An analysis of how to structure PIPE transactions in Hong Kong listed companies, including the securing of minority and financial protection rights and avoiding concert party pitfalls.

Date: November 16, 2010 (Tue)

Time: 3:00 – 5:00 pm

Venue: HKIS Learning Centre
8/F Jardine House, 1 Connaught Place, Central, Hong Kong

CPT points: 2

Outline: The class will cover the following:-
  • How to structure a PIPE investment in Hong Kong listed companies (whether old or new securities; ordinary or preference shares; convertible securities and/warrants)?
  • Is it possible to obtain minority protection rights in the form of board representation, anti-dilution rights, veto rights, information rights etc.?
  • How to avoid concert party pitfalls and triggering mandatory takeover obligations?
  • Insider dealing and disclosure of interest issues.
  • Other Listing Rule considerations.

Mr Whan will speak to several precedent PIPE transactions that he and the Clifford Chance private equity team has recently advised on.

Speaker: Mr. Andrew Whan
Partner, Private Equity, Hong Kong
Clifford Chance

SFC: Licensed individuals may claim CPT points on the courses taken which their employers consider those courses as relevant to the functions to be performed by them.

Date: November 24-26, 2010

Venue: Hong Kong Science Park, Shatin

Organizer: Hong Kong Science and Technology Parks Corporation

Co-organised by HKVCA, this three-day conference focuses on technology, innovation and commercialisation in connection with developments in energy optimisation, digital living, life sciences, and telecommunications. For details, please visit:

HKVCA co-organise the SPRAC Forum and Hong Kong VC/Angel conference on Nov 25 and an Entrepreneurial Venture Workshop on Nov 26 led by experienced practitioners from the industry. Details as follows:


As part of the InnoAsia event, SPARC Forum (Science Park Applied Research Commercialization Forum) offers a platform for investors to meet with technology entrepreneurs who are recommended and pre-screened by a panel composed of members who are experienced VC and PE. Not only will you be able to look at investment deals, you will also be meeting a lot of like-minded VCs and angel investors and chat over lunch and cocktail on this common topic.

Date: 25 November 2010 (Thu)
Time: 09:30 – 12:00
Venue: Conference Hall 01-03, Hong Kong Science Park

For those who are joining this SPARC Forum pitching event, a complimentary ticket will be offered to participate in the Hong Kong Venture Capital / Angel Conference (HKVCAC) in the afternoon. Please fill in the attached form if interested.

Hong Kong VC/Angel Conference

Experienced international investors and local investment gurus will speak about the latest investment trends in specific technology areas and selection criteria for investment, and illustrate practical investment know-how through case studies.

Date: 25 November 2010 (Thu)
Time: 12:00 – 18:00
Venue: Charles K Kao Auditorium, Hong Kong Science Park

:: Download Full Programme ::

Venture Workshop

Entrepreneurial Venture Workshop

The Venture Workshop is designed for investment-seeking entrepreneurs/companies wishing to refresh and enrich their knowledge of the entire investment cycle. The workshop is led by industry veterans and practitioners engaged in years of deal-making, structuring company, value-creation in companies and exits. Theories illustrated by real case studies will be shared in order to equip participants with the negotiation skills and tactics needed before, during and after the investment.

Date: 26 November 2010 (Fri)
Time: 09:00 – 18:00
Venue: Conference Hall 07, Hong Kong Science Park
Registration: 20% off discount for HKVCA members register before Oct 28

AM Session: Nature of Entrepreneurship and Nature of a Hi-Growth Venture
0900 Registration
0930 Topic: Nature of Entrepreneurship and Nature of a Hi-Growth Venture
• Prof Kevin Au, Associate Professor, The Chinese University of Hong Kong
• Dr Dominic Chan, Chief Consultant, Decisive Consulting Limited
1100 Real Case Study of a Hong Kong-Based Technology Firm
Group discussion
Open sharing with investor of the case
1230 Lunch Break
PM Session: An Inside Look at Venture Capital Cycle
1345 Topic: Introduction and Overview of the Investment Cycle
Speaker: Mr Marvin Lai, Co-chairman, Venture Committee, Hong Kong Venture Capital and Private Equity Association
1400 Topic: Entrepreneurship: What make a Successful Entrepreneur?
Speaker: Mr Jeffrey Cheung, Managing Director, Crossgate Advisors Limited
1445 Topic: How Investor Screen Deals: The Selection Process and Criteria
Speaker: Mr Marvin Lai, Co-chairman, Venture Committee, Hong Kong Venture Capital and Private Equity Association
1530 Coffee Break
1545 Topic: Due Diligence and Valuation: What and How
Speaker: Mr Alvin Ho, Managing Director, Chepstow Capital Advisors Limited
1630 Topic: Negotiation and Term Sheet: from "Software" to "Hardware"
Speaker: Mr Basil Hwang, Partner, Dechert LLP
1715 Topic: Post Investment: Board Seat, Monitoring, Value-Adding and Exit
Speaker: Mr K.O. Chia, President, Hong Kong Venture Capital & Private Equity Association
1800 Wrap-up
Speaker: Mr Roger Marshall, Committee Member, Venture Committee, Hong Kong Venture Capital and Private Equity Association

For more details about the events, pls visit here.
:: Online Registration ::

852-3605 9502 / 852-3605 9504
Fax at 852-3605 9492
Email at

Date: December 6, 2010

Time: 5:30 - 7:30 pm

Venue: American Club


HKVCA Members are invited to join the next breakfast meeting to networking and information share.

