Question of independence

THE stock exchange's drive to bring to the territory the best parts of the British corporate governance reform report is highly commendable.

It is apparent the exchange is going to impose on listed companies a condition of listing that all boards of directors have two independent members.

However, there are a number of considerations to be taken into account.

What exactly does independent mean in Hongkong? In a territory so small it will be quite difficult to sufficiently define who is and who is not independent.

If independence can be defined, then the next question to consider is whether there are enough of these independent people out there to sit on all these boards.

There is some doubt in the securities industry that even if independence could be defined and enough independent people recruited as non-executive directors, that they would serve any useful purpose.

Traditionally, Hongkong companies are controlled by a grouping of family connections and minorities have had to live in their shadow.

It is highly unlikely that the introduction of independent directors is going to change the way minorities are treated by some company management.

The most effective means to ensure minorities get a fair deal is by the regulators themselves enforcing rules and ensuring the right questions are asked at critical points in considering corporate transactions.