund Companies (OFCs). Core Service Scope: End-to-End Fund Compliance Designed to integrate seamlessly with your existing licensed corporation workflows, our new specialized service covers every pillar of ongoing fund lifecycle management: Regulatory Filings & Statutory Reporting: End-to-end handling of mandatory annual and periodic regulatory filings across the SFC (E-IP & WINGS 2.0), Companies Registry, and Inland Revenue Department (including CRS/AEOI & FATCA compliance support). Automated RegTech Investor Onboarding & CDD: Powered by our proprietary Screen-X AML Platform (backed by Acuris Risk Intelligence), providing automated PEPs, sanctions, and adverse media screening for fast, bulletproof investor onboarding and ongoing CDD monitoring. Fund Document Governance & Marketing Compliance: Continuous review and updates of fund constitutional documents, service agreements, PPMs, and subscription paperwork, accompanied by practical compliance guidance for cross-border fund distribution. Climate Risk (ESG) & Risk Management Frameworks: Evaluation and enhancement of fund risk policies, including full implementation of mandatory SFC climate-related risk management and disclosure requirements. Ad-Hoc & Project Advisory (Available upon Request) : For specific transactional or structural needs: LPA / Constitutional document amendments PPM (Private Placement Memorandum) and offering document compliance reviews Regulatory inquiry response, inspection management, and fund restructuring advisory Speak with Our Team: Reply to this email or contact us at info@complianceone.hk to schedule a private consultation and review your fund's operational framework.

尊敬的客戶們： 隨着香港基金生態系統的持續快速發展，在管理人層面（持牌公司）和基金層面（持牌基金和開放基金）保持穩健的運營和監管治理變得至關重要。 隆重推出我們全新的一體化 LPF 和 OFC 合規支持服務，超越持牌公司合規的範疇 尊敬的客戶們： 隨着香港基金生態系統的持續快速發展，在 管理人層面（持牌公司） 和 基金層面（持牌基金和開放基金）保持穩健的運營和監管治理 變得至關重要。 爲了幫助您順利克服這些運營障礙，我們很高興地推出我們 全新且行業領先的 LPF 和 OFC 持續合規支持服務——一個專門爲有限合夥基金 （LPF）和開放式基金公司 ( OFC ） 設計的、具有監管科技增強功能的增值模塊。 核心服務範圍：端到端基金合規 我們的全新專業服務旨在與您現有的持牌公司工作流程無縫集成，涵蓋基金生命週期管理的各個方面： 監管備案和法定報告： 全面處理證監會（E-IP 和 WINGS 2.0）、公司註冊處和稅務局的強制性年度和定期監管申報（包括 CRS/AEOI 和 FATCA 合規支持）。 自動化監管科技投資者註冊和客戶盡職調查： 由我們專有的 Screen-X AML 平臺（由 Acuris Risk Intelligence 提供支持）驅動，提供自動化的 PEP、制裁和負面媒體篩查，以實現快速、萬無一失的投資者註冊和持續的客戶盡職調查監控。 基金文件治理與營銷合規： 持續審查和更新基金章程文件、服務協議、私募備忘錄和認購文件，並提供跨境基金分銷的實用合規指導。 氣候風險（ESG）及風險管理框架： 評估和加強基金風險政策，包括全面實施證監會強制性氣候相關風險管理和披露要求。 臨時諮詢及項目諮詢（可根據要求提供） ： 針對特定的交易或結構需求： LPA / 憲法文件修正案 私募備忘錄 (PPM) 和發行文件合規性審查 監管問詢回應、檢查管理和基金重組諮詢 與我們的團隊聯繫： 回覆此電子郵件或通過 info@complianceone.hk聯繫我們 ，安排私人諮詢並審查您基金的運營框架。 [完結 - 隆重推出我們全新的一體化 LPF 和 OFC 合規支持服務，超越持牌公司合規的範疇] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The article is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

我們十分榮幸能參與第 19 屆香港投資基金公會（HKIFA）年會。本公司由合規總監 𝐓𝐨𝐦𝐦𝐲 𝐂𝐡𝐮𝐧𝐠 代表出席，與業界精英一同洞察資產管理行業的最新趨勢與未來藍圖。 【活動回顧】AI 與區塊鏈金融新時代：以卓越品質奠定長青基業(2026.06) 昨日，我們十分榮幸能參與第 19 屆香港投資基金公會（HKIFA）年會。本公司由合規總監 𝐓𝐨𝐦𝐦𝐲 𝐂𝐡𝐮𝐧𝐠 代表出席，與業界精英一同洞察資產管理行業的最新趨勢與未來藍圖。 正如大會主題演講中所強調，在瞬息萬變的市場中，規模與體量固然能構築平台，但唯有卓越品質才能奠定長青基業。 置身於人工智能 (AI) 與區塊鏈技術並進的金融科技浪潮，基金管理領域的持份者必須與時俱進。我們的目標非常明確：透過持續創新，交付兼具高增值與嚴格合規的優質服務。我們期待與行業夥伴緊密協作，共同開創資產管理的新局，為投資者創造更高價值。 由衷感謝香港投資基金公會 (HKIFA) 籌辦此次圓滿且極具啟發性的行業盛事！ [Seminar Review] 𝐁𝐮𝐢𝐥𝐝𝐢𝐧𝐠 𝐋𝐞𝐠𝐚𝐜𝐢𝐞𝐬 𝐢𝐧 𝐚𝐧 𝐀𝐈 & 𝐁𝐥𝐨𝐜𝐤𝐜𝐡𝐚𝐢𝐧-𝐃𝐫𝐢𝐯𝐞𝐧 𝐅𝐢𝐧𝐚𝐧𝐜𝐢𝐚𝐥 𝐄𝐫𝐚 (2026.06) We were delighted to attend the 19th HKIFA Annual Conference yesterday, with 𝐨𝐮𝐫 𝐇𝐞𝐚𝐝 𝐨𝐟 𝐂𝐨𝐦𝐩𝐥𝐢𝐚𝐧𝐜𝐞, 𝐓𝐨𝐦𝐦𝐲 𝐂𝐡𝐮𝐧𝐠, representing our firm to engage with industry leaders on the future of asset management. As emphasized during the opening keynote, in today’s rapidly evolving markets, scale and size build platforms — but quality builds legacies. In an increasingly AI-driven and blockchain-enabled financial landscape, the mandate for fund management professionals is clear: we must continuously innovate to deliver high-value and quality compliant solutions. Together with fellow industry stakeholders, we look forward to driving this next chapter of growth and raising the bar for the investment community. A sincere thank you to the Hong Kong Investment Funds Association (HKIFA) for hosting such an insightful and impactful event!

