Conditions for private placement of listed companies in 2022

A listed company applying for issuing new shares must meet certain conditions. According to the provisions of China's Securities Law and Company Law, a company issuing new shares must meet the following basic conditions:

1. The previously issued shares have been fully raised with an interval of more than one year;

2. The company has made continuous profits in the last three years and can pay dividends to shareholders (the company is not subject to this restriction when distributing new shares with the profits of the current year);

3. There are no false records in the company's financial documents in the last three years;

4. The expected profit rate of the company can reach the bank deposit interest rate in the same period.

A listed company applying for issuing new shares shall also meet the following specific requirements:

1. It has a perfect corporate governance structure and is separated from the legal person or other organization and other affiliated enterprises that have actual control over it in terms of personnel, assets and finance, so as to ensure the personnel, financial independence and asset integrity of the listed company;

2. The articles of association comply with the provisions of the Company Law;

3. The notice, convening method, voting method and resolution of the shareholders' meeting are in compliance with the Company Law and relevant regulations;

4. The use of the funds raised by this IPO is in line with the provisions of the national industrial policy. At present, except for financial listed companies, the raised funds may not be invested in financial institutions such as commercial banks and securities companies;

5. In principle, the amount of funds raised by this initial public offering shall not exceed the amount of funds required for the proposed investment project approved by the company's general meeting of shareholders;

6. There is no situation that funds and assets are occupied by individuals, legal persons or other organizations with actual control rights and their affiliates, or other major related party transactions that harm the interests of the company;

7. If the company has any major purchase or sale of assets, it shall comply with the relevant provisions of the China Securities Regulatory Commission;

8. Other conditions stipulated by China Securities Regulatory Commission.