Chinanews.com, February 1st. According to the official account of the China Securities Regulatory Commission on the 1st, recently, the Party Central Committee and the State Council approved the "Overall Implementation Plan for the Full Implementation of the Stock Issuance Registration System" (hereinafter referred to as the "Overall Plan").
In order to ensure the implementation of the "Overall Plan", the China Securities Regulatory Commission has publicly solicited opinions from the public on the draft of the main system rules involved in the full implementation of the stock issuance registration system, such as the "IPO Stock Registration Management Measures".
This reform will summarize the experience of the pilot registration system, promote the system that has been proved to be effective in practice, and further improve the registration system arrangement.
One is to optimize the registration process.
Adhere to the basic structure of exchange review and CSRC registration with their own emphasis and mutual connection.
Further consolidate the main responsibility of the exchange for issuance and listing review, and the exchange conducts a comprehensive review of whether the company meets the issuance conditions, listing conditions and information disclosure requirements.
The China Securities Regulatory Commission makes a decision on whether to approve the registration based on the review opinions of the exchange.
The second is a unified registration system.
Integrate the pilot registration system rules of the Shanghai Stock Exchange and the Shenzhen Stock Exchange, formulate unified initial public offering stock registration management methods and listed company securities issuance registration management methods, and the registration system rules of the Beijing Stock Exchange are generally consistent with the Shanghai Stock Exchange and the Shenzhen Stock Exchange.
The Exchange formulates and revises the Exchange’s unified business rules for stock issuance and listing review.
The third is to improve the mechanism of supervision and checks and balances.
The China Securities Regulatory Commission strengthened the overall coordination, supervision and assessment of the audit work of the exchanges, and urged the exchanges to improve the audit quality.
Reform and improve the personnel composition, tenure, responsibilities and rules of procedure of the Listing Committee and the Restructuring Committee (hereinafter referred to as the "two committees"), put forward higher requirements for political quality, professional background, and professional ethics, increase the proportion of full-time personnel, strengthen discipline constraints, and effectively exert The gatekeeping role of the "two committees".
In addition, the National Equities Exchange and Quotations System (hereinafter referred to as the National Equity Exchange System) simultaneously implements the registration system, and the relevant arrangements are generally consistent with the exchanges.
Among them, for a joint-stock company whose number of shareholders does not exceed 200 applies for listing on the National Equity Exchange System, or if the number of shareholders of a company listed on the National Equity Exchange System does not exceed 200 after the directional issuance of stocks, the National Small and Medium Enterprise Share Transfer System Co., Ltd. (hereinafter referred to as After the National Equity Transfer Company) is approved, the China Securities Regulatory Commission is exempt from registration (currently exempt from approval).
The essence of the reform of the registration system is to hand over the right of choice to the market and strengthen market constraints and legal constraints.
In the final analysis, it is the adjustment of the relationship between the government and the market.
Compared with the approval system, it not only involves the change of the review subject, but more importantly, fully implements the concept of information disclosure as the core, and the whole process of issuance and listing is more standardized, transparent and predictable.
One is to substantially optimize the issuance and listing conditions.
The registration system only retains the necessary qualifications and compliance conditions for companies to issue shares publicly, and converts the substantive thresholds under the approval system into information disclosure requirements as much as possible, and the regulatory authorities no longer make judgments on the investment value of companies.
The second is to effectively control the quality of information disclosure.
The implementation of the registration system does not mean that the quality requirements are relaxed, and the audit checks are more stringent.
The audit work is mainly carried out through inquiries, and the issuer is urged to disclose information in a true, accurate and complete manner.
At the same time, comprehensively use multiple methods such as multi-factor verification, on-site supervision, on-site inspection, complaint report verification, supervision and law enforcement, etc., to consolidate the issuer's primary responsibility for information disclosure and the "gatekeeper" responsibility of intermediary agencies.
The third is to insist on opening the door for review.
The standards, procedures, content, process, and results of review and registration are all open to the public. The whole process of public power operation is transparent, with strict checks and balances, and accepts social supervision. It is fundamentally different from the approval system.
The top priority of this reform is the main boards of the Shanghai Stock Exchange and the Shenzhen Stock Exchange.