The topics discussed in this monthly newsletter for insurance are as follows: ComplianceOne Insurance Newsletter – July 2026 The topics discussed in this monthly newsletter are as follows: Regulatory Updates IA Imposes Licence Conditions on Two Broker Companies to Ongoing Crackdown on Unlicensed and Improper Referral Activities IA Issues Interpretation Note on Review Mechanism for Illustration Rate Caps Market News IA Grants Authorizations to HSH Captive and SF Captive Bringing Total Captive Insurers Domiciled in Hong Kong to NINE Insurance Authority releases provisional statistics for the first quarter of 2026 Regulatory Updates 1. IA Imposes Licence Conditions on Two Broker Companies to Ongoing Crackdown on Unlicensed and Improper Referral Activities On 12 July 2026, Mr. WU, Head of Conduct Supervision of IA, highlighted in an official article that the IA had imposed licensing renewal conditions on two insurance broker companies in early June 2026. The companies were required to suspend acceptance of referral business after failing to effectively control referral activities. This action forms part of the IA’s broader and ongoing efforts to address improper referral practices. Since 2025, the IA has strengthened supervision of referral arrangements, particularly for participating policies. Key measures include: Circular issued on 1 Sep 2025 , setting a supervisory benchmark whereby referral fees paid by licensed insurance broker companies exceeding 50% of the commission received trigger enhanced disclosure, explanation and closer monitoring (effective October 2025); and Proactive monitoring, on-site inspections and targeted checks to detect illegal referrals and cross-boundary solicitation involving unlicensed persons, Article issued on 15 Jun 2025 . High referral fees and weak controls have previously been associated with risks of unlicensed individuals performing regulated activities (such as solicitation or advice), potential premium/commission rebates, and cross-boundary selling in breach of regulatory requirements. The IA has consistently emphasised that only licensed insurance intermediaries may carry on regulated activities, and that licensed institutions remain fully accountable for the conduct of their referral arrangements. SIGNIFICANCE: The recent imposition of licence conditions on the two broker companies demonstrates that the IA is prepared to use its licensing powers to restrict business models where controls over referrals are inadequate, rather than treating such deficiencies as isolated incidents. 2. IA Issues Interpretation Note on Review Mechanism for Illustration Rate Caps On 10 July 2026, the Insurance Authority (“IA”) issued a Circular enclosing the Interpretation Note on the Review Mechanism for Illustration Rate Caps in Benefit Illustration for Participating Policies. Aspect 28 February 2025 10 July 2026 Core Content Sets illustration rate caps (“IR Caps”) of: 6.0% (HKD-denominated products); and 6.5% (non-HKD products) on Customers’ IRR for point-of-sale benefit illustrations of participating policies Does NOT revise or change the IR Cap levels Purpose Establishes minimum expectations to prevent overly aggressive illustrations and support fair treatment of customers Clarifies the details of the ongoing review mechanism referred to in Section 4 of the 2025 Practice Note Effective Date of Caps 1 July 2025 Continues to apply ( NO change) Sources Circular 28 Feb 2025 ; Practice Note Circular 10 July 2026 ; Interpretation Note In short, the 10 July 2026 Interpretation Note elaborates on the review process only. It does not alter the existing illustration rate caps abovementioned. SIGNIFICANCE: The issuance of the Interpretation Note provides transparency on how the IA will conduct ongoing reviews of the illustration rate caps. This effectively enables insurers to plan with greater certainty while ensuring customer protection remains paramount. Insurers should ensure continued adherence to the caps and be prepared for adjustments following future reviews. Markets News 3. IA Grants Authorizations to HSH Captive and SF Captive Bringing Total Captive Insurers Domiciled in Hong Kong to NINE On 8 July 2026, the IA announced that it has granted new authorizations to TWO captive insurers: HSH Captive Limited , established by The Hongkong and Shanghai Hotels, Limited (a locally based luxury hospitality and lifestyle group that owns and manages The Peninsula Hotels (半島酒店) together with other hospitality and commercial properties; and SF Captive Limited , established by S.F. Holding Co., Ltd., operates a leading global logistics and express delivery service provider, SF Express (順豐速運). These authorizations raise the total number of captive insurers domiciled in Hong Kong to NINE . What is a Captive Insurer? A captive insurer is a specialized insurance company created by a parent corporation to provide coverage for its own risks . Unlike traditional insurers, captives are designed to meet the unique needs of large businesses, particularly those with operations spanning multiple regions. They enable companies to: Customize risk coverage tailored to their specific operations. Enhance efficiency by managing risks internally. Optimize resources and potentially lower insurance costs. For multinational enterprises with a wide geographical footprint, captive insurers are a strategic tool to handle diverse and complex risks effectively. **For more details of Captive Insurer: IA - Regulatory Requirements on Captive Insurers * * SIGNIFICANCE: Mr Clement CHUENG, Chief Executive Officer of the IA, stated: “Arrival of the two captive insurers bears testimony to the successful execution of our strategy of developing Hong Kong into a leading risk management centre by focusing on local multinational corporations as well as state-owned enterprises and privately-owned enterprises in the Chinese Mainland.” He further noted that “The additional business generated by and different operating models associated with these new market entrants should also prove valuable in nurturing a mature captive ecosystem in Hong Kong.” These authorizations demonstrate tangible progress in Hong Kong’s strategy to position itself as a leading international risk management centre. By attracting both a prominent local multinational and a major Mainland privately-owned enterprise, the IA is broadening the captive market base, introducing diverse operating models, and strengthening the overall captive ecosystem. 4 . Insurance Authority releases provisional statistics for the first quarter of 2026 On 24 July 2026, the IA released provisional statistics for the first quarter of 2026. Total gross premiums of the Hong Kong insurance industry reached $291.6 billion, representing a year-on-year increase of 32.3%. Long term business recorded new office premiums (excluding Retirement Scheme business) of $141.1 billion (+51.1%), driven primarily by Non-Linked individual business of $135.3 billion (+50.2%), of which participating business accounted for $125.7 billion (+53.7%). Total revenue premiums of in-force business rose to $256.4 billion (+35.6%). Total claims and benefits paid declined slightly to $92.3 billion (-2.1%). As of 31 March 2026, total assets under long term business stood at $5,504 billion. General business generated total gross premiums of $35.2 billion (+12.5%), with net premiums of $23.1 billion (+12%). Overall operating profit increased to $4.1 billion (+56.1%), supported by a sharp rise in underwriting profit to $2.6 billion (+193.7%). Growth was underpinned by solid direct business performance and a recovery in reinsurance inward underwriting results. **For more details, a summary is available at the Annex accompanying the IA release.** SIGNIFICANCE: The strong expansion in total gross premiums, particularly the robust growth in long term new office premiums and the marked recovery in general business underwriting profitability, demonstrates the continued resilience and momentum of Hong Kong’s insurance market. These results reinforce Hong Kong’s position as a leading international insurance and risk management centre. [End of ComplianceOne Insurance Newsletter – July 2026] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The Newsletter is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 3955 0277 www.complianceone.hk

