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HONG KONG — A $2.4 billion takeover and privatization bid by Cheng Yu-tung, one of Asia’s richest men, won support from investors who owned 99.84 percent of the eligible shares in the target, New World China Land, a property developer in mainland China. But it was not enough.

Shares in New World China fell as much as 22 percent in Hong Kong on Tuesday after the developer said late Monday that the takeover bid from its parent company, Mr. Cheng’s New World Development, had failed after being vetoed by investors who owned just 0.16 percent of the total shares that allowed voting.

Mr. Cheng’s bid is the latest example of a takeover that failed on what is known as the ‘‘head count test,’’ which takes into account not just the number of shares that are voted but includes a separate tally of the number of physical shareholders voting, a so-called head count.

Critics of the stipulation say it leaves certain shareholder votes open to abuse. After an investigation by the local securities regulator, a Hong Kong court in 2009 blocked a $2.2 billion bid by Richard Li — the son of Asia’s richest man, Li Ka-shing — to privatize P.C.C.W., a telecommunications company controlled by the younger Mr. Li. The court found that the vote approving the takeover had been manipulated by share-splitting designed to pass the head count test. Partly as a result of the P.C.C.W. case, Hong Kong scrapped the head count test in 2012.

‘‘The head count test is an anachronistic hangover from Victorian England, which frustrates the principle of 1 share, 1 vote employed in modern corporate governance,’’ said David Webb, publisher of the financial and corporate governance website Webb-site and a deputy chairman of Hong Kong’s Takeovers Panel.

‘‘The head count test can be abused either to promote a scheme, as in the P.C.C.W. vote-splitting case, or to block it,’’ said Mr. Webb, who is credited with tipping off the Hong Kong Securities and Futures Commission to suspected vote-rigging in the P.C.C.W. case.

Although Hong Kong scrapped the head count test locally, only 13 percent of the companies listed on the city’s stock market are actually incorporated locally. Instead, most are incorporated in the Cayman Islands or Bermuda, which still use the head count test. These two offshore centers are the registered domiciles for 75 percent of the companies listed in Hong Kong, according to a database on Mr. Webb’s site.

The head count test does not apply to traditional takeovers or direct offers to shareholders, which in Hong Kong require winning support from shareholders that own at least 90 percent of the shares being voted. Instead, head counts are a factor when a company — as Mr. Cheng’s did — pursues a takeover through a ‘‘scheme of arrangement,’’ which is a court-facilitated process used in takeovers and is also common in Britain, Australia, Singapore, New Zealand and South Africa.

Such arrangements are popular because they require a lower threshold for passing a takeover bid and also because the process can move faster. To pass under such an arrangement, a takeover bid needs the support of only 75 percent of the shares being voted. But it also needs to win support from more than 50 percent of the shareholders actually voting.

‘‘The scheme of arrangement is a court-driven process and hence, there is more certainty’’ for bidders, said Mark Chan, a partner in Hong Kong at the law firm Berwin Leighton Paisner who focuses on capital markets transactions. ‘‘However, it’s also less flexible as compared to a normal general offer. It really depends on your shareholder base, and the level of support that you think you can get.’’

The problem in Hong Kong is that shareholders rarely go to the trouble of registering their shares in their own names, which is a cumbersome, paper-centric process. Instead, they usually leave them on deposit at the central clearing system, which registers them to a generic nominee company.

In the case of votes under a scheme of arrangement, this nominee company — which may hold a majority of the shares in the takeover target — counts as only two votes when it comes to the head count test: one in favor and one against.

New World Development announced its bid for New World China in March, offering 6.80 Hong Kong dollars per share — a premium of more than 30 percent to where the stock traded before the bid. The deal valued the China unit, which was already 70 percent-owned by New World Development, at about 60 billion dollars, or nearly $8 billion.

But when it came time for shareholders in New World China, a Cayman Islands company, to vote on the bid, the 99.84 percent of the shares in favor of the takeover were held by only 255 registered shareholders. The 0.16 percent of stakeholders who opposed the bid represented 494 registered individual shareholders, or 66 percent — enough for the deal to fail the head count test.

New World Development must now wait 12 months before it can launch another offer for the company.

After Hong Kong abolished the head count rule two years ago, it replaced it with a requirement for plan of arrangements that says a deal can be vetoed if 10 percent of the independent shares are voted against it, similar to the 90 percent approval threshold for a normal takeover offer.

‘‘The Cayman Islands and Bermuda where 75 percent of Hong Kong-listed companies, by number, are incorporated, should follow suit,’’ Mr. Webb said.