CHINA CONSTRUCTION BANK CORPORATION 中國建設銀行股份有限公司

The court dismisses CCB's bankruptcy petition against Mr Tam, finding a bona fide dispute over the alleged debt of HK$31.7m.

The SFC has frozen accounts at 3 brokerages up to HK$3.81bn, the amount raised by HHH in 2015 in an open offer ($3.19bn) and a CB ($0.62bn) issued to Huarong (2799) and CCB (0939). The SFC suspects false or misleading statements and misappropriation of part of the proceeds.

The IPO did not proceed.

The filing states that the companies owned by Mr Guo Jiadi entered into a "subscription agreement" with an "investor" on 26-Apr-2018, which closed on 30-May-2018, whereupon the shares were pledged to the investor. The filing by CCB discloses its security interest in the shares, probably as collateral for a loan.

This comes after Huarong bought 312.5m unlisted warrants from Kong LingLing at $0.06 per warrant, which it exercised at $0.24 per share on 22-Dec-2017. Huarong now also has a short interest in the same number of shares, suggesting that the controller has granted a put option and posted 625m shares as security for its obligations. Kong LingLing purchased the warrants on 24-Jan-2017 from CCB (0939) at $0.015 per warrant.

Hao Tian Development (0474) has confirmed our view by dumping 9.06% of CIFG at a 61.9% discount, still well above the net tangible asset value of $0.099. CIFG should trade below NTAV due to its appalling governance and membership of what we call the "Chung Nam Network". The purported profits of its leasing division are largely illusory and depend heavily on 1 customer in which CIFG has invested. HTD has also been allowed by HKEX to skirt the Listing Rules on corporate transactions.

The announcement states that the investor is owned by CCB International Asset Management Ltd but doesn't name its owner.

It fails to say who owns the BVI subscriber, Chance Talent Management Ltd. We can tell you that it is wholly owned by China Construction Bank (0939). The 2-year warrants will be issued for just $0.01 each, far below theoretical value. A parallel issue of HK$150m of 10% notes to the same entity is not conditional on the warrant issue.

The subscriber is Sea Venture Investments Ltd (BVI), the owner of which is not disclosed. The subscriber also gets an option to purchase 80,729,170 Heritage shares at HK$1.44 (equal to US$15m at an exchange rate of USD=HKD7.75) and warrants to subscribe shares of Hao Tian Finance Co Ltd, a partial subsidiary, for up to US$15m at NAV. Update from disclosure of interest: the subscriber is ultimately owned by China Construction Bank (0939).

This MoU, for "strategic cooperation" again puts HKEx into a conflict of interest with its role as listing regulator of CCB, as it has done with China Minsheng Banking (1988). The SFC should take over as listing regulator of both banks.

If you bought BOC (3988) on 31-Dec-2008 or 13-Jan-2009, or CCB (0939) on 6-Jan-2009, and if by chance your order was matched with a sale by Tiger Asia, then you are in line for a payout for their insider dealing. This folows the same system as the Du Jun case announced on 12-Dec-2013. As we said, it is a lottery allocation, because other investors who bought at that time will not get the payout. You have about a 1 in 5 chance of a payout in each stock.

The judge finds that the court does not have jurisdiction to determine whether the defendants contravened section 295(1) of the SFO. If the SFC wants to take the matter further then it must either go to the Market Misconduct Tribunal, or to criminal prosecution.