-
2
-
7.
However, a problem could arise in relation to the "ordinarily resident in Hong Aong" part of the qualification in the event that the persons concerned have not been resident in Hong Kong for at least 180 days in any calendar year (see definition in section 2 of the Television Ordinance). Perhaps this can be looked at in more detail when it is confirmed as to who is being appointed and how long they have been Hong Kong.
8 =
I think you mentioned that the T.A.B. was also concerned about the question of the financing of the holding company in whose name it is proposed that the RTV shares will be held. Presumably the Board had in mind the question as to whether those shares would be "beneficially owned" by the Hong Kong holding company for the purposes of section 11(1)(b) of the Television Ordinance.
9.
Subject to checking the precise nature of the proposed transaction, it would seem to me that if there is no question of a trust being created or any form of nominee holding being established but merely a straightforward contribution of capital to the holding company by the three Australian companies in return for shares, I
The holding cannot see that there would be any objection to this. company will be a separate legal entity in its own right and I do not construe section 11 (1)(b) of the Ordinance as meaning that one need trace back the "real backers" through what could be an interminable series of holding, subsidiary and sub-subsidiary companies.
10.
However, if one discovered that the "real backers" were, for some reason, unacceptable, consideration could be given to revoking the licence under section 14(1) of the Ordinance, particularly if one could tie this in some way with statements and representations made within the meaning of paragraph 21 of the 1st Schedule to RTV's licence. I understand that you are researching such statements and representations.
11.
I understand that the Board also queried whether or not it was appropriate for the consortium to approach the "take-over" in the manner proposed rather than seek an assignment of the licence. I think the short answer is that it could be done in either way and
Unless RTV had made that the consortium has chosen the former way.
some representation or statement binding upon it by virtue of the aforesaid paragraph 21, there is nothing to preclude the adoption of the proposed share purchase procedure.
Please let me know if you or the Board wish any further advice at this stage.
12.
c.c. Secretary for Information
(D.P. Clancy)
Deputy Crown Solicitor
CONFIDENTIAL