China News Service, October 9th. According to the news from China Government Network, the State Council recently issued the "Opinions on Further Improving the Quality of Listed Companies" (hereinafter referred to as the "Opinions").
The "Opinions" require the improvement of the exit mechanism of listed companies, including improving the delisting standards, simplifying the delisting procedures, and intensifying the delisting supervision.
Severely crack down on malicious evasion of delisting through financial fraud, transfer of benefits, market manipulation, etc., and promptly clear companies that lack the ability to continue operations and severely violate laws and regulations that disrupt market order.
Intensify the accountability of subjects who violate laws and regulations.
Support investors to safeguard their rights in accordance with the law and protect their legitimate rights and interests.
The "Opinions" stated that the capital market plays a role in the financial operation, and listed companies are the cornerstone of the capital market.
Improving the quality of listed companies is an inherent requirement for promoting the healthy development of the capital market and an important part of accelerating the improvement of the socialist market economic system in the new era.
Since the issuance of the State Council’s Approval of the Securities Regulatory Commission’s Opinions on Improving the Quality of Listed Companies (Guo Fa [2005] No. 34), the number of listed companies in my country has increased significantly and their quality has continued to improve, and their role in promoting the development of the national economy has become increasingly prominent.
However, it should be noted that the problems of non-standard operation and governance of listed companies and low quality of development are still prominent, and there is still a gap between the requirements of building a modern economic system and promoting high-quality economic development.
At the same time, in the face of the impact of the new crown pneumonia epidemic, the production, operation and high-quality development of listed companies are facing new challenges.
In order to further improve the quality of listed companies, the following opinions are hereby put forward.
The "Opinions" proposed to improve the governance level of listed companies.
Standardize corporate governance and internal control, improve corporate governance system rules, and clarify the responsibilities and legal responsibilities of controlling shareholders, actual controllers, directors, supervisors and senior managers.
Establish a good communication mechanism between the board of directors and investors, and improve the channels and methods for institutional investors to participate in corporate governance.
Carry out special actions for corporate governance, and effectively improve the level of corporate governance through company self-inspection, on-site inspection, and supervision and rectification.
Improve the quality of information disclosure.
To improve transparency, optimize the rule system, and urge listed companies, shareholders and relevant information disclosure obligors to disclose information in a true, accurate, complete, timely and fair manner.
Guided by the needs of investors, improve the information disclosure standards of different industries, optimize the content of disclosure, and enhance the pertinence and effectiveness of information disclosure.
Relevant departments and institutions shall support and cooperate with listed companies in fulfilling their information disclosure obligations in accordance with laws and regulations in accordance with capital market rules.
The "Opinions" make it clear that it promotes listed companies to become better and stronger.
Support the listing of high-quality companies, and fully implement and step by step the securities issuance registration system.
Optimize the issuance and listing standards and enhance inclusiveness.
Strengthen the cultivation and guidance of companies to be listed, and improve the standardization level of companies to be listed.
Encourage and support the listing of pilot enterprises of mixed ownership reform.
Give full play to the active role of equity investment institutions in promoting the optimization of corporate governance, innovation and entrepreneurship, and industrial upgrading.
We will vigorously develop venture capital, cultivate technological and innovative enterprises, and support the development and growth of enterprises such as single champions in the manufacturing industry and specialized and new "little giants".
Give full play to the positive role of the national SME share transfer system, regional equity markets and property rights trading markets in cultivating companies to go public.
The "Opinions" mentioned that the exit mechanism of listed companies should be improved.
Strict delisting supervision, improve delisting standards, simplify delisting procedures, and increase delisting supervision.
Severely crack down on malicious evasion of delisting through financial fraud, transfer of benefits, market manipulation, etc., and promptly clear companies that lack the ability to continue operations and severely violate laws and regulations that disrupt market order.
Intensify the accountability of subjects who violate laws and regulations.
Support investors to safeguard their rights in accordance with the law and protect their legitimate rights and interests.
Improve systems for mergers, acquisitions, reorganization and bankruptcy reorganization, optimize processes, improve efficiency, and smooth out diversified exit channels for listed companies such as active delisting, mergers and acquisitions, and bankruptcy reorganization.
Relevant regions and departments should implement comprehensive policies to support listed companies to clear out risks through mergers and acquisitions, bankruptcy and reorganization.
The "Opinions" pointed out that the outstanding problems of listed companies should be resolved.
Actively and steadily resolve the stock pledge risks of listed companies, insist on controlling the increase and dissolving the stock, establish a multi-sectoral joint stock pledge risk handling mechanism for listed companies, strengthen the consistency of supervision on and off the market, and strengthen the sharing of pledge information.
Strengthen the risk restraint mechanism for financial institutions, major shareholders and actual controllers of listed companies.
Strictly implement a hierarchical and differentiated stock pledge information disclosure system.
Strictly control the pledge of restricted shares.
Support banks, securities, insurance, private equity funds and other institutions to participate in the risk reduction of listed company stock pledges.
The "Opinions" require that the cost of violations of laws and regulations by listed companies and related entities should be increased.
Strengthen law enforcement, strictly implement the securities laws and other legal regulations, and increase penalties for fraudulent issuance, illegal information disclosure, market manipulation, insider trading and other illegal activities.
Strengthen the cooperation between administrative agencies and judicial agencies to realize the rapid transfer and rapid investigation of criminal cases, and severely investigate and punish illegal and criminal acts.
Improve the rules for identifying violations of laws and regulations. When handling cases of violations of laws and regulations by listed companies, pay attention to distinguishing the liability of listed companies, shareholders, and personal responsibilities such as directors, supervisors, and senior management personnel; and also for intermediaries and practitioners such as securities companies, securities service institutions, etc. In case of investigation and punishment, if the circumstances are serious and bad in nature, measures such as suspension, cancellation, or revocation of business or qualifications shall be taken in accordance with the law.
The "Opinions" pointed out that the formation of a joint effort to improve the quality of listed companies.
Consolidate the efforts of all parties to improve the comprehensive supervision system for listed companies, promote the construction of a big data platform for listed company supervision, and establish and improve the information sharing mechanism of finance, taxation, customs, finance, market supervision, industry supervision, local government, judicial organs and other units.
Increase system supply, optimize the policy environment, strengthen supervision and law enforcement cooperation, and coordinate the handling of listed company risks.
Give full play to the role of public opinion guidance and supervision of the news media, and jointly create a good environment that supports the high-quality development of listed companies.