(1) Whether dividends have been paid in cash in the last three years, especially in the last year, the proportion of cash dividends in the company's distributable profits, and the explanation of the company's board of directors on dividend distribution.
(2) Whether the average distributable profit of the issuer in the last three years is enough to pay the interest of convertible corporate bonds for one year.
(three) whether there is enough cash to repay the debts due.
(four) whether the main business is outstanding. Whether it has a competitive advantage in its industry, shows strong growth, and has clear business development goals in the foreseeable future.
(5) Whether the raised funds have a good expected return on investment. Whether the use of the previous raised funds is consistent with the original raised plan. If the use of the previous raised funds changes, whether the change complies with the provisions of relevant laws and regulations. Whether to invest in commercial banks, securities companies and other financial institutions (except financial listed companies).
(6) Whether the corporate governance structure of the issuer is sound. Whether the operation in the last three years is standardized, whether the Articles of Association and its amendments comply with the Company Law and the relevant provisions of the China Securities Regulatory Commission, whether there are major violations in the shareholders' meeting, the board of directors, the board of supervisors meeting and major decisions in the last three years, and whether the issuer's management is sound in the last three years.
(7) Whether the issuer operates independently. Whether it is independent in business, assets, personnel, finance and institutions, and whether it has the ability to operate independently for the market; If it is a production and operation enterprise, is there an independent production, supply and marketing system?
(8) Whether the issuer's assets are occupied by individuals, legal persons or other related parties with actual control rights, and whether there are other major related transactions that harm the company's interests.
(9) Whether the issuer has made any major asset restructuring or capital increase or capital decrease in the last year, and whether it complies with the relevant provisions of the China Securities Regulatory Commission.
(10) Whether the information disclosure of the issuer in the last three years complies with the relevant provisions, and whether there are any penalties for false records, misleading statements or major omissions.
(eleven) other contents stipulated by the China Securities Regulatory Commission. Article 6 The China Securities Regulatory Commission shall not approve an issuer's application for issuance under any of the following circumstances:
(a) there have been major violations of laws and regulations in the last three years;
(2) changing the latest raised funds without authorization and failing to make corrections as required;
(3) There are false records, misleading statements or major omissions in information disclosure;
(four) the company's operation is not standardized and causes serious consequences;
(five) poor growth, there are significant risks;
(six) other circumstances that seriously harm the interests of investors as determined by the China Securities Regulatory Commission. Chapter III Procedures for Reporting and Examination and Approval Article 7 When an issuer applies for issuing convertible corporate bonds, a resolution shall be made by the shareholders' meeting. The resolution of the shareholders' general meeting shall at least include the issue scale, the determination and adjustment principle of the conversion price, the bond interest rate, the conversion period, the period and method of repaying the principal and interest, the redemption clause and the resale clause, the arrangement of allotment to the original shareholders, the use of the raised funds and other matters. Article 8 Issuers and relevant intermediaries shall prepare application documents in accordance with the relevant provisions of the China Securities Regulatory Commission. Article 9 The lead underwriter shall be responsible for recommending to the China Securities Regulatory Commission, issuing recommendation opinions and submitting issuance application documents. Article 10 Intermediaries providing services for issuers to issue convertible corporate bonds shall earnestly perform their obligations and bear corresponding legal responsibilities. The lead underwriter shall also check the application documents for issuing convertible corporate bonds. The relevant verification procedures and principles shall be implemented with reference to the relevant provisions on the core work of stock issuance. The lead underwriter shall report the main problems and conclusions found in the verification to the China Securities Regulatory Commission. Article 11 Before submitting the application documents, the lead underwriter and other intermediaries shall refer to the relevant provisions on stock issuance and issue a recommendation letter on the basis of due diligence. The contents of the recommendation letter shall at least include: clear recommendation opinions and reasons, evaluation of the issuer's development prospects, explanation of whether the issuer meets the conditions for the issuance and listing of convertible corporate bonds and other relevant regulations, tips on the issuer's main problems and risks, a brief introduction to the internal audit procedures and opinions of the securities company (at the same time, a list of relevant application documents shall be provided), and the project members who participated in this issuance and their relevant experiences shall be attached.