A few days ago, the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council issued the "Opinions on Promoting the Construction of a Social Credit System for High-Quality Development and Promoting the Formation of a New Development Pattern", emphasizing the strict implementation of the compulsory delisting system and the establishment of a virtuous cycle mechanism for the survival of the fittest in listed companies.

  Data show that a total of 20 listed companies will be delisted from the A-share market in 2021, including 3 voluntary delistings and 17 compulsory delistings, with the number of annual delistings reaching a record high.

Industry insiders generally believe that the current diversified and normalized delisting mechanism for A-shares is gradually improving, and the strict implementation of the mandatory delisting system will further accelerate the construction of a market ecology of "in and out, survival of the fittest". This year, A-share delisting companies The number may reach a new high.

  The power of the diversified delisting mechanism is beginning to show

  On March 22, *ST Xinyi announced that the Shanghai Stock Exchange had decided to terminate the company's stock listing, and *ST Xinyi also became the first A-share company to be forced to delist in 2022.

  According to the announcement, according to the facts identified in the previous CSRC administrative penalty decision, *ST Xinyi had financial fraud for two consecutive years in 2018 and 2019. After retrospective adjustment, the company’s operating income for three consecutive fiscal years from 2018 to 2020 was less than 1,000 yuan. 10,000 yuan, and finally reached the situation of forced delisting due to major violations of law.

  Following the forcible delisting of *ST due to major violations of the law, on March 31, *ST Aige's stock price closed at 0.56 yuan per share, triggering delisting at face value due to the delisting requirement that the closing price for 20 consecutive trading days was less than 1 yuan. , thus becoming the first delisted company at face value this year.

  In addition, on March 30, *ST Sino-Singapore, *ST Laxia, and *ST Dongdian all disclosed their 2021 annual reports. According to the annual report data, the stocks of the three companies hit the situation of termination of listing, and all sounded the delisting alarm bell.

  Specifically, the *ST Chinese New Year's report shows that the company's 2021 audited net profit is negative and its operating income is less than 100 million yuan, the audited net assets at the end of the period are negative, and the financial accounting report has been issued that cannot express an opinion. Audit Report.

According to the relevant regulations of the Shanghai Stock Exchange, the company's shares have reached the conditions for termination of listing, and the company's shares have been suspended since March 31.

  *ST Lasha issued an announcement saying that the company received a notice from the Shanghai Stock Exchange that the company's stock listing was to be terminated.

Its annual report shows that the company's audited net assets at the end of the period in 2021 are negative, the financial accounting report has been issued an audit report with a qualified opinion, and the company's shares have reached the conditions for termination of listing.

  Industry insiders said that with the 2021 annual report entering the intensive disclosure season, some companies have reached or are about to reach the financial delisting indicator, and the A-share market may enter an "intensive period" of delisting risk disposal.

  From March alone, a number of companies have been delisted for meeting various mandatory delisting standards, or have been warned of delisting risks.

Since the implementation of the "New Delisting Regulations" issued at the end of 2020, the mandatory delisting standards for financial, transactional, normative, and major illegal categories have been fully optimized, thereby accelerating the process of delisting "shell companies" and "zombie companies" in the market. The power of the diversified delisting mechanism is beginning to show.

  Chen Li, chief economist of Chuancai Securities and director of the research institute, said that the increase in the number of delisted companies with trading indicators and financial indicators shows that the delisting system is gradually and effectively operating, and it is normal except for illegal forced delisting. Market phenomena, investors should have adequate psychological preparation.

  Pang Ming, chief economist of Huaxing Securities, said that with the continuous optimization and strict implementation of the delisting system, and the continuous improvement of supporting mechanisms and follow-up links, the number of A-share delisting companies in the future, especially financial indicators delisting and trading indicators The number of forced delistings such as delisting and major illegal delisting will continue to increase, and the number of active delistings due to mergers, restructuring and listing may also increase.

As an important supporting system for the comprehensive registration system reform, the formation of the diversified delisting mechanism will promote the number of A-share IPOs and the proportion of delisting in the future to gradually align with the international mature capital market, and truly form a market environment of "survival of the fittest".

  Normalized delisting ecology is basically formed

  In recent years, under the guidance of policies and the promotion of supervision, the delisting of A shares has accelerated significantly.

According to the research report of Haitong Securities, the number of delisted companies from 2019 to 2021 was 10, 16, and 20, respectively, with year-on-year growth rates of 100%, 60%, and 25%, respectively. The number of delisted companies in the past three years alone It accounted for 31% of all delisted A shares.

  "In the past, the A-share delisting system was not perfect, the delisting indicators were set unreasonably, and the delisting process was long and inefficient, resulting in the inability to effectively clear out the companies that should have been delisted. These companies were gradually marginalized, resulting in a large number of small-cap companies. It takes up valuable market resources." Xun Yugen, chief economist of Haitong Securities, said that in recent years, the number of A-share delisting companies has gradually increased, especially the implementation of "zero tolerance" for financial fraud and other behaviors, further promoting the formation of a normalized delisting mechanism .