2026 年 7 月 24 日，中國財政部與國家稅務局聯合發佈了《財政部與國家稅務管理局2026年第21號公告》（支持性「2026年國家稅務局公告第15號」 ），確立了涵蓋離岸信託全生命週期的綜合個人所得稅法規。該公告自發布之日起生效。 中國發布離岸信託個人所得稅全新監管規則 2026 年 7 月 24 日，中國財政部與國家稅務局聯合發佈了《財政部與國家稅務管理局2026年第21號公告》（支持性 「 2026年國家稅務局公告第15號 」 ），確立了涵蓋離岸信託全生命週期的綜合個人所得稅法規。該公告自發布之日起生效。 該新法通過實施深入的全流程稅務監管，解決了長期存在的稅務監管模糊，標誌着內地監管向稅務透明和嚴格合規的全面轉變。 公告的核心原則： 將資產存入離岸信託或通過離岸信託獲得收入的個人，依據《個人所得稅法》第2條定義，被視爲應稅所得，必須依法申報並繳納個人所得稅 （一） 適用範圍及稅務居住地確定的關鍵點及反避稅條款 新法採用 「 實質勝於形式 」 原則來確認離岸信託。除根據海外法律正式設立的信託結構外，任何實際持有和傳承信託資產的海外法律安排均包含在該法規中； 然而，海外持牌銀行、保險公司、證券公司和基金機構向公衆發行的標準公共金融產品不受監管。 新的稅務居留權認定：即使個人持有外國護照或長期/永久居留權，只要其核心經濟利益來自中國大陸，仍被視爲中國稅務居民，並需就全球離岸信託收入繳納內地個人所得稅。 嚴格的反避稅法規： 如果離岸信託提供經濟利益，如無息貸款、資產擔保、預支費用、信託資產的低價/免費使用，或通過第三方間接財富轉移，無論是否支付正式股息，均被視爲應稅收入； 如果同一信託由內地居民和非本地居民共同投資資產，整個案件直接視爲內地居民單獨出資，適用完整的居民稅規則； 信託受控框架下的空殼公司（實際上由居民控制，被動收入佔總收入的50%以上）除非能證明公司實際經營實質性，否則將面臨滲透稅。 （二） 離岸信託全生命週期的稅務處理概述 信託階段 稅收觸發情景 應稅類別與計算基礎 適用稅率 信託設立 資產配置 個人將其資產轉移至離岸信託/受託人/受控離岸實體 被視爲財產轉讓； 應稅收入 = 當天適用公允市場價值 - 資產原始價值 - 合理費用； 稅後資產的應稅基數更新爲當天的市場價值 20% 信託存續 運營期間 信託及其受控的離岸實體每年產生收入，無論收益是否實際分配給設立人 所得分爲兩類： 「 財產轉讓收入”和“利息、股息和獎金收入 」 ； 同年財產轉移產生的損失只能抵消類似收益；不允許跨類別抵消，也不能結轉至後續年份； 受託管理費、法律費、諮詢費及其他相關費用均不符合應稅收入扣除資格 20% 信託終止 清算結束 信託到期、清算及運營終止 分類爲 「 利息、股息和獎金收入 」； 應稅收入 = 清算日所有信託資產的公平市場價值 - 總原始價值 - 合理支出 20% （三） 爲歷史稅款拖欠安排90天寬限期 監管機構已爲拖欠款設立了優惠付款窗口，截止日期爲2026年10月22日： 凡納稅義務人在 2023–2025 年間置入離岸信託產生的應繳未繳稅款、以及 2026 年 1 月 1 日前信託累積未申報收益，於寬限期內主動補報補繳，一律免計滯納金、無罰款。若超出寬限期才補繳，將按日計算滯納金（摺合年化約 18%），同時可依稅收徵管法追討罰款，情節嚴重涉及逃稅者最高罰款爲欠稅金額 5 倍；欠稅金額龐大者，稅局可延長追溯徵收年限。 常規報稅截止日期（寬限期後適用） 持有離岸信託的內地稅務居民必須在每年3月1日至6月30日期間，自行申報上一整年度的信託收入。 （四） 市場影響重點 對於證監會持牌機構、私人財管、家族辦公室、信託公司及財務顧問機構等（ 「 信託相關服務提供者 」 ）而言，《財政部 稅務總局公告 2026 年第 21 號》代表跨境財富管理與受信管理迎來根本性模式轉變。新法以清晰、覆蓋資產全生命週期的納稅義務及穿透式監管規則，取代過往模糊的監管灰色地帶，令市場過往依賴離岸信託實現遞延納稅的規劃手段完全失效。 因此，信託相關服務提供者從業者須儘快提醒內地客戶有關的新安排，並重新審視旗下高淨值客戶的信託架構、賬戶安排及收益分配機制，確保完全符合內地稅務居民相關規定；尤其需要留意僅至 2026 年 10 月 22 日截止的 90 日補稅寬限期，逾期將面對高昂滯納金及嚴格反避稅罰則。長遠而言，該監管規定要求財管中介轉變營運思路，摒棄以節稅爲核心的架構設計模式，轉而採用具專業機構標準的治理架構、搭建具真實商業實質的佈局，並落實全層面稅務透明管理。 [完結 - 中國發布離岸信託個人所得稅全新監管規則] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The article is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

The topics discussed in this monthly newsletter for insurance are as follows: ComplianceOne Insurance Newsletter – April 2026 The topics discussed in this monthly newsletter are as follows: Market News Insurance Authority Hosts the Third Insurance-Linked Securities Conference IA Statistics Shows 29.7% Growth in Total Gross Premiums for the Year of 2025 HKFI Study Reveals Post-Pandemic Private Health Insurance Expenditure Surged by Over 60% in Four Years Enforcement News Police Arrest 53-Year-Old CEO of Licensed Insurance Broker Company for Alleged Theft of HK$43 Million Markets News 1. Insurance Authority Hosts the Third Insurance-Linked Securities Conference On the 22 of April 2026, the Insurance Authority (“IA”) hosted the third Insurance-linked securities (“ILS”) Conference in Hong Kong, gathering over 120 institutional investors, reinsurers, insurers and professional service providers. The event served as a platform to share market insights, foster industry partnerships, and advance Hong Kong’s strategic positioning as a leading Centre for alternative risk transfer. **Source: Insurance Authority Press Releases - 22 April 2026 **To understand more about ILS, please refer to the ILS website for further details. The event featured three panel discussions covering: i) global and Asian ILS ecosystems; ii) the strategic role of ILS in asset allocation for institutional portfolios; and iii) sharing of first-hand experience to clarify common misperceptions. Source Speech from Mr. Stephen YIU, Chairman of the IA Mr. YIU highlighted in his opening remarks that alternative investments are attracting unprecedented attention from institutional investors seeking balanced risk-adjusted returns amid rising global uncertainties, as reflected in the significant capital flows into ILS products globally. Mr. Yiu further noted Hong Kong’s unique competitive advantages for developing an ILS ecosystem, including its open and sophisticated financial market, it’s distinctive connectivity with Mainland China, and the presence of approximately 3,380 family offices, all of which position Hong Kong as an ideal platform to promote alternative risk transfer tools. SIGN IFICAN CE: This conference reinforces Hong Kong’s strategic position as a premier ILS hub in Asia. By convening key stakeholders and showcasing ILS as both an innovative alternative risk transfer tool and an attractive investment class, the IA continues to drive market development, attract global capital and strengthen the city’s role as a leading international risk management centre amid evolving global uncertainties. 2. IA Statistics Shows 29.7% Growth in Total Gross Premiums for the Year of 2025 On 24 April 2026, the IA released provisional statistics for the full year 2025. The data reflects continued robust performance across Hong Kong’s insurance sector, with total gross premiums reaching HK$827 billion, representing a 29.7% year-on-year increase. Long Term Business New office premiums surged 50.6% to HK$330.9 billion, primarily driven by Non-Linked individual business of HK$312.1 billion (up 49.9%). Within this, participating business rose 55.1% to HK$282.8 billion. Linked individual business increased 65.4% to HK$18.5 billion. Approximately 59,000 Qualifying Deferred Annuity Policies were issued, contributing HK$3.7 billion or 1.1% of total individual business premiums. In-force long-term business revenue premiums totaled HK$718.5 billion (up 33.7%), with claims and benefits paid amounting to HK$363 billion (up 3%). Total long-term assets grew to $5,398 billion, with net assets $744.3 billion. General Business Gross premiums reached HK$108.5 billion (up 8%) and net premiums HK$74.1 billion (up 6.3%). Gross claims paid totalled HK$55.4 billion (up 4.5%). Overall operating profit was HK$11.4 billion (up 39.7%), of which underwriting profit was HK$2.9 billion (down 12.5%). **For more details, please refer to the summary of the provisional statistics is at Annex .** SIGNIFICANCE: The 2025 provisional statistics underscore the resilience and strong momentum of Hong Kong’s insurance industry, with double-digit growth in long-term new business premiums—particularly participating policies—driven by sustained demand for protection and savings products. While general business operating profit improved overall, specific underwriting challenges (such as the Wang Fuk Court fire impact) were noted in certain segments. These figures reinforce Hong Kong’s position as a leading insurance hub in Asia and offer valuable insights for insurers, intermediaries, and policyholders ahead of the final audited results. 