Framing
When “the Stock Exchange” means HKEX in the definitions, what happens when it appears in an A-share incentive plan?
In Fibocom Wireless Inc. / 深圳市廣和通無線股份有限公司’s 4 September 2026 circular, that small capitalisation choice points readers to a different exchange from the one suggested by the Chinese.
It is one of three details worth checking in bilingual filings: a defined term, a restriction on shares and a director’s name.
Fibocom is listed on HKEX (00638) and SZSE ChiNext (300638).
Public filing — Fibocom (00638): EN · TC. Desk treats Chinese as source and assesses the English against it. Translation direction is inferred, not established; the circular says Chinese prevails on discrepancy.
1. One Defined Term, the Wrong Exchange
The A-share plan’s grant / unlock conditions refer to 證券交易所 (EN printed pp. 14–15):
Source (TC)
(2) 激勵對象未發生以下任一情形：
① 最近12個月內被證券交易所認定為不適當人選；
② 最近12個月內被中國證監會及其派出機構認定為不適當人選；
Target (EN)
(2) The participant is not subject to any of the following circumstances:
① having been deemed by the Stock Exchange as an inappropriate candidate within the most recent 12 months;
② having been deemed by the CSRC or its local offices as an inappropriate candidate within the most recent 12 months;
In this circular’s Definitions (p. 3):
The Chinese uses 證券交易所 generically, alongside 「中國證監會及其派出機構」. In this A-share context, it points to the relevant PRC exchange. The capitalised English term, however, points to HKEX.
The same collision appears in the RemCom provision (p. 7).
Source (TC)
董事會薪酬與考核委員會對本計劃的實施是否符合相關法律、法規、規範性文件和證券交易所業務規則進行監督，並且負責審核激勵對象的名單。
Target (EN)
The Remuneration and Appraisal Committee of the Board of Directors shall supervise whether the implementation of this Plan complies with relevant laws, regulations, normative documents and the business rules of the Stock Exchange, and shall be responsible for reviewing the list of participants.
Meanwhile, the H-share award plan in the same pack renders 「香港聯交所、深交所、證監會」 correctly:
The contrast matters: where the source names the venues, the English names them too. In the A-share provision, a generic noun becomes the HKEX-defined term.
The lesson: a capital letter can bring an entire definition with it. Here, the English looks formal, but the referent changes.
Fix: “a stock exchange” / “the relevant stock exchange(s)” (or SZSE if that is issuer intent). Do not use the defined term here.
Why it matters: grant / unlock eligibility is a hard gate. Point it at the wrong exchange and English-only readers get a different disqualification screen from the Chinese that prevails.
2. A Repayment Restriction Becomes a Pledge
Chinese restriction covenant (full sentences), and the English body (same plan section):
Source (TC)
本計劃授予的限制性股票限售期為自授予登記完成之日起12個月。激勵對象根據本計劃獲授的限制性股票在解除限售前不得轉讓、用於擔保或償還債務。
Target (EN)
The restriction period for the restricted shares granted under this Plan shall be 12 months from the date of completion of grant and registration. The restricted shares granted to the participants under this Plan shall not be transferred, provided as security or pledged for debt repayment prior to unlocking.
Three limbs: transfer / use as security / use to repay debts.
English Definitions Restriction Period already got it:
The third limb — 償還債務 — becomes a pledge for repayment. That is not what the Chinese says, and it blurs the distinction from the security limb.
The English Definitions already got this right. The operative sentence did not.
Fix: align body with Definitions / source — “shall not be transferred, used as security, or used to repay debts prior to unlocking.”
Why it matters: dealing limits are core A-share incentive disclosure. The English changes what participants may do with locked shares in relation to their debts.
3. One Director, Two Spellings
Chinese closing (通函日期 board block):
Source (TC)
截至通函日期，董事會包括執行董事張天瑜先生、應凌鵬先生、許寧先生及陳綺華女士；及獨立非執行董事王寧先生、趙靜女士及吳承剛先生。
English letterhead / early board block: Mr. Wu Chenggang ✓.
English closing “As of the date…” (and its EGM notice counterpart):
Target (EN)
As of the date of this Circular, the Board comprises Mr. Zhang Tianyu, Mr. Ying Lingpeng, Mr. Xu Ning and Ms. Chen Qihua as executive directors; and Mr. Wang Ning, Ms. Zhao Jing and Mr. Wu Chengang as independent non-executive directors.
The second “g” is missing from “Chenggang”, inconsistent with 剛 (gang) and with the earlier EN spelling in the same filing.
Fix: Wu Chenggang throughout.
Why it matters: a director’s name is an identification fact. Inconsistent romanisation can leave English-only readers unsure whether the same person is being named.
The Takeaway
Three checks for the next bilingual filing:
- Trace capitalised terms back to their definitions — especially where A-share and H-share provisions sit together.
- Compare operative wording with both the source and the definitions.
- Check names across the letterhead, closing and meeting notice.
A polished sentence is not enough if its referent, restriction or name has changed.
A translation commentary for professional reference only; not investment advice.