内地企业赴港IPO前的准备工作及上市申报、发行流程一览

Core Viewpoint - The Hong Kong stock market has been active this year, with total fundraising exceeding HKD 100 billion in the first half, surpassing Nasdaq to become the world's leading market for IPOs. However, many companies struggle with the complexities of the Hong Kong listing process, especially those new to it [1]. Pre-Listing Preparation Phase - The preparation phase includes five key tasks: organizing and reviewing necessary financial information, determining target capital structure, clarifying and standardizing the equity structure and corporate governance of the listing entity, establishing the composition and governance mechanism of the board of directors, and reviewing management compensation and employee incentive plans [2]. Listing Execution Phase - The execution phase consists of three main steps: holding a kick-off meeting, drafting the prospectus, and submitting the listing application. After the kick-off meeting and completion of the prospectus, the formal application process begins. The typical IPO process in Hong Kong includes: submission → hearing → roadshow → offering → announcement of allocation results → listing [4]. Submission - The company appoints sponsors and other intermediaries to conduct due diligence and draft the prospectus, then submits the listing application to the Stock Exchange of Hong Kong, pays relevant fees, and schedules a hearing date. Investors can access the initial version of the prospectus on the disclosure website to understand the company's profile, industry background, and historical development [5]. Hearing - The Stock Exchange conducts a comprehensive review of the application materials. Passing the hearing indicates that the company is about to enter the offering stage, and investors should prepare their accounts and funds. The company will also publish a revised prospectus on the disclosure website, supplementing any additional information required by the exchange [6]. Roadshow - After the listing application is approved, the company collaborates with sponsors and financial public relations to conduct a roadshow, typically lasting about one week. The roadshow includes non-public, analyst, and global presentations aimed at detailing the company's performance, products, and development strategy to attract cornerstone investors and enhance market confidence [7]. Offering - The IPO share allocation consists of international placement and public subscription, with an initial ratio of 90% to 10%, and a mechanism for adjusting this ratio based on demand [8]. Allocation Results Announcement - Approximately seven days after the offering ends, the company announces the allocation results, including final pricing, oversubscription multiples for public and international placements, and whether the greenshoe option is activated. Retail investors typically check their allocation status through brokers [10]. Dark Trading - Dark trading occurs off-exchange on the trading day before listing, from 16:15 to 18:30, and is conducted through certain brokers' internal systems rather than the Stock Exchange [11]. Listing - The company officially lists on the Stock Exchange, and its shares begin trading, allowing investors to buy and sell freely. The time frame for this process can vary from 1 to 6 months [12]. Post-Listing Support - After listing, the company enters a post-listing support phase, typically utilizing the greenshoe mechanism. Major shareholders lend up to 15% of the issuance size to underwriters, who can repurchase shares to support the stock price if it falls below the offering price. If the stock price rises significantly, underwriters can exercise the over-allotment option to request the company to issue up to an additional 15% of shares. This option is generally exercised within 30 days of the prospectus release, after which the stock price will fluctuate freely in the market [14].