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高李嚴律師行在香港重新推出廣受歡迎的「免費草擬遺囑」計劃 以慶祝推出首創的長者法律服務

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為了慶祝推出在香港首創的長者法律服務，高李嚴律師行（“OLN”）自豪地重新推出其廣受歡迎的「免費草擬遺囑」計劃，該計劃於2011年首次推出，在香港史無前例。OLN很樂意為任何向Child Welfare Scheme（（“CWS”），在香港註冊的一間慈善機構）捐款2,900港元的捐贈者準備並見證簽署一份簡單並專業的遺囑草擬*。

「我們很高興向所有香港人重新推出我們的「免費草擬遺囑」計劃。我們認為，每個成年人至少應該寫一份簡單的遺囑，將他們的資產留給他們選擇的受益人，即他們自行選擇的受益人。許多人認為他們不需要遺囑，推遲簽署遺囑和/或不對他們的醫囑進行定期審查。另一些人認為準備遺囑的成本太高，事情總會自行解決。我們的「免費草擬遺囑」計劃使完成遺囑變得容易，同時通過幫助一個在香港註冊已久的慈善機構回報社會。OLN選擇CWS作為第一個受益於「免費草擬遺囑」計劃重新推出的慈善機構。這家在香港註冊的慈善機構與尼泊爾基層的非政府組織合作，為尼泊爾社區的兒童、青少年和婦女及其家庭提供教育、醫療保健和社交機會。」OLN長者法律服務團隊的聯合負責人胡海倫律師（Helena Hu）說。

OLN的高級合夥人、長者法律服務團隊的聯合負責人高國峻律師（Gordon Oldham）表示：「我們還希望，「免費草擬遺囑」計劃將讓人們意識到遺產規劃的至關重要性。」「目的是幫助各個不同年齡的成年人認識到遺產規劃中經常出現的複雜問題——遺囑不僅簡化了遺囑檢驗過程，保護了親人，還有助於明確一個人的人生目標和期望的遺產。」

CWS創辦人Douglas Maclagan表示：「我們的慈善機構及重點關注兒童與青少年、婦女及其家庭的活動感謝高李嚴律師行的持續支持和善舉。我們是2011年第一家受益於

「免費草擬遺囑」計劃的慈善機構，我們很榮幸有機會在「免費草擬遺囑」計劃重新推出時再次參與其中。我們祝願高李嚴律師行作為香港長者法律服務的先驅取得巨大成功。」

惠及CWS的「免費草擬遺囑」計劃將於2024年6月3日啟動，為期一個月。「免費草擬遺囑」計劃的所得款項將100%捐給CWS。其他已被OLN確定協作的香港慈善機構，將逐步推出「免費草擬遺囑」計劃。

如欲參與我們的「免費草擬遺囑」計劃，請填寫登記表格。

如欲了解有關計劃詳情，請以電話（+852 2868 0696）或電郵（freewill@oln-law.com）聯絡我們的長者法律服務聯合負責人胡海倫律師（Helena Hu）。

*「免費草擬遺囑」計劃適用於資產少於600萬港元的人，而高李嚴律師行所提供的折扣適用於資產超過600萬港元的人。

Debunking 5 Common Misconceptions about ESOP in Hong Kong

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Employee Stock Options Plans (ESOPs) are powerful tools for employee motivation and company growth. However, they are often misunderstood. Here, we debunk five common misconceptions about ESOPs and provide insights on creating effective plans.

1. One-size-fits-all Solution

Many assume ESOPs are a universal remedy. This is a misconception. Not all employees think long-term, shares alone may not incentivize them. Additionally, issuing shares dilutes current holdings. Consider rather a hybrid approach that combines ESOPs with short-term incentives.

2. Handling out shares guarantees employees’ motivation

    Distributing shares isn’t a surefire way to ensure employee motivation. Employees must understand the value of their shares and the benefits of the ESOP to feel motivated.

    Employers should consider conducting workshops and provide resources to educate employees about the ESOP.

    3. Just for big players

      There is a misconception that ESOPs are only suitable for large corporations. In reality, companies of all sizes can benefit from ESOPs. Craft your ESOPs to fit the specific needs of your company, regardless of its size or industry.