  Relevant data also show that the number of companies delisted due to financial fraud in recent years has also been increasing. From 2019 to 2021, there are 5, 9 and 10 companies delisted due to financial fraud in A-shares, showing a gradual increase. the trend of.

  As an important basic system of the capital market, the reform of the delisting system has been attached great importance by the Party Central Committee and the State Council in recent years.

The "14th Five-Year Plan" and the outline of the long-term goals for 2035 clearly stated that the full implementation of the stock issuance registration system, the establishment of a normalized delisting mechanism, and the improvement of the quality of listed companies.

  In July 2021, the Office of the CPC Central Committee and the Office of the State Council issued the "Opinions on Strictly Cracking Down on Illegal Activities in Securities in accordance with the Law", requiring the reform of the delisting system, the strengthening of delisting supervision, the strict implementation of the compulsory delisting system, and the study and improvement of delisted companies. We will improve the virtuous cycle mechanism of the survival of the fittest among listed companies.

  "It has been more than a year since the implementation of the new delisting regulations, and the number of delisted companies has increased significantly. Continuing to strictly implement the delisting system is of great significance to the healthy and long-term development of the capital market." Sun Kaiyuan Securities, assistant president and director of the research institute Jin Ju said that the strict implementation of the compulsory delisting system can optimize the allocation of resources in the capital market, remove poorly managed and inefficient enterprises from the market, and promote more resources to flow to efficient and high-quality enterprises.

Second, it can further protect the rights and interests of investors.

In the past, many companies that did not have the ability to continue to operate did not delist in a timely manner. Once the performance exploded, it would easily damage the rights and interests of investors.

The third is to form a smooth channel for listing and delisting of enterprises together with the registration system, promote the survival of the fittest and high-quality development of listed companies, and enhance the function of the capital market to cultivate high-quality enterprises.

  Pang Ming said that strengthening the integrity of the capital market and strictly implementing the compulsory delisting system will help improve the overall quality of listed companies, help to accurately screen high-quality targets, avoid and prevent adverse selection, and send clear signals to the market and investors, Clarify the scale of value discovery, expand more capital space and financial resource space for high-quality enterprises, and make value discovery strategies and value investment concepts the consensus and normal state of the market.

  Protect the legitimate rights and interests of investors

  Under the background that the normalized delisting mechanism is gradually formed and the delisting efficiency is obviously improved, the number of A-share delisting companies is increasing rapidly. , and effectively protect the legitimate rights and interests of investors, is a must-answer question faced by the current regulatory authorities.

  On February 25 this year, the China Securities Regulatory Commission issued the "Guiding Opinions on Improving the Post-Delisting Supervision of Listed Companies" and solicited opinions from the public.

  It is understood that the "Guiding Opinions" are based on the implementation of the requirements of the Securities Law, protect the legitimate rights and interests of investors, and better ensure the smooth implementation of normalized delisting. Relying on the existing agency share transfer system as the delisting sector, in accordance with the "smooth connection, moderate Based on the principle of supervision, risk prevention, and formation of synergy", optimize and improve the blocking points and risk points existing in the current practice, and promote the formation of a set of institutional arrangements that conform to the functional positioning of the delisting sector and are suitable for the characteristics of delisted companies.

  "The advancement of the delisting system will help create a stable and healthy capital market, but forced delisting will inevitably bring losses to investors. Investor protection for delisting of listed companies has always been a soft underbelly. The majority of investors are vulnerable Fang, although rights protection through civil compensation lawsuits has gradually become normal, but listed companies that are forced to delist are often insolvent, it is difficult for investors to get proper compensation for losses, and a diversified resolution mechanism is needed.” Guoco Lawyer (Shanghai) ) lawyer Zhu Yiyi said.

  It is worth affirming that since the implementation of the new securities law in March 2020, investor rights protection systems such as representative lawsuits and advance compensation systems have also been gradually practiced and developed.

In particular, the representative litigation system, the Supreme People's Court issued the "Regulations of the Supreme People's Court on Several Issues Concerning Representative Litigation for Securities Disputes" in July 2020, which provides detailed provisions for ordinary representative litigation and special representative litigation.

At the same time, the CSI Small and Medium Investor Service Center, as an investor protection agency, has continuously helped investors to protect their rights through special representative litigation.

The growing practice has also provided more sufficient procedural and substantive basis for investor rights protection, broadened investor rights protection channels, and brought more convenience and protection to investor rights protection.

  "Establishing a normalized delisting mechanism, in particular, requires efforts to protect the legitimate rights and interests of investors and reduce the cost of delisting." Zhu Yiyi suggested that in terms of system construction, on the one hand, it is necessary to further improve the civil compensation system to protect the legitimate rights and interests of investors. On the other hand, it is also necessary to strengthen the guarantee that the basic rights of shareholders legally enjoyed by investors as shareholders of the company remain unchanged.

At the same time, under the normalized delisting mechanism, it is necessary to do a good job in investor education, encourage investors to stick to value investment, abandon the trend of "specializing in small and poor", and stay away from companies that are at risk of delisting.