Slaughter and May advised on the privatisation of Hang Seng Bank Limited

Slaughter and May advised Hang Seng Bank Limited (Hang Seng Bank) on its privatisation (Privatisation) by The Hongkong and Shanghai Banking Corporation Limited (HSBC Asia Pacific) by way of a scheme of arrangement pursuant to Section 673 of the Hong Kong Companies Ordinance (Scheme).

The proposal for the Privatisation (Proposal) was jointly announced by Hang Seng Bank, HSBC Asia Pacific and HSBC Holdings plc (HSBC Holdings) on 9 October 2025. It was approved at the Court Meeting and the General Meeting of Hang Seng Bank on 8 January 2026. The Scheme was sanctioned by the High Court of Hong Kong on 23 January 2026 and became binding and effective on 26 January 2026, on which date Hang Seng Bank became a wholly-owned subsidiary of HSBC Asia Pacific. Hang Seng Bank shares were delisted from the Hong Kong Stock Exchange on 27 January 2026.

The Privatisation valued Hang Seng Bank at approximately HK$290 billion (approximately US$37.2 billion). With an aggregate consideration of HK$106 billion (approximately US$13.6 billion), the Privatisation is reported to be the largest buyout of a Hong Kong financial services company.

Founded in 1933, Hang Seng Bank is widely recognised as the leading domestic bank in Hong Kong, serving close to 4 million customers. As a home-grown financial institution, Hang Seng Bank is closely tied to the Hong Kong community. It supports the community with a dedicated programme of social and environmental initiatives focused on future skills for the younger generation, and financial literacy, addressing climate change and caring for the community. Hang Seng Bank and its subsidiaries are principally engaged in banking and related financial services, and also conduct insurance, asset management and index compiler businesses, in Hong Kong.

HSBC Asia Pacific is a licensed bank incorporated in Hong Kong with limited liability. It is principally engaged in banking and related financial business in Hong Kong. HSBC Asia Pacific is a wholly-owned subsidiary of HSBC Holdings.

HSBC Holdings is a company incorporated in England and Wales with limited liability, whose ordinary shares are listed on the Hong Kong Stock Exchange, the London Stock Exchange and the Bermuda Stock Exchange and whose American depositary receipts are listed on the New York Stock Exchange. It is headquartered in London and is one of the world’s largest banking and financial services organisations.

The team was led by David Watkins, Partner of Slaughter and May, and comprised the following lawyers:

Corporate and M&A
David Watkins Partner
Lisa Chung Partner
Chris McGaffin Partner
Vincent Chan Partner
Christine Yu Counsel
Kevin Tso Associate
Adrian Chan Associate
Clement Kwok Associate
Vicky Chiu Associate
Cyrus Lo Associate

Anson Chan / Trainee, Darren Yang / Trainee

Disputes
Ralph Sellar Partner
Timothy Shaw Senior Associate
Shirley Choi Associate
Grace Jia Associate

Warwick Chan / Legal Assistant, Thomas Wong / Trainee, Martha Savage / Trainee

Financial Regulation
Jan Putnis Partner
Antitrust / Competition
Natalie Yeung Partner
US Capital Markets
John Moore Partner