      4. Universal template

        Some believe that a single, universal ESOP template can fit all companies. This approach often fails to reflect the unique values, goals, and milestones of a company. In fact, customized, easy-to-understand ESOP plans are the key. Regular reviews and updates will keep your plan relevant and aligned with the company’s evolution.

        5. ESOPs hinder decision-making

          A common concern is that ESOPs can complicate decision-making processes. However, well-structured ESOPs can streamline these processes.

          Design tailored structures and buyback mechanisms to eliminate potential roadblocks. A well-executed ESOP can even promote collaboration and innovation, allowing employees to contribute meaningfully to the company’s strategic direction.

          Bonus: Don’t forget the legal ramifications. You mean to fail your ESOP if you just go for a set of short template documents. Partner with an experienced legal advisor to navigate the legal intricacies of ESOPs. This investment can save time, money, and headaches, ensuring your ESOP is legally sound and effective.

          Successful ESOP = clear communication + careful planning + transparency + tailor-made structure + regular review + expert advice

          Disclaimer: This article is for reference only. Nothing herein shall be construed as legal advice, whether generally or for any specific person. Oldham, Li & Nie shall not be held liable for any loss and/or damage incurred by any person acting as a result of the materials contained in this article.

          Your 55th Birthday Surprise – a Senior Consultant Agreement! What to Look for Before You Sign

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          On your 55th birthday, you receive a lovely congratulatory message from “Talent and Care Resources” (also known as HR when you first began your career). They inform you that henceforth due to the firm’s “corporate insurance policy” (or similar explanation) that you will no longer be Partner or Principal at your professional practice. Rather, you need to be labelled a Senior Consultant and your new consultancy agreement is attached for your kind attention. Before you eagerly sign on the dotted line, review in particular the following:

          1. Insurance policy

          Ask to review said insurance policy that has required this change. Perhaps you approved it many years ago and it should now be renegotiated/updated. In addition, check that the provisions of the new insurance offer that the existing provider has likely given you are satisfactory.

          2. Job description and duties

          These may not align with what is your current reality, particularly if it has been cut and pasted from your previous agreement. Overly broad and/or ambiguous descriptions may lead to disagreements later. If you are in doubt about your job description and duties as stated in your offer letter, it is better to bring this up now and get expectations aligned or re-aligned. Sometimes it is simply a question of HR not having been updated. Or you may not agree to or may not like an expanded territory under your purview. Make sure you are happy with your stated job description and expected duties.

          3. Compensation and benefits

          Verify your remuneration package including salary, commission, bonus, entitlements, and the payment schedule. Make sure you understand how your bonus and incentive entitlements are earned. Check that statutory benefits such as paid leave, MPF contributions and compensation insurance are still covered. Make note of the non-compulsory perks/benefits that your firm has provided you with in the past and that these have been retained in their entirety.

          4. Staff manual or employee handbook (“staff manual”)

          Your consultant agreement will likely refer to a staff manual or similar document. Again, you may have approved it or even had a hand in revising it in the past. Make sure you have access to and have read the current document before you sign on the dotted line, as the terms of the staff manual are typically incorporated into your consultant agreement. You may find some internal rules or regulations that you feel need to be discussed before you sign on. For example, there may be an internal regulation that the company may reassign or transfer you to another location at their discretion, as circumstances demand. This may be a non-negotiable for you and you may need to request confirmation in the consultant agreement that you will be not reassigned and/or transferred without your prior written consent.

          5. Non-compete and confidentiality clauses

          Review your non-compete clause carefully for time and geographical restrictions, in particular. Recent case law has shown that Hong Kong courts will not enforce overly broad and imprecise non-compete clauses, which must be reasonable in the interests of both parties and where the restriction must be no wider than is reasonably necessary to protect legitimate business interests. In fact, there is a global trend to limit the validity of these clauses, with the US Federal Trade Commission taking the lead by proposing to ban them altogether.