 December 6, 2010
 January 3, 2011

Time: 8:00 - 9:00am

Venue: The Hong Kong Club

Seats are limited and registration is on first-come-first-serve basis.

For enquiry, please call (852) 2845 6100.
The Hong Kong Business Angel Network ("HKBAN"), a network established by the founding members HKVCA, Hong Kong Science and Technology Parks and the technology transfer offices of the major universities in Hong Kong. HKBAN is a platform for angels and entrepreneurs to facilitate the funding and development of young businesses.

HKVCA is now soliciting the registration of angels who invest in seed and early stage opportunities raising up to HK$5,000,000. Please recommend colleagues, friends and investment partners who may be appropriate as angel investors.

For registration, please send the completed form to Sam Wong at or Tel: 2845 6100.

:: Download Full Program ::

1) SFC: Licensed individuals may claim CPT points on the courses taken which their employers consider those courses as relevant to the functions to be performed by them.
2) The Law Society accreditation applied for.

HKVCA retains the right to make changes as it deems necessary.


NEW FAQs Section
To enhance the support to members, a new FAQs section under Resource Page has been launched.  Members are welcomed to raise questions related to the industry through the webpage. The questions will be vetted and answered by Resource committee in batches.

The administrative measures of enterprise income tax treatments of corporate reorganization by RSM Nelson Wheeler
The State Administration of Tax issued on 26 July 2010 "The Administrative Measures of Enterprise Income Tax Treatments of Corporate Reorganization" ("SAT Announcement [2010]4") to clarify certain ambiguities contained in Circular Caishui [2009]59 and to provide guidance on the restructuring, filing and documentation requirements. This SAT announcement becomes effective from 1 January 2010.


2010 Global PE Beijing Forum

Date: November 13-14, 2010
Venue: China World Summit Wing, Beijing
Language: Mandarin, English
Organizer: China Private Equity Association, Beijing Private Equity Association
Registration: 20% discount for HKVCA members

The Global PE Beijing Forum has hosted twice on last two years, and had invited well-know GPs and LPs worldwide, e.g. KKR, Carlyle, The California Public Employees' Retirement System etc. For this year, we are inviting more than 10 national PE/VC associations, senior officials of Chinese government, leading foreign and Chinese GPs and LPs, and well-know institutional investors of PE/VC industry in China and abroad to join this forum, to discuss relevant PE/VC hot topics, such as financial regulatory reform, LPs and GPs experience sharing etc. For more details, please visit here.

HKVCA members can enjoy 20% discount off on registration. Pls contact Kevin Bian at Tel: 2845 6100 / Email:

Asian VC Network Forum 2010

Date: November 24-25, 2010
Venue: Plaza Heisei" at Tokyo International Exchange Center
Organizer: Japan Venture Capital Association (JVCA)
Fee: Free admission but pre-registration is required (including the Reception on Day 1)

ASIAN Venture Capital Network Forum 2010 (AVCNF) will be held in Tokyo on November 24-25, 2010.

AVCNF is the first of its kind where the leading figures of venture capital industry gather together, providing you with an invaluable opportunity for expanding your business network with your colleagues multilaterally across the Asian region.

AVCNF is accompanied by a "Business Pitch" session by Japan's venture companies in leading-edge technology fields such as life science and green tech.  If you are interested, you can apply for a "One-on-One" meeting with the venture company of your choice for business confab*.

For more details, pls visit the event website here.

If you are interested in participating in the AVCNF, please fill in the registration form. For enquiry, please contact Mr. Masaki Ijiri at Tel: +81-(0)3-5281-5280 or E-mail:

Web 3.0 Asia -
"How Internet Innovation will Transform the Creative Industries"

Date: November 15 - 16, 2010
Venue: Function Rooms, Core E, Cyberport 3,
100 Cyberport Road, Hong Kong
Organizer: HK Cyberport Management Company Ltd

Organized by Cyberport, Web 3.0 Asia - "How Internet Innovation will Transform the Creative Industries" will invite investors and entrepreneurs to share how they can create value and opportunities for the emerging Web 3.0 technologies and how the new start-ups can excel through implementation of innovative strategies.

This two-day event consists of training workshop, full-day forum and solution showcases.

HKVCA members can enjoy a privilege rate at HKD300 (original: HKD500). Pls complete attached registration form to enjoy discount rate.

For more details, please visit here.