3. HKFI Study Reveals Post-Pandemic Private Health Insurance Expenditure Surged by Over 60% in Four Years On 28 April 2026, the Hong Kong Federation of Insurers (“HKFI”) announced the findings of the study titled “Determinants of Post-Pandemic Medical Inflation: An Analysis of Private Insurance Claims Data in Hong Kong”. Commissioned by the HKFI and conducted by the Centre for Ageing and Healthcare Management Research of The Hong Kong Polytechnic University’s College of Professional and Continuing Education (“PolyU CPCE”), the research analysed over ten million inpatient and outpatient claim records from 2019 to 2023. The study found that overall medical expenditure in Hong Kong’s private medical insurance market increased by over 60% in four years, representing a double-digit compound annual growth rate. The primary driver was a sharp increase of 68% in the frequency of inpatient claim (especially day procedures), rather than an increase in the unit price of medical services. Key Inpatient Claim Changes (2019 vs 2023) Metric Changes In 4 Years Overall Medical Expenditure Increase of over 60% Inpatient Claim Frequency Increased sharply by 68% in four years. Small to Medium Claims (i.e. HK$5,000–15,000) Number of cases grew by about 80%. Large Claims (i.e. over HK$100,000) Number of cases more than doubled. Room and Board Claims Grew by less than 30% (Primarily came from day procedures rather than traditional hospital stays.) The surge in claim frequency was most evident in digestive system diseases (e.g. gastritis, duodenitis and gastro-colonoscopy procedures) and viral conditions. Outpatient trends showed a shift toward higher-cost services: GP visits fell nearly 20%, while claims for Chinese medicine practitioners, physiotherapists and chiropractors rose 40–70%, with significantly higher average claim amounts. Policy Design Impact: Group plans recorded average inpatient claims approximately 40% lower than individual plans, and panel-doctor usage reduced costs by over 40%. Voluntary Health Insurance Scheme (VHIS) plans also showed modestly lower claims than non-VHIS individual policies. Demographic Pressures: Medical expenses rise sharply with age, with the 75+ group incurring the highest average bills. Females claimed more frequently, while males had higher average inpatient costs per claim. **For more details, please refer to the summary of the Executive Summary of Research Report and the Presentation Deck ** SIGNIFICANCE: The HKFI-PolyU study highlights a structural shift in Hong Kong’s private health insurance market. Post-pandemic behavioural changes and increased utilisation of day procedures and specialist services have driven sustained double-digit medical inflation. With an ageing population and rising chronic disease prevalence, the findings underscore the urgent need for multi-stakeholder collaboration among individuals, employers, insurers, healthcare providers and the Government to enhance cost control, promote prudent utilisation and ensure the long-term affordability and sustainability of private medical insurance. The research provides evidence-based insights to support policy discussions on medical network utilisation, product design and preventive care strategies. Prof. Peter YUEN, Dean of PolyU CPCE, stated: “This study clearly indicates that overall health insurance claims increased very substantially after the pandemic. Such an increase, if it continues at the same rate, will raise serious questions about private health insurance affordability for employers and individuals.” Ms Selina LAU, Chief Executive of the HKFI, said: “The results reveal that the continuous surge in Hong Kong’s medical expense is no longer an issue for the insurance industry alone but a heavy price for society as a whole to pay. We will discuss with the authorities and relevant stakeholders how to address this issue that affects the long-term well-being of Hong Kong.” Enforcement News 4. Police Arrest 53-Year-Old CEO of Licensed Insurance Broker Company for Alleged Theft of HK$43 Million On 13 April 2026, a 53-year-old woman surnamed HO (“HO”), the Chief Executive Officer of a licensed insurance broker company (which also operates as a wealth management firm), was arrested by the Hong Kong Police on suspicion of theft. The company is located at 18 Salisbury Road, Tsim Sha Tsui. **Source: MingPao Article - 14 April 2026 ** Case Summary According to reports, a shareholder discovered in January 2026 that the company’s bank account had insufficient funds, resulting in delayed payment of staff salaries and client commissions. Further investigation revealed that over HK$43 million had been transferred without authorisation from the company’s account to Ms. HO’s personal account. When questioned, Ms. HO admitted to taking the funds. The shareholder immediately reported the matter to the police. No disciplinary action or announcement has been issued by the IA. The matter remains under active police investigation with no court proceedings reported to date. SIGNIFICANCE: This case underscores the critical importance of robust internal controls, segregation of duties and independent oversight within licensed insurance broker companies. As a holder of an IA licence, the firm and its responsible officers are subject to strict fit-and-proper requirements under the Insurance Ordinance. Any proven misconduct of this nature could lead to licence suspension or revocation, in addition to criminal prosecution. The incident serves as a timely reminder to all licensed intermediaries and appointing principals to strengthen financial governance and early-detection mechanisms to protect client monies and maintain public trust in Hong Kong’s insurance intermediary sector. [End of ComplianceOne Insurance Newsletter – April 2026] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The Newsletter is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

香港財經事務及庫務局（財庫局）最新公佈，香港有限合夥基金（Limited Partnership Fund, LPF）制度迎來重要里程碑——截至2026年8月中旬，在港註冊的 LPF 總數已正式突破 2,000 個大關，7月底數據更顯示其註冊數同比激增 63%。 突破2,000家！全年大增63%，香港LPF憑什麼成為全球資本的新寵兒？ 圖片來源：香港財經事務及庫務局，2026年8月 波士頓顧問公司（BCG）最新的《全球財富報告》指出，香港資產管理規模已達 2.95 兆美元，超越瑞士成為全球最大財富管理中心，香港的獨立財富管理機構資產規模約為 2,000 億至 2,500 億美元。 圖片來源：波士頓顧問公司《2026年全球財富報告》 為什麼越來越多的全球私募股權（PE）和創投（VC）基金，以及家族辦公室，在設立新基金或調整區域策略時，會將香港的「有限合夥基金（LPF）」納入其核心架構——甚至取代傳統的單一離岸基金（如開曼群島或英屬維京群島的基金）？ 一、三分鐘讀懂 LPF：像「合資開餐廳」一樣的專業分工 香港於2020年8月正式推出 LPF 制度，旨在為私人基金提供靈活、高效的本地合夥企業結構。很多初接觸制度的投資人常覺得概念抽象，其實它的運作機制就像一班朋友合資開餐廳： 「大家平日都要工作，沒有時間打點，於是找來一位有經驗的廚師兼餐廳經理，全權負責日常營運與設計菜單。出資的朋友不參與日常管理，於是找來一位有經驗的廚師兼餐廳經理，全權負責日常營運與設計菜單。出資的朋友不參與日常管理，僅以出資額為限承擔風險。透過這種安排，出資者藉力專業團隊，管理者專注於投資決策，各司其職，共同分享獲利。 」 這種分工在 LPF 架構中清晰對應如下： 角色 對應餐廳職責 核心職責與風險承擔 普通合夥人 (GP) General Partner 餐廳經理兼主廚 （專業基金經理） 全權負責基金的日常營運與投資決策，承擔相關債務與義務的無限責任。 有限責任合夥人 (LP) Limited Partner 出資金主 （各類投資人） 僅提供資金，不參與日常管理，風險僅限於其承諾的出資金額，可控性高。 資料來源：香港財經事務及庫務局，2026年8月14日 二、 為什麼選擇香港 LPF？四大核心優勢解析 相較於傳統的離岸（Offshore）基金結構，香港 LPF 作為本地（Onshore）基金架構，具備強大的商業與合規競爭力： 設立極速，合規成本低 ：符合條件的申請一般可在 4 個工作天 內完成註冊，極大縮短了基金募資與落地的周期。同時，免去離岸合規（如開曼經濟實質法案等）帶來的繁復維護與高昂規費。 契約自由，商業條款高度彈性 ：LPF 制度給予 GP 與 LP 極大的自由度，可自行製定資本撥繳（Capital Call）、利潤分派（Carried Interest）、基金存續期及退出機制等條款，充分滿足私人市場的個人需求。 稅務優惠與完善的法治保障 ：符合資格的 LPF 可享有香港 利得稅豁免 （Fund Tax Exemption）及附帶權益（Carried Interest）的稅務寬免。香港健全的普通法系與成熟的監管體系，也為投資人權益提供了極高標準的法律保障。 遷冊機制（Re-domiciliation）便利 ：自2021年11月起，香港引進了外地基金遷冊來港機制。已在海外（如開曼、BVI）成立的私募基金，可在無清算或中斷營運的前提下，直接平滑遷冊至香港成為 LPF。 2026年8月12日，香港金融史上一個值得記住的日子。 由渣打銀行（香港）、香港電訊及Animoca Brands共同成立的碇點金融（Anchorpoint Financial），正式推出香港首個受監管的港元穩定幣—— HKDAP（HKD At Par） 。首批授權分銷商爲香港兩大持牌虛擬資產交易平臺OSL與HashKey。 從2025年9月36家機構蜂擁遞交申請，到2026年4月僅兩家獲批，再到8月首枚合規港元穩定幣落地——這場歷時近一年的 「 發牌馬拉松 」 ，終於交出了第一份答卷。 但這枚穩定幣的面世，遠非一帆風順。 一、什麼是HKDAP？先看懂監管框架 在聊爭議之前，有必要先了解HKDAP背後的監管邏輯。 香港《穩定幣條例》（第656章）於2025年5月21日通過立法會，2025年8月1日正式生效。這是全球首個針對法幣穩定幣建立的全面監管框架。監管機構是香港金融管理局。 誰需要拿牌？ 條例規管的是一項特定活動——發行 法幣穩定幣 （fiat-referenced stablecoin, FRS）。兩個觸發點會把機構納入發牌範圍：一是在香港發行法幣穩定幣；二是 只要發行參照港元的穩定幣，無論在世界何處發行，都需要香港牌照 。 圖片來源：第656章 《穩定幣條例》 拿牌需要什麼條件？ 金管局從一開始就直言不諱——門檻設得 「 較高 」 。核心要求包括： 資本要求 ：申請人需至少 2,500萬港元繳足股本 （或金管局接受的等值財務資源）。這意味着還沒賺一分錢，就得先把2,500萬港元鎖進股本。 儲備資產 ：每一枚已發行的穩定幣，必須隨時以 高質素、高流動性資產 （例如現金、短期銀行存款及優質政底或央行債券等）按面值全額支持。儲備必須與發行人自有資金 隔離 ，存放於合資格託管人，並由獨立第三方定期核證及審計。 贖回保障 ：任何持幣人都能 按面值贖回 ，不受不合理費用或條件限制。 36份申請、僅批2家——這個比例本身就是最有力的說明： 香港不是在 「 放水 」 ，而是在 「 設閘 」 。 二、兩種態度：渣打 「 積極 」 ，滙豐 「 被動 」 HKDAP的正式推出，揭開了首批持牌機構截然不同的態度。 渣打一方 展現了明顯的主導意願。碇點金融早在2024年就參與了金管局穩定幣發行人 「 沙盒 」 測試，2025年8月1日《穩定幣條例》生效當天就正式遞交了申請意向。獲牌後，碇點金融採取了分階段推進策略：先在公有鏈完成鑄造及實時轉賬測試，5月與OSL在以太坊主網完成全流程測試，8月正式步入商業運營。目前HKDAP已面向機構分銷商和專業投資者開放，目標最快2026年底開放零售服務。 滙豐一方 則是另一番光景。據業內透露， 「 滙豐是被動的，被指着鼻子纔去做的 」 。一位接近滙豐的人士透露，滙豐更傾向推行代幣化存款，而非穩定幣。根本原因在於商業邏輯的衝突：滙豐約85%的支付業務收入來自以存款爲基礎的淨利息收入，支付業務本身佔其2025年總收入的約22%。穩定幣發行恰恰會分流銀行存款，動搖了滙豐 「 吸存款→放貸款→賺利差 」 的核心商業模式。 （ Foresight News, 2026 ） 換言之， 讓最不願意、最沒動力的機構去主導港元穩定幣，讓最有動力、最有想法的機構被邊緣化 ——這正是業內對首批牌照結果的真實評價。 有強烈意願探索港元穩定幣場景的螞蟻集團、京東科技、圓幣科技等公司，以及13家持牌加密交易所中 仍在持續虧損 的多數，都未能真正入局或取得核心主導權。 三、從市民視角看：HKDAP跟我有什麼關係？ 說完了行業內的博弈，回到一個更樸素的問題： 作爲一個普通市民，HKDAP到底能做什麼？ 目前——跟你沒什麼關係。 HKDAP首階段 不直接面向零售用戶 ，而是通過OSL、HashKey等授權分銷商，面向機構、企業客戶及專業投資者開放。普通市民暫時無法在手機上直接購買或使用HKDAP。 未來——如果一切順利，可能會改變你的支付習慣。 滙豐計劃將港元穩定幣接入 PayMe 及 HSBC HK App ，這意味着用戶未來可以直接透過這兩個數碼平臺進行 個人之間即時轉賬、直接以穩定幣支付參與商戶、以穩定幣認購代幣化投資產品 。 渣打方面則形象地將穩定幣比作登山時的 「 固定錨點 」 ： 「 攀登時每一步都需要安全與穩定，受監管的穩定幣在數字資產生態裏就扮演這個角 色」（ 東方財富網, 2026 ）。 更值得關注的是跨境支付場景。 傳統跨境支付通常需要對接4至6家不同的中介或代理行，資金往往需 「 T+3 」 才能到賬，且費用高昂。而穩定幣結算方案能大幅減少中間環節， 顯著降低交易成本，實現近乎即時的資金劃轉 （ 新浪網, 2026 ）。 簡單來說： HKDAP現階段是爲金融機構和跨境貿易 「 修路 」 ，而不是給普通市民 「 發錢 」 。這條路修好了，普通人才能走得順暢。 四、爲什麼這件事值得關注？ 作爲普通觀察者，我們對港元穩定幣的看法可以概括爲三句話。 第一，方向是對的，但節奏比預期慢。 從2024年金管局推出 「 沙盒 」 ，到2025年《穩定幣條例》生效，再到2026年首枚穩定幣落地——香港在合規穩定幣監管上確實是 全球領跑者之一 。但36份申請、2張牌照、僅1家率先推出——這個 「 轉化率 」 說明監管的謹慎遠超市場預期。香港金管局助理總裁何漢傑曾表示，監管制度設計貫徹 「 相同活動、相同風險 」 的原則 。換句話說： 寧慢勿濫 （ 香港文匯報, 2026 ）。 第二， 「 合規 」 本身就是最大的價值。 回顧過去幾年全球穩定幣市場的崩盤事件——儲備不透明、贖回困難、發行方挪用資金——香港這套監管框架的核心邏輯其實很樸素： 每一枚穩定幣背後必須有真實存在的資產，經獨立人士查核，持有人隨時能按面值贖回 。聽起來是常識，但在穩定幣領域能做到的並不多。HKDAP的儲備資產須與發行人自有資金隔離、存放於合資格託管人、由獨立第三方定期審計——這套機制如果運轉良好， 有可能成爲全球穩定幣監管的參照樣本 。 第三，普通人的 「 獲得感 」 還需要時間。 目前HKDAP面向的是機構和企業，普通市民最快也要到2026年底纔有機會接觸。而且坦白說，香港本地已有 「 轉數快 」 、八達通等高效支付基礎設施，穩定幣在零售消費領域的 增量價值有限 。真正的想象空間在於跨境貿易結算、代幣化資產交易、RWA（真實世界資產代幣化）清算等機構級場景——這些場景離普通人的生活還比較遠，但 一旦跑通，對整個金融體系的效率提升是質的飛躍 ( 香港新聞網, 2026 ）。 寫在最後 HKDAP的推出，與其說是一場面向大衆的 「 產品發佈 」 ，不如說是一次金融基礎設施的 「 壓力測試 」 。 正如碇點金融行政總裁馬飛所說，現階段的核心工作是 「 完善各類商業應用，直觀體現合規代幣貨幣在支付、清算等真實經營場景中的價值 」 。 港元穩定幣這條路，方向明確了，但前路還長。有人在積極鋪路，有人在被動觀望，有人在門外等待入場。作爲普通市民，我們或許暫時用不上HKDAP，但這條 「 數碼港元新軌道 」 一旦鋪好，最終受益的將是整個香港金融體系——也包括生活在其中的每一個人。 不妨拭目以待。 參考資料：香港文匯報、東方財富網、新浪網、Foresight News、香港新聞網等 [完結 - 突破2,000家！全年大增63%，香港LPF憑什麼成為全球資本的新寵兒？] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The article is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

The topics discussed in this monthly newsletter for Licensed Corporations are as follows: ComplianceOne Newsletter – June 2026 The topics discussed in this monthly newsletter are as follows: Market News Hong Kong to launch Five-Year China Government Bond Futures EX.IO Receives Approval from the SFC for Two New VA Businesses Citigroup launches tokenized depositary receipts SFC urges licensed firms to guard against emerging AI-enabled cyber threats Enforcement News Movie producer Wong Pak Ming sentenced to jail and fined in SFC's insider dealing prosecution SFC seeks share buy-out order against former chairman of Target Insurance (Holdings) Limited (HK Stock Code:6161) SFC reprimands and fines XHK Limited HKD 2.5 million for regulatory breaches Evergrande's judicial review blocks PricewaterhouseCoopers' demand for HKD 1 billion in compensation from retail investors Regulatory Updates SFC concludes consultation on the investor identification regime for Hong Kong’s exchange-traded derivatives market Markets News 1. Hong Kong to launch Five-Year China Government Bond Futures The Securities and Future Commission (“ SFC ”) has announced that Hong Kong is targeting August 3, 2026, debut five-year China Government Bond (“ CGB ”) Futures on the Hong Kong Exchanges and Clearing Limited (“ HKEX ”). This launch is driven by strong global demand following a massive influx of foreign capital into the onshore market. International investor holdings in CGBs are approaching approximately RMB 2 trillion by May 2026 via Bond Connect. The new contracts will provide a crucial offshore derivative tool to hedge mainland interest rate risk directly from Hong Kong. As Dr Kelvin WONG, SFC’s Chairman, said: “ The launch of CGB futures is an important initiative for Hong Kong in aligning its financial sector with the nation’s 15 th Five-Year Plan and further deepening mutual access between Hong Kong and the Mainland financial markets. Its introduction is also a milestone in Hong Kong’s efforts to support the internationalization of RMB and develop into a global fixed income and currency hub ”. As Ms Julia LEUNG, SFC’s Chief Executive Officer, said: “ The launch comes at a time when asset managers’ demand for RMB-denominated fixed income assets has increased as part of their diversification strategy. It also shines a light on the critical role Hong Kong plays as a regional fixed income and offshore RMB hub ”. SIGNIFICANCE: Asset managers, institutional investors and other market participants investing in CGBs should consider how the availability of CGB futures may enhance portfolio risk management capabilities. The new product offers a regulated mechanism for hedging interest rate exposure without requiring investors to access onshore derivatives markets, potentially improving portfolio efficiency and supporting increased participation in China's bond market. Additionally, the initiative supports the continued internationalisation of the Renminbi while further strengthening Hong Kong’s position as a leading global centre for fixed income and RMB financial services. 2. EX.IO Receives Approval from the SFC for Two New VA Businesses On 12 June 2026, EX.IO has secured SFC approval to conduct two categories of business that no other licensed virtual asset trading platform in Hong Kong has previously been permitted to offer ( EX.IO ’s licensing conditions ): the distribution of traditional investment products and tokenised securities to investors, and; the provision of custody services for tokenised securities that are not traded on EX.IO ’s own platform. Until this approval, VATPs could only custody assets that were actually tradable on their own platform. EX.IO ’s new authorisation means it can act as a regulated custodian for tokenised securities issued by any eligible issuer, whether or not those securities are listed for trading on EX.IO ’s platform. This effectively positions EX.IO as a standalone tokenised securities custodian, a function that has historically sat with licensed banks, approved trustees, or Type 1 licensed corporations. Under the SFC’s existing VATP licensing framework, the ability to distribute investment products and custody off-platform tokenised assets requires a specific modification to the standard licensing conditions. EX.IO is the first VATP to have obtained both modifications simultaneously. EX.IO already holds Type 1 (dealing in securities) and Type 7 (automated trading services) licences and is the only VATP included in the Hong Kong government’s Office for Attracting Strategic Enterprises (“ OASES ”) initiative. SIGNIFICANCE: This development has direct implications for asset managers and issuers exploring tokenised securities distribution in Hong Kong. The availability of a regulated VATP-custodian that sits outside the traditional banking and licensed intermediary framework creates a new channel for tokenised product custody and distribution. Issuers of tokenised securities who have been constrained by the limited pool of approved custodians should consider whether EX.IO ’s expanded authorisation opens new product and distribution options. 