When is a breach of the takeovers code not a breach? When the company has suffered a 10-month trading suspension and made a public apology - it would seem in the case of Hansom Holdings.
There are few violations more fundamental to an equitable system of shareholder capitalism than denying minorities of their right to a general offer. You have to go back to 1988 to find the last big case of a majority shareholder blatantly breaking the takeovers code in this way.
In that case the takeover of Shun Ho Resources saw William Cheng Kai-man severely censured and forced to pay minorities a sum equal to the amount they were disadvantaged by. He also received the regulator's ultimate sanction - the so-called 'cold shoulder' when all licensed brokers are forbidden to trade stock on your behalf.
By contrast, Hansom Holdings suffered a mere rap across the knuckles in a case that appeared to compromise the takeover code.
In a settlement announced on Monday, the Securities and Futures Commission allowed trading in Hansom shares to resume and gave the green light for a general offer from a firm controlled by China National Tobacco Corp and the Yunnan government.
The tricky tale of mainland involvement in Hansom began during the 1993 backdoor listing craze and culminated with its suspension during the red-chip frenzy last year.
Hansom was suspended last April after its share price soared more than 1,000 per cent on the back of rumours the Yunnan government had targeted it for a back-door listing. At the time the company denied such a plan. It later emerged that a firm controlled by the Yunnan government had, in 1993, bankrolled Hansom's former majority shareholder and provided loans for another shareholder, Michael Mak Cham-kwong, to buy a controlling stake in 1996.