The release of new regulations and new regulations continues, and the latest releases are two guidelines on major asset restructuring business.

In the afternoon of May 22, the National Equity Exchange announced that it would improve the management of insiders and insiders ’information and related documents in order to further regulate the major assets restructuring of listed companies. Work, revise the “Guidelines for the Major Asset Reorganization Business of the National SME Share Transfer System No. 1: Guide for the Reporting of Insiders of Major Asset Reorganization Information of Non-listed Public Companies” (hereinafter referred to as “Reorganization Index No. 1”) and “National SMEs” Guideline for Major Asset Reorganization Business of the Stock Transfer System No. 2: Guidelines for the Submission of Shares by Non-listed Public Companies to Purchase Assets Constituting Major Asset Reorganization Documents (hereinafter referred to as “Reorganization Guide No. 2”), and shall be implemented from the date of promulgation.

At the same time, the National Equity Exchange announced the first batch of market-level adjustment decisions in 2020, and a total of 502 listed companies were transferred to the innovation layer.


Revised business guide for reorganization

According to the understanding, this revision of the business guide for restructuring by the National Equity Transfer Corporation has three main contents.

First, adjust and improve the scope of insiders of inside information. According to the “Securities Law” and relevant higher-level regulations and rules, the “Reorganization Guide No. 1” has adjusted the scope of insiders of inside information, including the modification of “shareholders with more than 10% shares” to “shareholders with more than 5% shares.” , “Persons who can obtain the inside information related to the company’s reorganization due to the company’s position or business dealings with the company”, “company holding or actually controlled company and its directors, supervisors, senior management personnel”, etc.

Second, the time limit for submitting revised documents. “Reorganization Guide No. 1” changed the reporting time of insider information from “within 5 transfer days from the date of suspension of transfer” to “10 trading days from the day of suspension of trading”, and the company’s stock has not been traded since its listing, There is no need to submit insider information insider filing documents; “Reorganization Guide No. 2” changes the filing time of stock issue filing or stock registration application documents from “within 10 transfer days after completion of capital verification” to “within 20 trading days after completion of capital verification” .

The third is to further clarify the requirements for filing documents. Deleted the content related to offline filing of paper documents, and added the content related to electronic filing; the self-examination of insiders on the inside information of the “Measures for the Management of Major Asset Restructuring of Non-listed Public Companies” and “Reorganization Rules”Relevant requirements on the content and form of the memorandum of the period and transaction process are reiterated in the “Reorganization Guide No. 1”.

The National Equity Exchange also pointed out that it will further improve the standardization and operability of the restructuring business of listed companies, and provide convenience and guidance for market participants to implement major asset restructuring .


502 listed companies transferred to the innovation layer

In addition to the revision of the restructuring business guide, the national stock-to-equity company also released the first in 2020 on the 22nd Announcement of the decision to periodically adjust the market level.

Among them, 502 listed companies such as Northland (430047), Qingchang Power (430057), Zhaoxin (430073) were transferred to the innovation layer; Jintiandi (430366), ST Dadihe (831385), Summit Films (832927), Smart Connect (838843) and other four listed companies transferred the innovation layer to the basic layer; Zhuoyi Technology (833711), Youcheng Technology (873087) Will not be transferred to the innovation layer; Tai Yiyun (430070) will not make any level adjustments for the time being.

The National Equity Exchange said that overall, qualified companies with a positive attitude and willingness to enter the innovation layer this year, and the industry distribution of newly listed companies entering the innovation layer Extensive, with strong innovation capabilities, showing good financial status and a high level of publicization, the positive effects of market stratification system reform in guiding enterprises to develop progressively are gradually emerging.

Specifically, first of all, the attractiveness of the innovation layer continues to increase, and the number of companies doubles. In the first batch of regular adjustments this year, more than 95% of the listed companies that meet the conditions of the innovation layer submitted applications for entry, and a total of 502 companies were transferred. The number of newly transferred companies is 26.42 times in 2019 and 4.05 times in 2018. After this batch of adjustments, there are 1,146 companies in the innovation layer, which is 1.74 times the number of existing companies in the innovation layer. The National Equity Transfer Corporation predicts that, after the three batches of adjustments, the number of companies at the innovation level will reach the highest level since the implementation of the tiered system.

Secondly, the newly-innovated companies are widely distributed in the industry, and their overall R & D and innovation capabilities are strong. 502 newly-innovated companies are distributed in 52 major industries in the CSRC industry classification. Among them, the number of enterprises belonging to high-tech manufacturing, high-tech service, and knowledge-intensive industries is 301, accounting for 59.96%. The average R & D expenses of newly-entered innovation-level enterprises in 2019 was 13.404 million yuan, which was 6.624 million yuan higher than the overall market, and the R & D intensity reached 6.50%.

Once again, the financial status of newly-innovated companies is good, and the effect of high-quality company aggregation is gradually emerging. After this batch of adjustments, the median operating income and net profit of innovation-level companies are 3.2 times and 9.2 times that of basic-level companies, respectively, and the net profit of 389 innovation-level companies exceeds 30 million yuan; the growth rate of revenue and net profit This is 6 percentage points and 5 percentage points higher than that of basic-level companies, respectively, reflecting the aggregation effect on high-quality companies.

Finally, the innovation-level company as a whole has reached a high level of publicization and market recognition. After this batch of adjustments, the median number of qualified investors in innovative companies is 63, and the median number of shareholders is 108, which are significantly higher than the median level of basic companies; the average amount of financing is 107 million yuan, which is the basis The average level of multi-layer companies is more than 4 times.

The National Stock Transfer Company pointed out that the next step will be to actively guide enterprises to make full use of the differentiated institutional arrangements of the innovation layer to achieve progressive development at different levels of the New Third Board . At the same time, the National Equity Transfer Corporation decided to start the second batch of market stratification regular adjustment work on May 31, 2020.