3. Citigroup launches tokenized depositary receipts On 12 June 2026, Citigroup has introduced Digital Depositary Receipts (“ DDR s”), a blockchain-based product structure that adapts the centuries-old depositary receipt mechanism to give wealthy and institutional investors access to private company equity. The product records ownership on blockchain infrastructure operated by Swiss Infrastructure and Exchange (“ SIX ”), with Citigroup acting as both issuer and custodian of the underlying position. The mechanics mirror traditional depositary receipts: Citigroup acquires and holds the underlying private company shares, issues blockchain tokens representing proportional claims on those shares, and investors hold the tokens rather than the shares directly. The key innovation is by recording the receipts on a distributed ledger. Citigroup aims to make private market positions more liquid, easily transferable, and efficiently administered than conventional private equity ownership structures. Citigroup has also indicated this is the beginning of a broader programme. The bank intends to expand DDR issuance to public blockchains over time, positioning the product within the emerging ecosystem of tokenised bank deposits and shared digital settlement networks that major institutions are developing in parallel. SIGNIFICANCE: Private banks, family offices and wealth managers operating in Hong Kong should take note of the DDR structures as a potential template for client-facing innovation. As traditional depositary receipts are well understood regulatory instruments, the DDR format may offer a faster path to regulatory acceptance for tokenised private market exposure than novel product structures. Asset managers should also monitor for HKEX or SFC guidance on tokenised product distribution that would accommodate DDR-style instruments listed on Hong Kong venues. 4. SFC urges licensed firms to guard against emerging AI-enabled cyber threats On 02 June 2026, the SFC issued a circular warning all licensed corporations, SFC-licensed VATPs, and associated entities that frontier AI models are enabling more frequent, sophisticated cyberattacks. In 2025, Hong Kong cyber incidents rose 27% to 15,877. Below highlights a summary of the circular issued on 02 June 2026. Key Focus Core Requirements and Actions Rising AI Threats HK Computer Emergency Response Team incidents surged to 15,877 in 2025. AI enables faster zero-day exploits, automated attacks, and sophisticated deepfakes/social engineering. Shrinking window between vulnerability disclosure and weaponization. Senior Management & MIC-IT MIC-IT holds ultimate responsibility for cybersecurity oversight. Mandatory review and approval of enhanced controls. Engage external experts if internal expertise is lacking. Tech Asset Inventory Maintain an accurate, real-time inventory of all hardware, software, cloud assets, and data flows. Prioritize protection for externally exposed and business-critical systems. Vulnerability & Patching Accelerate patch cycles, allow out-of-schedule emergency patching. Prioritize remediation for internet-facing and critical systems. Access & Zero Trust Enforce least privilege and strict control over privileged accounts. Implement micro-segmentation to prevent lateral movement. Treat all external inputs (email, APIs, files) as untrusted. Apply maker-checker controls for high-risk actions. Detection & Monitoring Enhance anomaly detection for trading and system activities. Improve threat intelligence capabilities. Third-Party Risk Integrate AI-threat assessment into vendor due diligence. Continuous monitoring of critical third-party service providers. Incident Response Conduct regular tabletop exercises and simulated attacks. Pre-plan containment strategies (isolation, blocking). Daily backups mandatory for e-trading firms and VATPs. Immediate notification to SFC for material incidents. High-Risk Sectors Full compliance expected for: Electronic Trading LCs Type 13 Depositories Virtual Asset Trading Platforms (“ VATPs ”) Immediate notification to SFC for material incidents. Regulatory Oversight SFC will monitor industry adoption. Potential for thematic reviews and supervisory action for non-compliance. SIGNIFICANCE: Cybersecurity is now a front-line regulatory obligation tied to senior management accountability of SFC licensed corporations most especially for internet brokers and virtual asset trading platforms. They don’t need to be a tech expert, but they must be able to evidence that their firm has assessed AI-era threats, strengthened controls proportionate to their business, and that RO’s/MICs have actively supervised the process. As Dr Eric YIP, SFC’s Executive Director of Intermediaries, said: “ As frontier AI models become more powerful and accessible, AI-enabled cyber threats are set to accelerate and complicate the tasks to detect and contain them. Senior management of licensed firms should shoulder primary responsibilities in gatekeeping firm’s cyber resilience and the security of client assets.” . Enforcement News 5. Movie producer Wong Pak Ming sentenced to jail and fined in SFC's insider dealing prosecution In June 2026, prominent Hong Kong film producer Raymond Wong Pak Ming (“ Wong ”) began serving a five‑month prison sentence after being convicted of insider dealing in shares of Pegasus Entertainment Holdings Limited (“ Pegasus ”), now Transmit Entertainment Limited, ( HK Stock Code: 1326 ). The West Kowloon Magistrates’ Court handed down the sentence on June 9, 2026, concluding a criminal case launched in February 2025 and featuring a 16‑day contested trial. The court heard that in 2017, while negotiating the sale of his controlling stake in Pegasus, Wong received material non‑public information, including a signed memorandum of understanding and a HKD 10 million earnest payment from a prospective buyer. On the same day he received the deposit, Wong transferred HKD 2 million to his sister and subsequently used WhatsApp to instruct her on when and at what price to buy Pegasus shares. She ultimately acquired over nine million shares at prices below post‑announcement market levels, generating HKD 99,720 in realised profits. Wong was fined an amount equal to those profits and ordered to pay HKD 374,305.48 for the SFC investigation costs, penalties designed to strip away all economic gain from the offence. While the judge recognised Wong’s lifelong contributions to Hong Kong’s film industry, he