and delist its shares from the Hong Kong stock market.

The Jardine subsidiary announced yesterday it will cancel its listing at the end of this year.

But the Hong Kong Securities and Futures Commission (SFC) has warned that Jardines will still come under its rules, even after the de-listing, because it is a public company in Hong Kong, according to a report in the South China Morning Post.

The SFC remained the chief regulator on takeovers because under British law companies domiciled outside the UK are not covered by Britain's takeover code.

Bermuda passed takeover legislation in December last year, which will come into force on July 1, and protect Jardine Matheson Holdings Ltd., and other listed companies: Jardine Strategic Holdings Ltd., Hongkong Land Holdings Ltd., Dairy Farm International Holdings Ltd. and Mandarin Oriental International Ltd.

Jardine initially stunned Hong Kong financial markets on Wednesday when it announced the delisting move -- and it also again drew the ire of the mainalnd China government.

According to a Reuters report, China has never liked Jardine. Primarily because in the early 19th century, the trading company peddled opium to imperial China.

More recently, it angered Beijing by moving its headquarters to Bermuda in 1984, and its primary stock market listing to London two years ago, said Reuters.

Jardine Matheson was brought under the statutory takeover code set out in a Bermuda statute enacted in July 1993. The changes mean that the company is subject to the same regulatory framework as a company incorporated in the UK.

The code is administered by the Bermuda Monetary Authority.

It is based on the London Takeover Code and, according to a letter to shareholders dated December 17, 1993, from Jardine chairman Mr. Henry Keswick, takes a stricter approach than the Hong Kong Takeover Code.

Bermuda's takeover code stipulates that anyone acquiring 30 percent of a company's shares must make a general offer, whereas Hong Kong's trigger point is 35 percent.

Jardine is said to believe the Bermudian formula makes the group less vulnerable to a takeover raid.

Mr. Keswick was quoted in the SCMP yesterday: "The Bermuda code, like the Hong Kong code, is based on the London take-over code -- the main difference being that it is statutory rather than voluntary and is therefore to be interpreted by the courts rather than be an administrative panel.

"In the board's view, the Bermuda code will give the company's shareholders at least as great protection as the Hong Kong code and therefore meets the SFC's requirement that the company's market supervision should leave no regulatory gap.'' But SFC chairman Mr. Robert Nottle is reported to have said that the takeover regulation from Bermuda was not practical because it was the other side of the globe, and it did not sufficiently protect the interests of shareholders.

Hong Kong's normally staid press has said good riddance to Jardine Matheson Holdings.

Editorials in Hong Kong's newspapers the Eastern Express and the South China Morning Post lambasted Hong Kong's oldest and most famous trading company.

"At last -- Jardine's bluff is called,'' said the Eastern Express, referring to the group's failed attempt to be exempted from Hong Kong's takeover rules.

The paper's editorial described Jardine's as "one of the territory's most notorious corporate bullies'', and accused the company of adding insult to injury by pretending the de-listing move was merely an attempt to unify its corporate affairs.

Shares in Jardine Matheson, which reported a 23 percent rise in 1993 profits on Wednesday, plummeted 10.6 percent before they were suspended.

Analysts said investors keen to stay with a British company have switched to Swire Pacific, which owns Cathay Pacific Airways. Swire shares have risen 9.4 percent in the past two days.