• Thu
  • Oct 3, 2013
  • Updated: 1:54pm
Monitor
Thursday, 26 September, 2013, 3:16am

Alibaba's loss won't damage the Hong Kong stock market

City's exchange should be applauded for refusing to yield to internet giant's demands for a potentially damaging corporate structure

Mainland internet retail giant Alibaba has now joined Manchester United Football Club on the list of companies that approached the Hong Kong Stock Exchange with dodgy listing proposals, only to be sent packing.

Some observers will lament the loss of Alibaba, which now plans an offering in New York, as a blow to Hong Kong.

Certainly the city's investment bankers, capital market lawyers and accountants will mourn Alibaba's departure.

With the company planning to sell shares worth as much as HK$100 billion - outweighing all Hong Kong's new listings over the last 12 months put together -

Alibaba's offering would have represented a bonanza in fees.

No doubt Hong Kong government officials and local stock brokers will also regret Alibaba's departure.

The company had promoted its listing proposal by arguing that trading activity on the Hong Kong stock exchange is declining, both in absolute terms and as a proportion of regional equity market turnover (see the first chart).

Successfully attracting a high-profile listing from a big technology company would be just the thing to boost Hong Kong's trading volumes and revitalise the local market, Alibaba claimed.

But to win the deal, the firm argued, the Hong Kong stock exchange would have to accept that innovative technology companies like Alibaba need to operate under different rules.

To preserve Alibaba's culture and to protect the business from unwanted interference from shareholders, Alibaba's bosses insisted that they should keep control of the company.

Ideally they would have liked to have gone public with two share classes, which would have allowed them to retain most of the company's voting power.

When that was ruled out, they suggested a "partnership" structure, which would have granted Alibaba's management, which collectively owns 10 per cent of the company's shares, the exclusive right to nominate the majority of directors.

That way, the bosses said, they would be able to serve shareholders by developing long-term business opportunities free from unreasonable demands to boost short-term profitability.

Both claims - that winning Alibaba's IPO could reverse a decline in Hong Kong's market and that the suggested "partnership" structure would be in the interests of investors - were deeply disingenuous.

It is true that Hong Kong's turnover is relatively low as a proportion of capitalisation, and that the city's share of regional trading is declining.

Alibaba argued that innovative technology firms needed to operate under different rules

But Hong Kong's turnover is low relative to other major exchanges simply because the local market's free float is low, with many listed companies tightly held by controlling shareholders (see the second chart). Floating 10 per cent of Alibaba would do nothing to change that.

Meanwhile Hong Kong's share of regional trading is falling largely because local stamp duties discourage high-frequency algorithmic trading, which is taking off in other major markets like Japan.

The claim that Alibaba's proposed "partnership" structure would benefit shareholders was similarly hollow.

The company said it would be preferable to two share classes. In fact it would be worse, allowing managers to sell down their own shareholdings entirely but still keep control of the company, regardless of investors' wishes.

Indeed, the only possible reason managers would demand the right to stuff the company's board is that they anticipated future conflicts with shareholders.

So well done to the Hong Kong stock exchange for resisting Alibaba's pressure, and recalling that it is meant to act in the interests, not of corporate managers or bankers, but of small investors.

Rejecting Alibaba can only enhance, not damage, Hong Kong's credibility.

tom.holland@scmp.com

Comments

richardg23
Well said Tom. Good decision, for the right reasons. Having the key employees appoint the Board who oversee them is an inherent conflict that is to the great detriment of shareholder protections. The aggressive anti-HKEx PR that Alibaba has undertaken since the decision is despicable. Move on, list in NY. Petty to kick over a table on the way out after you've been asked to leave.
treadway2
Congratulations Hong Kong. You showed those evil mainlanders. No baby powder, no IPO for Jack Ma. So what if the Alibaba IPO could have put HKEx on the map as one of the world's principal sources of technology capital. So what if Alibaba could have made HKEx the go-to place for Chinese technology capital. No, instead give HKEx your insolvent mainland banks, your complicated tycoon controlled companies, your huddled Macau casinos yearning to shake the coins from the pockets of the visiting comrades. Let the NYSE and NASDAQ and American venture capitalists change the world as technology accelerates at an accelerating rate. Let Sam Uncle do the "outside the box" thinking. Technology for Sam, green eggs and congee for HKEx.
caractacus
Alibaba is used by an unusually high number of fraudsters. I once complained to Alibaba about this but received no reply.
pangkf
I am curious how the US tackles with Alibaba. It will be something to learn from Hong Kong.
SpeakFreely
Trade volume is too low in hk but interesting hkex is making huge profit with such low volume. Does this monopoly style trading tells you something? Apple daily trade is equal or bigger than the whole hkex.
icwu
Rule is rule. However, I think Hong Kong has lost an opportunity to change for more flexibility n competitive edge against say New York. The nice thing about a stock market that one should remember is that its a dynamic free market from which one is free and can exit anytime. So under Ma's proposed model, if investors don't like what management is doing, they can always exit. Given the main purpose of going to the market, Ma will be definitely under pressure to perform and to hold up the 'brand' of Alibaba. One should be reminded of that HK investors have been taken for a ride in many cases by shady managements under current rules. I personally think 'brand' is very important and in Alibaba's case, Hong Kong has lost a great chance to catch a great 'Brand'.
hilaryj
Alibaba are going to find it difficult floating anywhere with those constraints. It's good to see HKEX sticking to their standards and I hope they continue to do so. And as an aside, I also hope they never encourage HFT; it serves only to make markets more volitile and allow the big players to game the system.
Greenwash
Also agree. The decision enhances the reputation of the HKEX.
bluefirestorm
It's strange to call Alibaba an innovative technology company. It doesn't create/invent new technology; it simply uses (existing) technology (created by others) as a platform for its marketplace. Its online marketplace model wasn't created by them either. So it is neither a technology nor an innovative company.
chanaa
agree. Well done HKEX

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