The 2021 Hong Kong Listing Reform: WVR Structures Two Years On

The HKEX overhauled its weighted voting rights (WVR) regime in 2021, expanding eligibility beyond the narrow ‘innovative technology company’ test that had governed since 2018. Under the revised rules, any company that can demonstrate high-growth characteristics and significant intellectual property or intangible asset value may apply for a WVR structure. The reform also permitted WVR beneficiaries to hold up to 10x voting power per share (up from 10:1), a sunset clause mechanism requiring WVR to lapse upon the beneficiary’s death, incapacity, or departure from the board. Two years on, the reform has widened the pipeline but has not triggered a fundamental shift in WVR adoption rates. Companies continue to face institutional investor resistance to WVR structures, particularly from passive fund managers who view unequal voting rights as contrary to index inclusion standards.