          6. Governing law and dispute resolution

          Make sure the governing law of the contract is that of the Hong Kong Special Administrative Region which assures you of all your statutory rights in Hong Kong. Note the process to resolve legal disputes. This should be checked in conjunction with the staff manual for the internal process to handle disputes related to ongoing employment.

          7. Termination and Severance

          Note the termination terms and severance provisions. Make sure you understand the notice period required of you by the firm and that it is not unreasonably long. Check for your entitlements in the event of any type of termination.

          The fact that your firm has committed to an insurance policy that limits the insured to those under a certain age does not mean that your rights and remuneration package should change. Do not be afraid to seek clarification about the terms in your consultant agreement. It can potentially save you and the firm hours of unnecessary discussions and possibly even litigation if you iron out ambiguities for your own and the firm’s benefit. Once you have established clarity and parity (and this may involve constructive negotiation and compromise), you will be well positioned to happily excel in your newish role and continue to make meaningful contributions to your firm.

          Disclaimer: This article is for reference only. Nothing herein shall be construed as legal advice, whether generally or for any specific person. Oldham, Li & Nie shall not be held liable for any loss and/or damage incurred by any person acting as a result of the materials contained in this article.

          期待已久的《2023年院舍法例（雜項修訂）條例》將於2024年6月16日起實施

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          期待已久的《2023年院舍法例（雜項修訂）條例》（簡稱「2023年條例」）即將於2024年6月16日起實施。

          「2023年條例」對院舍的營辦人作出更嚴格的規定。凡不遵守新規定，一經定罪，最高刑罰為監禁兩年及罰款100,000 港元，並且就持續未能符合規定期間的每日處以額外罰款 10,000 港元。牌照和註冊也可能被撤銷。此外，住客和相關人士更可以向不遵守「2023年條例」的院舍提出民事訴訟。

          新規定包括以下各方面：

          • 廢除安老院的豁免證明書制度；
          • 「獲提名負責人」的任命，而有關人士必須是適當人選；
          • 院舍主管或院舍主管（臨時）的註冊，而有關人士必須是適當人選，並持有某些指明的資格；
          • 院舍主管或院舍主管（臨時）須匯報某些特定事件；
          • 保健員的註冊，而有關人士必須符合資格、有能力和合適；
          • 提高最低人手規定；
          • 調高住客的最低人均樓面面積；
          • 限制對住客使用約束措施；
          • 維護住客的尊嚴及私隱，避免不適當地暴露住客的身體部位；
          • 藥物的儲存和施用。

          安老院的定義是指慣常有超過5名年滿60歲的人士獲收容在其內住宿以便獲得照顧的處所。

          安老院的種類包括：

          • 護養院（住客的身體機能喪失，程度達到在日常起居方面，需要專人照顧料理及高度的專業護理，但不需要持續醫療監管）；
          • 高度照顧安老院（住客的一般健康欠佳，而且身體機能喪失或衰退，以致在日常起居方面需要專人照顧料理，但不需要高度的專業醫療或護理）；
          • 中度照顧安老院（住客有能力保持個人衞生，但在處理家務方面有一定程度的困難）；
          • 低度照顧安老院（住客有能力保持個人衞生，亦有能力處理家務）。

          如欲索取我們免費提供的「安老院營辦人合規檢查清單」，請聯絡我們的長者法律服務聯合負責人胡海倫律師（Helena Hu）（電話：2186 1830，電郵：helena.hu@oln-law.com）查詢。

          Disclaimer: This article is for reference only. Nothing herein shall be construed as legal advice, whether generally or for any specific person. Oldham, Li & Nie shall not be held liable for any loss and/or damage incurred by any person acting as a result of the materials contained in this article.

          How Do I Force My Children to Take over My Business?

