Update No.3

6 March 2000

Dear Sirs,

Amendments to the GEM Listing Rules in relation to the Merger

Technical changes

Consequential upon the Exchange becoming a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Ltd. (“HKEC”) pursuant to a scheme of arrangement entered into by the Exchange, and the coming into effect of the Exchanges and Clearing Houses (Merger) Ordinance, various definitions have been added to the GEM Listing Rules.  These include “Articles”, “Board”, “Exchange Participants” and “HKEC”.

All references to “Member” in the GEM Listing Rules have been changed to “Exchange Participant”, and references to “Council” have been changed to “Board”.

The Listing Nominating Committee

The composition of the Listing Nominating Committee has been changed.  The Listing Nominating Committee shall comprise the Chief Executive of the Exchange and 2 members of the board of HKEC and the Chairman and 2 Executive Directors of the Securities and Futures Commission.

The Listing Appeals Committee

The composition of the Listing Appeals Committee has been changed.  The Listing Appeals Committee shall comprise the chairman and 2 other members of the board of HKEC. The Chairman of the Listing Appeals Committee shall be the Chairman of  the board of HKEC.

Provisions in the GEM Listing Rules in relation to the appointment and the replacement procedures of the members of the Listing Appeals Committee have been amended.

The GEM Listing Committee

The categorisation of members of the GEM Listing Committee and administrative aspects relating to their appointment and term in office have been revised to reflect the new arrangements.

These rule changes come into immediate effect. Re-printed pages of the GEM Listing Rules are enclosed, together with filing instructions.

Yours faithfully,
For and on behalf of
The Stock Exchange of Hong Kong Limited

Lawrence Fok
Senior Executive Director
Regulatory Affairs Group