14th Beijing-Hong Kong Economic Cooperation Symposium

Date: November 24-25, 2010
Venue: HKCEC, Hong Kong
Language: Mandarin
Organizer: The Beijing Municipal Government, Venture Capital Association of Beijing
Registration: Free of Charge

The Beijing Municipal Government in conjunction with Venture Capital Association of Beijing and Hong Kong Trade Development Council are organizing the 14th Beijing-Hong Kong Economic Cooperation Symposium in Hong Kong on 24-25 November, 2010. Participation is FREE and companies in Hong Kong are welcome.  All activities of the symposium will be conducted in Putonghua.  Please fill in the application form with indication of event(s) you wish to attend and return it by 12 November 2010. Successful applicants will receive a Confirmation Fax before the event. For inquiries, please call Tel: 1830668.

A special discount of 80% (original fee: USD800) is offered to HKVCA members before Nov 13. Nov 13 onwards, 50 % discount will be offered. Please contact Lilia Chin at Email: for the HKVCA Registration Code. To reserve your seats, please register at here.


HKVCA is the co-organizer of the AFF Deal Flow on the 2nd day of the forum. This is the 3rd year we are co-organizing the Deal Flow Session with the Hong Kong Trade Development Council (HKTDC).

AFF Deal Flow is one of the key AFF 2011 networking opportunities which will enable participants to meet with potential business partners from different parts of the world. It allows private equity and venture capital firms, intermediaries, funds and transaction support professionals to establish new business contacts and negotiate deals through pre-arranged meetings with potential partners on a one-on-one basis. Over the past two years, more than 150 companies from 20 countries and regions have engaged in AFF Deal Flow* with discussions of deals each ranging in value from US$5 to 100 million.

Details of AFF Deal Flow as follows:
Date:     January 18, 2011 afternoon
Venue:  HK Convention & Exhibition Centre (room number to be advised)
If you are interested in participating, please contact Lilia Chin at
Tel: (852) 2845 6100 / Email: . We will advise you the logistics in a closer date.
November 16
Current Regulatory Environment for Practitioners of PIPE Deals
November 22
HKVCA 7th Wine Tasting Event
November 25
InnoAsia 2010
November 26
Venture Workshop
December 6
HKVCA Cocktail Mixer
January 18, 2011
HKVCA Gala Dinner
January 19, 2011
Asia Private Equity Forum
February 2011
HKVCA Private Equity Fundamental Course

The above is subject to change
EU Directives
Please join HKVCA in presenting the case of Asian Private Equity to the European Union authorities on EU Directives on regulations related to Asian Private Equity funds.
Our letter to HK Government
EVCA – "Third Country Treatment under Alternative Investment Fund Manager (AIFM) Directive"
Associate Member

Ashurst HK
Represented by
Mr. Robert Watsons
Mr. Dean Moroz

Ashurst is a leading international law firm with over 800 lawyers in 15 offices across Asia, Europe, the Middle East and the US. In Asia, Ashurst has offices in Hong Kong, Singapore and Tokyo.
Ashurst advises international clients on all aspects of private equity, including fundraising, buyouts, regulatory matters and financing structures. It provides a comprehensive service to clients who include deal leaders, senior debt providers, equity providers and management.


HKVCA Luncheon Talk: The Role of Private Equity in the Portfolio
October 22, 2010

A luncheon talk on "The Role of Private Equity in the Portfolio" by Ms. Anouk C. van der Boor of Cambridge Associates was held on Oct 22 with an overwhelming response. Ms. Van der Boor discussed the investment philosophy and implementation challenge of private equity programme, which was very informative and insightful.

HKVCA Masterclass: Private Equity Holding Jurisdictions
October 28, 2010

The Masterclass was led by top experts from KPMG, ATC and Goodwin Procter on Regulatory and Tax Changes in China, India, US, Europe and benefical holding structures. Their presentations and discussions were solid and informative, illustrated by case studies.

HKVCA Member Monthly Breakfast
October 4, 2010

The HKVCA Member Monthly Breakfast is generally scheduled on the first Monday of each month. It provides an excellent opportunity for our members to network and to meet our Executive Committee.

Knowledge Transfer Conference
Partnering for Success: Mastering Innovation, Leveraging Opportunities, Engaging Community

November 8-9, 2010

2010 CVCA AGM & Summit
November 17-18, 2010


Attracting and retaining talent has always been the key to long-term success of any great company. HKVCA welcomes member firms to advertise their openings on HKVCA website. If there are vacancies in your firm, please fill in the attached form and email to

Each opening will be posted on HKVCA's website for one month. The service is free of charge.

:: Job Placement Form ::

See Job Opening
The Hong Kong Securities and Futures Commission (HKSFC) has approved HKVCA as a Recognised Institution for Providing CPT (Continuous Professional Training). HKVCA's training courses, seminars, summits, conferences and forums may be applicable for claiming CPT points. For more details, please refer to "Education" section of our website.

HKVCA receives regular requests from various trade bodies and associations for speaker roles. Would you like to get involved and speak on behalf of HKVCA and promote our association and industry? Please contact Patricia Chiu at Tel: (852) 2845 6100 or to enroll on our speakers list.

Hong Kong Venture Capital and Private Equity Association Limited
Tel: (852) 2845 6100      Fax: (852) 2537 0086
Website:      Email: