During the year, many state-owned enterprises adopted the model of "introduction of strategic investment + employee stock ownership"
Our reporter Wu Xiaolu
Recently, the listed company Liugong announced that the company's indirect controlling shareholder Liugong Group successfully signed a contract for mixed reform.
In this mixed reform, Liugong Group introduced 7 strategic investors, and at the same time 1,274 key employees entered Liugong Co., Ltd. with an increase of 223 million yuan in capital.
"Securities Daily" reporters sorted out the announcements of listed companies. Since the beginning of this year, many listed companies have announced that their major shareholders or wholly-owned subsidiaries have adopted "introduction of strategic investment and simultaneous implementation of employee stock ownership plans" for mixed reform.
According to statistics from Fong Shun iFinD, as of December 10, a total of 18 state-owned listed companies have issued 19 employee stock ownership plans this year, 11 of which have been implemented.
Market participants said that after the implementation of the new securities law this year, the "obstacles" to the 200-person limit for the implementation of the state-owned enterprise's mixed reform of employee stock ownership plans have been eliminated, which will help state-owned enterprises make better use of the capital market’s financing and resource allocation functions for market development. Integration of resources to make it stronger and better.
During the year, many state-owned enterprises adopted the mixed reform
"Introduction of strategic investment + employee stock ownership" model
Liugong Group stated that this mixed reform of Liugong Group has established a new model of Guangxi state-owned enterprise reform and development featuring "central and local state-owned enterprise advantages + market-based mechanism + strategic partner coordination", and explored the formation of a diversified mixed reform model for state-owned enterprises in Guangxi. Limited capital increase and share expansion, Liugong Group's equity transfer, and key employee shareholding plans were carried out at the same time, achieving an organic combination of shareholder, corporate and personal interests.
With the launch of the three-year action for the reform of state-owned enterprises, mixed improvement of state-owned enterprises has entered the fast lane this year, and the "introduction of strategic investors + employee stock ownership plan" is one of the important paths for mixed reform of state-owned enterprises.
On November 7, Great Wall Enterprise announced that its wholly-owned subsidiary, Great Wall Finance, planned to publicly solicit strategic investors through capital increase and share expansion, and simultaneously implement employee shareholding and carry out mixed reform.
Longjian, China Animal Husbandry, Huajian Group and other companies also announced that their wholly-owned or holding subsidiaries intend to adopt a similar model to implement mixed reforms.
On November 26, China Southern Airlines General Aviation Co., Ltd. implemented a mixed reform, introducing three investment entities including the National Reform Double Hundred Development Fund Management Co., Ltd. and implementing employee stock ownership.
In August 2016, the State-owned Assets Supervision and Administration Commission issued the "Opinions on the Pilot Employee Stock Ownership of State-owned Enterprises with Mixed Ownership". In November 2019, the State-owned Assets Supervision and Administration Commission issued the "Operational Guidelines for the Reform of Central Enterprise Mixed Ownership", which clearly stated that the comprehensive use of mixed ownership enterprises is encouraged Medium- and long-term incentive policies such as employee shareholding in state-controlled mixed-ownership enterprises, equity incentives in state-controlled listed companies, equity in state-owned technology enterprises, and dividend incentives.
From the perspective of listed companies, since the beginning of this year, the number of employee stock ownership plans for listed state-owned enterprises has increased significantly.
According to data from Fong Shun iFinD, as of December 9th, as of December 9th, a total of 18 state-owned listed companies have issued 19 employee stock ownership plans, 11 of which have been implemented.
Last year, only 12 companies issued 15 employee stock ownership plans.
Hu Qimu, a senior researcher at the China Steel Economic Research Institute, told the "Securities Daily" that the core of corporate competition is the competition of talents. The implementation of the employee stock ownership plan is conducive to stimulating the subjective initiative of key employees and building a community of interests between the core team and the company. Realize the preservation and appreciation of state-owned capital, while key employees can also obtain market-oriented incentives.
New securities law cracking
Employee stock ownership plan number limit
Before the implementation of the new securities law, a total of more than 200 people issued securities to a specific target was a public issuance of securities. However, the new securities law that was implemented in March this year excluded employee stock ownership plans, which meant that "the cumulative issuance of securities to specific targets exceeded 200 people , The number of employees who implement the employee stock ownership plan in accordance with the law is not counted."
Prior to the implementation of the employee stock ownership plan for the mixed reform of state-owned enterprises, a large number of people were often involved, exceeding 200.
After the implementation of the new securities law, 200 people no longer constitute the restriction on employee shareholding, and the rule obstacles to the implementation of the employee shareholding plan in the mixed reform of state-owned enterprises have been removed. Correspondingly, in the IPO, “the initial public offering company’s shareholders shall not exceed 200 shareholders”. The contradiction of "upper limit" is also resolved.
As early as the reform of the sci-tech innovation board registration system, the identification of the number of shareholders in the employee stock ownership plan of the initial company was optimized.
"Shanghai Stock Exchange Science and Technology Innovation Board Stock Issuance and Listing Review Questions and Answers" shows that the employee stock ownership plan follows the "closed-loop principle" (that is, a commitment to a lock-up period of at least 36 months from the date of listing and only internal transfer of relevant rights and interests during the lock-up period. ), or filed with the Fund Industry Association in accordance with laws and regulations, calculated as one shareholder.
"The employee stock ownership plan is a single-purpose stock holding platform. Previously, the IPO rules were not clearly defined, but now as long as it conforms to the'closed loop principle', the employee stock ownership plan of the company in the IPO is counted as a shareholder." Huatai Joint Securities Executive Committee Member Zhang Lei told a reporter from the Securities Daily.
According to market participants, the current capital market has optimized the implementation of employee shareholding rules before companies go public, which not only ensures the reasonable development needs of the company, but also takes into account the protection of the rights and interests of employees to participate in shareholding.
Improve capital market tools
Facilitate mixed reform of state-owned enterprises
The "Opinions of the State Council on Further Improving the Quality of Listed Companies" issued on October 9 this year proposes to give full play to the role of securities market prices, valuations, and asset evaluation results in the pricing of state-owned assets transactions, and support state-owned enterprises to carry out mixed ownership reforms relying on the capital market .
On the same day, the Shanghai Stock Exchange stated that it will establish a special service mechanism, implement the "Three-Year Action Plan for State-owned Enterprise Reform," and support central enterprises and local state-owned enterprises in advancing mixed ownership reforms to enhance business vitality.
On December 3, the Shenzhen Stock Exchange stated that it would promote the improvement of basic systems such as mergers and acquisitions, refinancing, acquisitions, share reduction, equity incentives and employee stock ownership, and help state-controlled listed companies use capital market tools to implement mixed reforms.
The above-mentioned senior researchers said that the mixed reform of state-owned enterprises is not only a reform of equity diversification, but also a process of asset capitalization. It involves capital market financing, asset value discovery, and the formulation of relevant incentive standards. All are inseparable from a healthy capital market.
Hu Qimu said that the current concept of state-owned assets supervision has changed from "asset management" to "capital management", which objectively cleared the institutional obstacles for state-owned enterprises to allocate more high-quality resources through the capital market.
The relevant provisions of the capital market are conducive to promoting more scientific corporate governance of state-owned enterprises and more standardized business operations. The financing and resource allocation functions of the capital market enable state-owned enterprises to integrate resources more market-oriented, introduce social capital, and allow high-quality resources to be distributed to state-owned assets. The agglomeration of advantageous industries and the flow to promising strategic industries will help state-owned enterprises become stronger and better.
(Securities Daily)