---
title: "Chow Tai Fook-linked firms set for record US$192 million hit in Giordano case"
description: "In a landmark settlement, Chow Tai Fook Nominee's subsidiaries will pay up to US$192 million to Giordano International's independent shareholders for breaching Hong Kong's Takeovers Code. The Securiti"
type: "news"
locale: "en"
url: "https://longbridge.com/en/news/276097001.md"
published_at: "2026-02-17T06:03:16.000Z"
---

# Chow Tai Fook-linked firms set for record US$192 million hit in Giordano case

> In a landmark settlement, Chow Tai Fook Nominee's subsidiaries will pay up to US$192 million to Giordano International's independent shareholders for breaching Hong Kong's Takeovers Code. The Securities and Futures Commission found that CTFN and associated parties failed to make a required general offer after exceeding a 30% stake in Giordano. The settlement involves cash payments to affected shareholders, with a maximum potential payout of HK$1.5 billion. Despite agreeing to the settlement, the companies deny any wrongdoing. Giordano's shares rose 0.67% to HK$1.51 on the last trading day of the Year of the Snake.

In the largest settlement for a Takeovers Code breach in Hong Kong, the Securities and Futures Commission (SFC) has reached an agreement with two wholly owned subsidiaries of Chow Tai Fook Nominee (CTFN) – a company linked to the Henry Cheng Ka-shun family – requiring them to pay up to HK$1.5 billion (US$192 million) to independent shareholders of Giordano International. The agreement with Sino Wealth International, Giordano’s majority shareholder, and Clear Prosper Global followed an investigation into share dealings dating back to 2016, which the regulator said involved breaches of the code by CTFN and parties acting in concert with it. After examining Giordano’s shareholding structure, the SFC concluded that two additional shareholders – Best Sincere and Firstrate Enterprises, both outside the CTFN group – had been acting in concert with the group to acquire or consolidate control of the company. Their combined shareholdings and dealings should therefore have been counted under the Takeovers Code, the regulator said in a statement on Monday. Best Sincere first acquired Giordano shares on April 26, 2016. The investment holding company, incorporated in May 2005, was previously owned by a former director of companies within the CTFN group and is now held by his son. Firstrate first bought Giordano shares about 18 years ago. Incorporated in October 2007, it has been held by another director within the CTFN group, according to the regulator. The concert group’s stake in Giordano crossed the 30 per cent threshold on May 18, 2016, triggering an obligation to make a general offer that same day. “However, no general offer was made for Giordano as required,” the SFC said. Separately, Clear Prosper announced a voluntary general offer on September 13, 2022, but the offer lapsed even though its only condition had been met. “Under the settlement, Sino Wealth and Clear Prosper have agreed to make cash payments to independent shareholders who held Giordano shares on the dates of the breaches,” the SFC statement said. “Subject to the number of successful claims received, the maximum payment payable could potentially involve up to approximately HK$1.5 billion,” it said. Sino Wealth and Clear Prosper have agreed to implement the payment, but they denied and continue to deny all assertions, according to an announcement by Giordano on Monday. Giordano’s shares rose 0.67 per cent to HK$1.51 on Monday, the final trading day of the Year of the Snake.

### Related Stocks

- [01929.HK - CHOW TAI FOOK](https://longbridge.com/en/quote/01929.HK.md)
- [00709.HK - GIORDANO INT'L](https://longbridge.com/en/quote/00709.HK.md)

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> **Disclaimer**: This article is for reference only and does not constitute any investment advice.