First, more emphasis is placed on the effectiveness of information disclosure. On the basis of emphasizing the truthfulness, accuracy and completeness of information disclosure, the new Securities Law stipulates sufficient, timely, concise, fair and synchronous disclosure requirements for information disclosure in the process of listing and continuous supervision.
Second, expand the scope of obligors and specific disclosure matters. Controlling shareholders, actual controllers, directors, supervisors, senior managers and subjects who make public commitments are all included in the scope of information disclosure obligors. The scope of major issues in the interim report was increased and refined, the regular reporting system was improved, and the scope of Dong's information disclosure guarantee responsibility was expanded.
Third, establish a voluntary information disclosure system. In practice, the voluntary information disclosure of listed companies should be included in the scope of norms. In addition to observing the legal principles of truthfulness, accuracy and completeness of information disclosure, the requirements of relevance and consistency of voluntary information disclosure should also be clarified.
Fourth, establish a public commitment disclosure system. In order to create an honest market environment and effectively protect the legitimate rights and interests of small and medium-sized investors, if the new Securities Law requires issuers and their controlling shareholders, actual controllers, directors, supervisors and senior managers to make public commitments, they should disclose them and abide by the relevant provisions of the new Securities Law on information disclosure.
Fifth, strengthen the information disclosure of the acquisition of listed companies. After the newly-increased shareholding reaches 5%, every 65,438+0% change shall be disclosed, and the voting right shall be restricted by illegally increasing the shareholding. In the disclosure report on the change of rights and interests, two contents, namely, the source of funds for increasing shares and the time and method of changes in equity, are added to limit the change of tender offer, cancel the administrative license exempting the obligation of tender offer in the agreed acquisition, and extend the holding period of the purchaser's shares.
Under the new Securities Law, what regulatory arrangements has the Shanghai Stock Exchange made to support listed companies in preventing and controlling COVID-19 epidemic, responding to emergencies and maintaining economic security?
In view of some new challenges faced by listed companies in information disclosure, corporate financing, mergers and acquisitions, etc. On the premise of complying with the relevant provisions of the new Securities Law, the Shanghai Stock Exchange has fully implemented the notices of the five ministries and commissions and the provisions of the CSRC, and made adaptive supervision arrangements to support listed companies in preventing and controlling the COVID-19 epidemic, responding to emergencies and maintaining economic security.
The first is to optimize the audit work of science and technology innovation board. The review time limit was relaxed, and the review time limit stipulated in the Rules for the Review of Initial Public Offerings of Science and Technology Innovation Boards, the Review of Major Asset Restructuring of Listed Companies and Other Related Reviews, and the issuer's time limit for updating financial reports were suspended from February 3. Normalize acceptance and review, support and encourage scientific and technological innovation enterprises related to epidemic prevention and control to be listed on the scientific and technological innovation board, accept the application materials of relevant enterprises as soon as they are available, and organize professional auditors familiar with the biomedical industry to focus on tackling key problems and quickly review them. Online business consultation simplifies the consultation process through the audit system, and the response time does not exceed 2 working days.
The second is to optimize underwriting services. Timely adjust the issuance schedule of enterprises to be issued and being issued, and encourage off-site roadshows through the Internet, telephone and other means. Research innovative service methods, and plan to hold a listing ceremony through online direct recording and live broadcast. Support listed companies in Hubei Province, and exempt listed companies in Hubei Province from annual listing fees in 2020, and exempt new listed companies in Hubei Province from initial listing fees and annual listing fees in 2020.
Third, optimize the supervision and service of letters. Do a good job in convening the shareholders' meeting of listed companies, listing restricted shares, bond interest payment and other related announcements and business sorting, and do a good job in connecting related business matters. In view of the fact that the audit of some listed companies affected by the epidemic is difficult to carry out normally, which leads to the company's failure to disclose the 20 19 annual report and the first quarter report of 2020 on schedule, the Notice on Supporting Listed Companies to Disclosure the 20 19 Annual Report is hereby issued. For companies that are really difficult to disclose the audited annual report before April 30, 2020 due to the epidemic, it is allowed to postpone the disclosure, in principle, no later than June 2020. At the same time, the implementation of appropriate relaxation of the relevant time limit for mergers and acquisitions.
Fourth, strengthen the risk management of listed companies. At the first time, organize forces to find out the situation of listed companies' resumption of work and production, understand the impact of the epidemic on the production and operation of listed companies, and understand the reasons for their failure to resume work and production and the practical difficulties they face. According to the actual situation, this paper makes in-depth analysis, and puts forward relevant solutions and suggestions in view of the main pressures faced by listed companies, such as difficulty in returning to work, poor logistics and poor capital flow. At the same time, pay close attention to the impact of secondary market fluctuations on listed companies, pay special attention to the risk factors of companies on the verge of delisting, closely follow the typological problems such as the speculation of epidemic prevention and control concept stocks, and investigate the risks that may affect the overall operation of the market, such as stock pledge.