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          Over the years we have been asked by friends and clients alike a question along the lines of, “How do I persuade/bribe/force my children to take over my business?” Some have been more diplomatic in their phrasing but this has been a common desire of many a business owner. The hard work of building a solid, thriving enterprise may have taken place over many decades, yet none of the children are interested in taking it over. What to do? One volunteer is worth five pressed men so the exercise of free will rules but here are some options (not comprehensive) that can be considered:

          1. When succession planning time arrives, accept with gratitude that businesses come and go as a fact of life and consider selling the business. “Getting all your ducks in a row” means bringing business records up-to-date, ensuring key personnel are on board and doing everything to ensure the business can be sold at the highest price possible. It would be a shame to have the price beaten down because of intellectual property issues, expired licences or key staff being difficult, for example. Make sure your business is in order and make it as attractive as possible! Do not simply close down the business without enjoying some final gains, whether it be through asset and/or share sale(s). Distribute the proceeds as desired and enjoy a well-deserved, around-the-world vacation as the beginning of the rest of your life.

          2. For those with at least one child interested or potentially interested in taking an active part in the business, create a primary family trust that holds the family’s business shares and assets. The terms of the trust can be creatively devised, with two examples below:

          2a) Create sub-trusts for each child, with children willing to run the family business holding more shares or assets in their sub-trusts. Sub -trusts can vary in terms of their voting rights, distributions and entitlements. Incentives can be also be written into the trust terms. For example, actively contributing children can enjoy accelerated vesting and/or greater shares if and as they meet certain milestones with the business. Non actively contributing children would still receive shares but with slower vesting schedules; or

          2b) Family members actively working in the business could receive market rate remuneration including bonuses commensurate with their job duties separate and apart from their sub-trust allocations. The sub-trusts could then be equally allocated amongst the family members. Consider giving super voting rights to those actively engaged in the business.

          The family trust could have rigid governance terms or more flexible governance whereby a trustee or family council could consider distribution events regularly or on a case-by-case basis. Governance that is flexible allows for evolving circumstances and needs, including varying degrees to which second and third generations are able to maintain amicable and working relationships.

          Family trusts are structures that can be tailored to fit unique circumstances. For example, some family members may be prudent in their finances while others have less control over their spending patterns. A well devised family trust can optimise the preservation of wealth for each family member.

          In short, you cannot force your children to commit to your heart’s desire but you can certainly incentivise and treat them fairly when it comes to extending the life of your family business. Probably the most important consideration of all is to maintain harmony within the family or at least attempt to diminish the chances of discord, by planning ahead with proper professional guidance.

          Disclaimer: This article is for reference only. Nothing herein shall be construed as legal advice, whether generally or for any specific person. Oldham, Li & Nie shall not be held liable for any loss and/or damage incurred by any person acting as a result of the materials contained in this article.

          Oldham, Li & Nie and Two of Its Partners Recognised in Benchmark Litigation Asia-Pacific 2024

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          We are pleased to announce that Oldham, Li & Nie has been recognised in 5 practice areas in the recently released Benchmark Litigation 2024 rankings, with new notable recognitions in Labour and employment and White collar crime practices.

          Ranked practice areas:

          • Commercial and Transactions
          • Family and Matrimonial
          • Labour and Employment
          • Private Client
          • White Collar Crime

          Moreover, two of our Partners have been honoured by the directory:

          • Gordon Oldham, Senior Partner – Litigation Star in Private client
          • Dantes Leung, Partner – Future Star in International arbitration and Commercial and transactions

          Our referees’ feedback:

          “The firm’s fee structure is very flexible and competitive, offering good quality compared to other legal service providers” (Aviation)

          “Oldham Li & Nie is able to provide a sufficiently wide range of legal services that cater to my company’s needs. The firm delivers prompt yet customised legal advice, even during inconvenient hours” (Commercial and transactions)

          “Efficient and capable of providing quality advice in the area of trusts and estates” (Trusts and estates)

          “Consistently delivers quality advice on trust matters” (Trusts and estates)

          Full Oldham, Li & Nie’s Rankings on Benchmark Litigation website

          About Benchmark Litigation

          Benchmark Litigation is the definitive guide to the world’s leading litigation firms and lawyers and is the only publication to focus exclusively on disputes.

          Since its inception in 2008, the Benchmark brand has grown dramatically to become the definitive hub for in-depth analysis of the players shaping the dynamic practice of litigation.

          The Asia-Pacific guide 2024 is a results of a thorough research conducted through extensive interviews with dispute resolution specialists, litigators, and their clients by a dedicated team located in Hong Kong.