Conditions and procedures for listing of enterprises

Legal analysis: 1. Requirements for company listing: According to the Company Law of China, a joint stock limited company must meet the following conditions when applying for stock listing: 1 Shares issued to the public with the approval of the securities management department of the State Council; 2. The total share capital of the company is not less than RMB 50 million; 3. It has been in business for more than three years and has been profitable for three consecutive years; If the original state-owned enterprise is established after being rebuilt according to law, and its main sponsors are large and medium-sized state-owned enterprises, it can be calculated continuously; 4. The number of shareholders holding shares with a face value of more than RMB 65,438+0,000 is not less than 65,438+0,000, and the shares publicly issued to the public account for more than 25% of the total shares of the company; If the company's total share capital exceeds 400 million yuan, the proportion of its shares issued to the public is more than 15%; 5. The company has no major illegal acts within three years, and its financial and accounting reports have no false records; 6. Other conditions stipulated by the State Council. Meet the above conditions, you can apply to the the State Council Securities Management Audit Department and the Exchange for listing.

Second, the company's listing process: 1, drafting stock code and stock abbreviation. After the application documents for stock issuance pass the examination meeting, the issuer may apply for the stock code and stock abbreviation, and report to the exchange for approval of the listing conditions and procedures of the company. 2. Application for listing. After the stock is issued, the issuer shall apply to the listing committee of this Exchange for listing in time, and submit the following documents: (1) listing application; (2) The China Securities Regulatory Commission approved the initial public offering of its shares; (3) Resolutions of the board of directors and shareholders' meeting on this offering; (4) A copy of the business license; (5) Articles of association; (6) Financial and accounting reports of the issuer in the last three years audited by an accounting firm with securities and futures-related business qualifications; (7) After the initial public offering, all the shares of the issuer have been managed by China Securities Depository and Clearing Co., Ltd.; (8) A capital verification report issued by an accounting firm qualified to engage in securities and futures-related business after the initial public offering; (9) Notes on the shares held by directors, supervisors and senior managers, and statements and commitments made by directors (supervisors and senior managers); (10) Information about the issuer's proposed or appointed secretary of the board of directors; (1 1) Financial information newly added according to regulations after initial public offering and before listing, and explanation of major events (if applicable); (12) Prove that the holders of the shares issued before the initial public offering have held shares since the listing date of the shares of Spontaneous Pedestrian 1 year; (13) Letter of Commitment on Sales Restriction from the relevant party; (14) The latest prospectus and full set of application materials for issuance audited by China Securities Regulatory Commission; (15) Listing announcement prepared according to relevant regulations; (16) the recommendation agreement and listing recommendation letter issued by the recommendation institution; (17) Legal opinions issued by law firms; (18) Other documents required by the Exchange. 3. Review and approval. The stock exchange shall, within 7 trading days after receiving all the listing application documents submitted by the issuer, make a decision on whether to approve the listing, and notify the issuer of the listing conditions and procedures. After receiving the listing notice, the issuer shall sign a listing agreement with the exchange to clarify the rights and obligations of both parties. 5. Disclosure of listing announcement. The issuer shall publish a listing announcement in the newspaper designated by the China Securities Regulatory Commission within 3 working days before the listing of the shares. 6 listing conditions and procedures of listed companies. The stocks applying for listing will be listed and traded according to the arrangement of the exchange and the listing date disclosed in the listing announcement. Generally speaking, stocks are listed within 7 trading days after issuance. 7. Market outlook support. Investment institutions such as brokers are needed to provide corporate financing consulting services, industry research and reporting services, and investor relations communication.

Legal basis: Article 12 1 of People's Republic of China (PRC) Company Law. If a listed company purchases or sells major assets within one year or the amount of guarantee exceeds 30% of the company's total assets, it shall make a resolution at the shareholders' meeting, which shall be passed by more than two-thirds of the voting rights held by the shareholders present at the meeting.

Article 124 of the Company Law of People's Republic of China (PRC), if a director of a listed company is related to the enterprise involved in the resolution of the board meeting, he shall not exercise the voting right on the resolution, nor shall he exercise the voting right on behalf of other directors. The board meeting can only be held when more than half of the unrelated directors are present, and the resolutions made at the board meeting must be passed by more than half of the unrelated directors. If there are less than three unrelated directors present at the board of directors, they shall be submitted to the shareholders' meeting of the listed company for deliberation.