- Legal States
Yasmin Moore December 1, 2022 3 min read
Sands China Restructures Share Capital of Macau Subsidiary New Gaming License
Sands China Ltd, a Macau-based resort developer, and operator, has announced that it would restructure the share capital of its Macau subsidiary, Venetian Macau Ltd (VML), which detains its Macau gaming license in order to comply with Macau’s new gaming law. The restructuring of VML’s share capital will prepare the company for a new ten-year gaming license.
New Requirements for a Gaming Concession
Per the new requirements under the Macau gaming law, gaming concessions must have a minimum share capital of MOP$5 billion ($630 million). In addition, a gaming company’s managing director must be a permanent resident of Macau and must hold at least 15% of the company’s share capital, which is worth at least MOP$5 billion ($630 million).
A filing with the Stock Exchange of Hong Kong reports that VML has a registered share capital of MOP$200 million ($24.9 million). 89.995 % of the said capital is owned by Venetian Venture Development Intermediate Limited (VVDIL) and 0.005 % is owned by Venetian Concession Holding Limited (VCHL). VVDIL and VCHL are both wholly owned by the group. The remaining 10% of VML’s capital is held by Dave Sun Min Qi, who is Sands China’s senior vice president and chief financial officer, and nominal managing director of VML as well.
Sands China Ltd, which is listed on the Stock Exchange of Hong Kong, stated that it would increase VML’s share capital from MOP$200 million ($24.9 million) to MOP$5 billion ($630 million). The group will allot 40,700,000 Class A shares at a subscription price of MOP$4.07 billion to VML’s stakeholders, namely VVDIL and VCHL. Sands China will also allot a total of 7,300,000 Class B shares at a subscription price of MOP$730 million to Sun.
After the investment of the said capital, the company will indirectly hold all Class A shares, which is, in fact, 85% of the voting rights and 100% of the economic rights of VML, while Dave Sun Min Qi will hold all Class B shares, which represent 15% of VML’s voting rights and minimum economic rights in the concession-holding company.
A New 10-year Gaming Concession
Sands China is one of the six current companies that have been awarded a provisional 10-year gaming concession starting from January 1, 2023, as part of the city’s public tender to award new casino rights.
The restructuring of Sands China’s Macau unit comes after other Macau-based casino operators, including SJM Holdings Ltd and MGM China Holdings Ltd, had already announced similar reorganizations, in order to meet the new concession requirements. Prior to Sands China’s announcement, Wynn Macau Ltd stated that it would take similar measures to ensure its compliance with the new Macau regulations.