emphasised that such achievements could not justify leniency where market integrity had been deliberately undermined. The SFC reaffirmed its commitment to robust enforcement to safeguard investors and maintain confidence in Hong Kong’s financial markets. SIGNIFICANCE: This case sets a clear and practical precedent in Hong Kong. Insider dealing now carries tangible custodial risk, not merely regulatory fines or civil penalties. The court’s decision to impose a financial penalty equal to the illicit profits underscores that restitution is a core component of punishment. Regulators and courts are also signalling that informal communication channels such as WhatsApp are fully within the scope of SFC investigations, and casual trading instructions carry the same legal weight as formal ones. Senior executives and substantial shareholders who possess price-sensitive, non-public information can face criminal liability for tipping connected parties, even in seemingly routine deal discussions. Wong’s case marks a defining moment for enforcement outcomes in Hong Kong, highlighting the need for compliance programmes to strengthen insider dealing training, particularly around prohibitions on informal trading discussions with family members. 6. SFC seeks share buy-out order against former chairman of Target Insurance (Holdings) Limited (HK Stock Code:6161) The SFC has resumed legal proceedings against Neo Ng Yu (“ Ng ”), former chairman of Target Insurance (Holdings) Limited and the alleged orchestrator of one of Hong Kong’s most complex client asset misappropriation cases. Proceedings had stalled while authorities worked to serve Ng, who was located in mainland China. Following successful service with the assistance of Mainland authorities, the Court restored the case at a management conference in June 2026. The SFC is seeking a share buy-out order requiring Ng to purchase the shares of Target Insurance’s remaining public shareholders at fair value, a remedy available under section 214 of the Securities and Futures Ordinance where a person’s conduct has rendered it unfair for shareholders to remain invested. The underlying allegation is that Ng orchestrated a fraudulent scheme through which more than USD 150 million of funds belonging to Target Insurance Company Limited (the group’s operating insurer) were funnelled from Nerico Brothers Limited (“ NBL ”) into a Cayman-based fund controlled by Ng through his firm Amber Hill Capital Limited. Case Context This case is the final active thread in a multi-year enforcement campaign that has already produced landmark outcomes. The SFC revoked NBL’s licence* and imposed a lifetime ban on its director in August 2025. Amber Hill Capital’s licence was also revoked and its principals banned for life in the same period. Paul Wan Kai Leung, NBL’s former responsible officer, received his own lifetime ban in May 2026. Target Insurance itself was wound up in September 2022, and its shares were delisted from HKEX in December 2023 after trading was suspended in January 2022 when the scale of the losses became known. *For more details, please click on the Statement of Disciplinary Action for NBL’s case. SIGNIFICANCE: This case illustrates the SFC’s persistent cross-border enforcement capability. The ability to effect service in mainland China via formal channels, and the court’s readiness to restore previously adjourned proceedings, demonstrate that leaving Hong Kong’s jurisdiction does not bring enforcement to a halt. For institutional investors and listed company shareholders, the section 214 buy-out mechanism is an important but underappreciated investor protection tool. Where a controlling shareholder’s misconduct renders continued investment unfair, the SFC can seek to put investors in the position they would have been in absent the wrongdoing. 7. SFC reprimands and fines XHK Limited HKD 2.5 million for regulatory breaches On 01 June 2026, the SFC has publicly reprimanded and fined XHK Limited (“ XHK ”) HKD 2.5 million following disciplinary proceedings triggered by the firm's own self-reporting. The SFC found multiple regulatory failures: Financial Resources Rules (“ FRR ”) Breach: XHK submitted financial returns with accounting errors (Jan 2020 – Jun 2021), causing inaccurate liquid capital reporting. After correction, XHK was found to have had required liquid capital deficits of HKD 3.6 million – HKD 32.3 million for four months. The failures were attributed to inadequate oversight of external service providers and staff unfamiliarity with FRR requirements. Client Money Rules (“ CMR ”) Breaches: In Mar – Apr 2021, XHK transferred up to HKD 206 million of client money from segregated accounts to overseas brokers without obtaining clients' written direction or standing authority. Between Feb 2019 – Oct 2021, XHK failed to promptly transfer non-client money (approximately HKD 38 million in commissions and interest on client money) out of segregated accounts within one business day of identification, as required by CMR. These breaches also constituted violations of the SFC Code of Conduct. *For more details, please click on the Statement of Disciplinary Action for XHK case. SIGNIFICANCE: The SFC is particularly focused on capital adequacy failures, misuse of client money, inadequate oversight of third-party vendors, and staff ignorance of regulatory requirements. Maintaining a “clean” disciplinary record and fostering a culture of compliance are vital for all licensed entities. 8. Evergrande's judicial review blocks PricewaterhouseCoopers' demand for HKD 1 billion in compensation from retail investors What appeared to be a landmark resolution of the Evergrande audit scandal, the SFC’s HKD 1 billion compensation agreement with PricewaterhouseCoopers (“ PwC ”) announced in April 2026, has become the subject of a High Court judicial review filed by the company’s own liquidators. The challenge goes to the heart of the SFC’s authority to settle market misconduct cases involving non-regulated parties and raises difficult questions about who should benefit from such settlements. The Liquidators’ Grounds Alvarez & Marsal, acting as Evergrande’s liquidators, advance two main arguments. First, they contend that PwC Hong Kong, in its capacity as a certified public accountant, was not a ‘regulated person’ under the Securities and Futures Ordinance. In their view, PwC fell under the jurisdiction of the Accounting and Financial Reporting Council (“ AFRC ”), not the SFC, and the SFC therefore lacked the standalone authority to settle market misconduct proceedings with a non-licensed entity. Second, and perhaps more fundamentally, the liquidators argue that the settlement’s beneficiaries are the wrong people. Under Hong Kong’s Companies Ordinance, liquidation proceeds must be distributed to priority creditors and then unsecured creditors before any residual value reaches shareholders. The SFC’s settlement channels HKD 1 billion directly to eligible independent minority shareholders, bypassing the statutory priority waterfall entirely. The liquidators had separately pursued their own lawsuit against PwC for RMB 57 billion and wrote to the SFC on two occasions in May 2026, requesting a suspension of the settlement pending the outcome of the civil proceedings. The SFC rejected both requests, prompting the judicial review application. SIGNIFICANCE The SFC is normalizing settlements that require payments