The Measures for the Administration of Major Asset Restructuring of Listed Companies was promulgated on 20 14, 10123. In order to standardize the major asset restructuring of listed companies, protect the legitimate rights and interests of listed companies and investors, promote the continuous improvement of the quality of listed companies, and safeguard the order of the securities market and social interests,
Decision on Amending the Measures for the Administration of Major Asset Restructuring of Listed Companies
1. Article 13 is amended as: "If a listed company purchases assets from the purchaser and its related parties within 60 months from the date of change of control, resulting in one of the following fundamental changes of the listed company, which constitutes a major asset reorganization, it shall be reported to the China Securities Regulatory Commission for approval in accordance with the provisions of these Measures:
"(1) The total assets purchased account for more than 65,438+0,000% of the total assets at the end of the audited consolidated financial accounting report in the fiscal year before the change of control of the listed company;
"(2) The operating income generated from the purchase of assets in the latest fiscal year accounts for more than 65,438+000% of the operating income in the audited consolidated financial accounting report of the last fiscal year in which the control right of the listed company changed;
"(3) The net profit generated from the purchase of assets in the latest fiscal year accounts for more than 65,438+0,000% of the net profit of the audited consolidated financial accounting report in the fiscal year before the change of control right of the listed company;
"(4) The purchased net assets account for more than 65,438+0,000% of the net assets at the end of the audited consolidated financial accounting report in the fiscal year before the change of control rights of the listed company;
"(5) On the trading day before the resolution of the board of directors of the listed company to purchase assets from the acquirer and its related parties for the first time, the shares issued for the purpose of purchasing assets accounted for more than 65,438+000% of the shares;
"(6) The assets purchased by the listed company from the acquirer and its affiliates do not meet the standards in Items (1) to (5) of this paragraph, but may cause fundamental changes in the main business of the listed company;
"(seven) other circumstances identified by the China Securities Regulatory Commission that may lead to fundamental changes in listed companies.