After more than 30 years of reform and development, my country's stock exchange market has gradually expanded from a single sector to multiple levels, and a market pattern of dislocation development and complementary functions has basically taken shape.
Based on this reality, after the reform, the main board should highlight the blue-chip characteristics of the large market, and focus on supporting high-quality enterprises with mature business models, stable operating performance, large scale, and representative industries.
Correspondingly, set diversified and inclusive listing conditions, and distance yourself from the Science and Technology Innovation Board and the Growth Enterprise Market.
After the reform of the main board, the multi-level capital market system will be clearer, covering basically different industries, different types, and different growth stages of enterprises.
The main board mainly serves large-scale enterprises in the mature stage.
The Science and Technology Innovation Board highlights the characteristics of "hard technology" and plays the role of "experimental field" for capital market reform.
The GEM mainly serves growth-oriented innovative and entrepreneurial enterprises.
CBEX and the National Equities Exchange and Quotations jointly create a position for serving innovative small and medium-sized enterprise owners.
This reform will further improve the basic system of the capital market.
Mainly include: improving the issuance and underwriting system, restraining irrational pricing; improving the trading system, optimizing the margin financing and securities lending and refinancing mechanism; improving the independent director system of listed companies; improving the normalized delisting mechanism and smoothing multiple exit channels; accelerating investment-side reforms, Introduce more medium and long-term funds.
At the same time, support the national stock transfer system to explore and improve the basic system that is more in line with the characteristics of small and medium-sized enterprises.
The reform of the registration system is a reform that combines decentralization and management.
The China Securities Regulatory Commission will fully consider the actual national conditions of my country's underdeveloped capital market, high proportion of small and medium-sized investors, and insufficient integrity environment, and increase the supervision of all links in the entire chain of issuance and listing.
Adhere to the principle of "responsibility upon declaration" and consolidate the responsibilities of issuers and actual controllers.
Urge intermediary agencies to return to their positions and fulfill their responsibilities, and strengthen capacity building.
Strengthen the linkage between issuance supervision and continuous supervision of listed companies, and standardize the governance of listed companies.
Severely crack down on fraudulent issuance, financial fraud and other violations of laws and regulations with a "zero tolerance" attitude, and effectively protect the legitimate rights and interests of investors.
The reform of the registration system is a profound change involving regulatory concepts, regulatory systems, and regulatory methods.
The China Securities Regulatory Commission will insist on putting political construction in the first place, emphasize politics with a clear-cut stand, actively adapt to new situations and tasks, deepen the reform of "decentralization, regulation and service", accelerate the transformation of supervision, and shift the focus of work to overall planning and coordination, rule formulation, supervision and inspection, and order Management and environment should be created to effectively improve supervision capabilities and strengthen interim and post-event supervision.
The China Securities Regulatory Commission attaches great importance to preventing integrity risks under the registration system.
Establish and improve a supervision and control mechanism covering the entire process of issuance, listing, refinancing, mergers and acquisitions, delisting, supervision and law enforcement.
Strengthen the prevention and control of integrity risks for personnel in key positions, and strengthen the supervision of integrity in the industry.
The Disciplinary Inspection and Supervision Team of the Central Commission for Discipline Inspection and the National Supervisory Commission of the China Securities Regulatory Commission implements on-site supervision of the Shanghai and Shenzhen Stock Exchanges, "zero tolerance" for corruption in the capital market field, and promotes one-stop corruption. , and effectively form a strict atmosphere.
The system rules for this public consultation include the "IPO Stock Registration Management Measures" and other CSRC regulations and supporting normative documents, involving registration-based arrangements, sponsorship and underwriting, mergers and acquisitions, and other aspects.
The Shanghai and Shenzhen Stock Exchanges, the National Equities Exchange and Quotations (North Stock Exchange), China Settlement, and China Securities Finance simultaneously solicited opinions from the public on business rules such as the "Stock Issuance and Listing Review Rules".
All sectors of society are welcome to put forward their valuable opinions.
The China Securities Regulatory Commission will further revise and improve the above-mentioned draft system rules based on the situation of public consultation, and issue them for implementation after completing the procedures.
(China New Finance and Economics)