into an investor compensation pool, this has been seen in Lehman cases, Tiger Asia, and now PwC. Licensed corporations facing SFC investigation should expect settlement offers to include restitution to affected clients/shareholders, not only disciplinary fines or license conditions. Regulatory Updates 9. SFC concludes consultation on the investor identification regime for Hong Kong’s exchange-traded derivatives market Since March 2023, every on-exchange security traded in Hong Kong have been backed by the Hong Kong Investor Identification Regime for the Securities Market (“ HKIDR-S ”), linking each order to the identity of the person carrying out the trade. This infrastructure is now being applied to the derivatives market, extending to exchange-traded futures contracts, options contracts, and stock options, creating the Hong Kong Investor Identification Regime for the exchange-traded derivatives market (“ HKIDR-DM ”). The target implementation date is set in Q2 of 2028. This move follows a three-month consultation that drew nine submissions, with respondents broadly supportive. How will it work The HKIDR-DM mirrors the operational model of the existing securities regime. Licensed corporations and registered institutions that offer brokerage services or conduct proprietary trading in exchange-traded derivatives will be required to submit their clients' names and identity information to a centralised data repository at the point of order submission. The regime will cover on-exchange orders executed through the trading system of the Hong Kong Futures Exchange Limited and will be implemented concurrently with HKEX's launch of its new Orion Derivatives Platform, allowing firms to build HKIDR-DM functionality into their system upgrades rather than treating it as a separate project. As Mr Rico Leung, SFC's Executive Director of Supervision of Markets, said: “ The extension of the investor identification regime demonstrate our firm commitment to strengthening market integrity and protecting investors. By strengthening our capability to conduct timely and effective surveillance, the HKIDR-DM will bolster the long-term resilience and sustainable development of Hong Kong’s derivatives market, further reinforcing its status as a trusted international financial centre ”. The SFC has established a dedicated HKIDR-DM webpage and has indicated that further guidance and FAQs will follow in the coming months. SIGNIFICANCE Licensed corporations and registered institutions active in Hong Kong’s derivative market should treat the Q2 2028 target as a planning horizon. The HKIDR-S’ implementation showed that firms that engaged early with data management frameworks, and client onboarding processes for identity collection were positioned advantageously at go-live compared to those that waited for finalised guidance. [End of ComplianceOne Newsletter – June 2026] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The Newsletter is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk

衷心感謝各位踴躍參與我們於 2026 年 6 月 11 日（星期四）舉辦的「FRR 實務申報與監控」網絡研討會。本次活動反應熱烈，吸引了眾多客戶及來賓出席，我們深感榮幸。 【活動回顧】感謝您的參與：「FRR 申報實務與監控」網絡研討會及要點總結 (2026.06) 衷心感謝各位踴躍參與我們於 2026 年 6 月 11 日（星期四）舉辦的「FRR 實務申報與監控」網絡研討會。本次活動反應熱烈，吸引了眾多客戶及來賓出席，我們深感榮幸。 本次研討會由我們的專業團隊成員—— Tommy Chung 與 Ryan Lee 主講，針對「不持有客戶資產」的持牌法團，就如何應對及遵守《財務資源規則》（FRR）分享了寶貴的實務見解。 以下為本次演講的核心合規要點總結： 📌 網絡研討會要點總結 以最高門檻為準 ：資本要求並非按擁有的多個牌照疊加計算；企業必須嚴格滿足其所持牌照中，單一最高的資本門檻要求。 嚴格的 24 小時通知機制 ：若速動資金跌至低於規定金額的 120%，或較上一次申報的金額暴跌超過 50%，企業必須在一個工作天內向證監會（SFC）發出通知。 資產計入有時限要求 ：就受規管活動所產生的應收費用及預付費用只有在未結清期不超過一個月，或在 3 個月內到期的情況下，方可視為速動資產。 持續進行每月追踪 ：即使是每半年申報一次的持牌法團，亦應每月進行內部 FRR 計算，以確保能及時捕捉資金的快速波動，避免隱蔽性違規。 我們非常重視您的寶貴意見。若您對本次培訓有任何建議，或希望我們在未來的研討會中涵蓋特定主題，歡迎隨時與我們分享。 期待不久的將來再次為業界舉辦更多具啟發性的專題分享！ [Seminar Review] Thank You for Participating: Practical FRR Filing Webinar & Key Summary (2026.06) We sincerely appreciate your participation in our recent webinar, "Practical FRR Filing/Monitoring," held on Thursday, 11th June 2026. We are pleased to share that the session received an excellent response, with a strong turnout from both our clients and guests. Led by our team, Tommy Chung, and Ryan Lee , the session offered valuable insights into navigating the Financial Resources Rules (FRR) for licensed corporations that do not hold client assets. Here are the core compliance takeaways from the presentation: 📌 Webinar Key Summary Highest Threshold Governs: Capital requirements do not aggregate across multiple licenses; firms must strictly satisfy the single highest threshold among the licenses they hold. Strict 24-Hour Notifications: Firms must notify the SFC within one business day if liquid capital drops below 120% of the required amount, or plunges below 50% of their last filed return. Time-Bound Asset Rules: Accrued fees which are generated from regulated activities and prepaid expenses only qualify as liquid assets if they are outstanding for one month or less, or fall due within 3 months. Continuous Monthly Tracking: Even semi-annual filers should run monthly internal FRR computations to safely catch rapid capital fluctuations and avoid hidden breaches. We greatly value your insights. If you have any suggestions regarding this training or topics you would like us to cover in future sessions, please feel free to share them with us. We look forward to hosting more insightful presentations for industry participants soon!

在全球經濟充滿變數的大變局下，企業對於跨境資產配置、風險管理及資金靈活調配的需求日益迫切。 天匯合規市場洞察｜政策紅利與專業並行：天匯合規攜手業界，助中企以香港為「戰略母港」穩健出海 在全球經濟充滿變數的大變局下，企業對於跨境資產配置、風險管理及資金靈活調配的需求日益迫切。香港特區政府日前正式公布《香港企業財資中心發展行動計劃》，制訂了具針對性及前瞻性的策略，全力強化香港作為跨國企業財資中心（CTC）的主要樞紐定位。 與此同時，香港律政司副司長張國鈞亦明確指出，內地企業出海的機遇正為香港的法律及專業服務尋覓新方向。政府正督導設立「香港專業服務出海平台」，憑藉會計、金融、法律等「金漆招牌」，發揮「免費中介人」與「金牌媒人」的角色，並以香港標準作為「轉換器」，協助出海企業將營運標準完美對標國際標準。 本次新政的核心在於強化香港作為跨國企業財資中心（CTC）主要樞紐的定位，為內地及海外企業打造「引進來、走出去」的雙向超級聯繫人平台。 業界四大核心持份者權威觀點 政策出台後，政府、專業公會、國際會計師行及天匯合規分別從政策、稅制、商業戰略及合規落地四個維度發表了重要聲明： 持份者 核心關注點 核心政策與工具 企業戰略價值 香港特區政府 提高政策可預見性，優化現有寬免措施，協助企業避險與分散資產。 預先審核機制 壯大區域總部功能，讓企業安心將資金與融資、盈利管理留在香港。 香港會計師公會 提升香港稅務競爭力，應對國際稅制變革帶來的挑戰。 「4T」框架 （革新稅制、擴展稅務協定網絡、推廣、人才） 應對 BEPS 2.0（全球最低稅）挑戰，吸引跨國企業集中管理資金。 國際四大會計師行 協助企業處理海外資金及投資的風險管理，鞏固國際財資中心地位。 擴展全面性避免雙重課稅協定網絡 提升香港作為內地企業「出海首選」及戰略母港的樞紐優勢。 天匯合規 跨境合規架構的經濟實質性、營運實質性與日常監管的精準對接。 一站式跨境合規方案與監管溝通機制 確保企業在靈活調配資金的同時，完美符合本地及國際合規風控要求。 天匯合規深度專家觀點：捕捉政策紅利，合規先行是關鍵 針對此次《行動計劃》的發布，天匯合規（ComplianceOne）發表官方聲明指出： 「政府增設的『預先審核機制』無疑為企業注入了一劑強心針，大幅提升了稅務的確定性與行政彈性。然而，在 BEPS 2.0（國際稅務改革框架）全面實施的背景下，企業前來香港設立財資中心，絕非單純的稅務申報，而是涉及深層次的經濟實質（Economic Substance）、反洗錢（AML）及跨境資金流動合規架構的搭建。 企業在追求資金回報與調配靈活性的同時，必須建立完善的內控與風控機制。天匯合規作為扎根香港、深諳國際與本地監管法規的專業夥伴，將全面配合政府的行動計劃，為企業提供從架構設計、牌照諮詢到日常監管溝通的全方位合規護航。」 正如上市公司山東黃金等大型企業選擇落戶香港，將融資、出海機遇與盈利管理進行全鏈條整合，未來的企業財資中心將更加依賴高質量的金融基建與專業服務。 攜手天匯合規，開啟您的香港及全球商務布局 香港作為國際金融中心的實力無庸置疑，而完善的合規營運則是企業穩健發展的基石。如果您正計劃： • 在香港設立企業財資中心（CTC）或地區總部 • 申請相關金融牌照或對接稅務局的「預先審核機制」 • 優化跨國業務的合規與風險管理架構 天匯合規隨時準備為您提供最專業、最接地氣的合規諮詢服務。 歡迎瀏覽我們的官方網站 www.complianceone.hk 與我們的專家團隊取得聯繫，讓我們助您的企業在國際舞台上乘風破浪。 [完結 - 天匯合規市場洞察｜政策紅利與專業並行：天匯合規攜手業界，助中企以香港為「戰略母港」穩健出海] For more details, please click on the title of the topic above. ================================= ~ Make It Right Today, Better Tomorrow ~ ================================= The article is for general information purpose only and is not intended to constitute legal or other professional advice. For enquiries, please email to support@complianceone.hk or WhatsApp us at (852) 95164607 . Unit 1605, 16/F, West Tower, Shun Tak Centre,168-200 Connaught Road Central, Sheung Wan, Hong Kong Tel: (852) 39550277 www.complianceone.hk