1 The company to be listed on the Growth Enterprise Market shall be a joint stock limited company established in accordance with the law and continuously operated for more than three years. Note: If a limited liability company is converted into a joint stock limited company according to the original book net asset value, the continuous operation time can be calculated from the date of establishment of the limited liability company.
The registered capital of the company to be listed on the GEM has been paid in full, and the procedures for the transfer of property rights of the assets contributed by the promoters or shareholders have been completed. There is no major ownership dispute over the main assets of the company to be listed on the GEM.
A company to be listed on the Growth Enterprise Market shall mainly engage in one kind of business, and its production and operation activities shall comply with the provisions of laws, administrative regulations and the articles of association, as well as the national industrial policy and environmental protection policy.
4. The main business, directors and senior management personnel of the company to be listed on the GEM have not changed significantly in the last two years, and the actual controller has not changed. 2. Requirements for the internal financial situation of the company: 1 It has been profitable continuously in the last two years, and the accumulated net profit in the last two years is not less than10 million yuan, and it has been growing continuously; Or profit in the last year, and the net profit is not less than 5 million yuan, the operating income in the last year is not less than 50 million yuan, and the growth rate of operating income in the last two years is not less than 30%.
Net profit is calculated at the lower before and after deducting non-recurring gains and losses; Its net assets before issuance are not less than 20 million yuan; There are no uncompensated losses at the end of the recent period; The total share capital after issuance shall not be less than 30 million yuan. The company to be listed on GEM should have sustainable profitability, stable business model and product or service variety structure; There is no risk in trademarks, patents and proprietary technologies; There is no customer dependence in the net profit of the latest year.
Pay taxes according to law, and all tax incentives comply with relevant laws and regulations. There is no serious dependence on tax incentives for the operating performance of companies to be listed on GEM.
4 There is no major debt risk, and there are no major contingencies such as guarantee, litigation and arbitration that affect the going concern.
3, corporate governance structure requirements:
1 The company to be listed on the Growth Enterprise Market has a sound corporate governance structure, and has established and improved the systems of shareholders' meeting, board of directors, board of supervisors, independent directors, secretary of the board of directors and audit committee according to law, and relevant institutions and personnel can perform their duties according to law.
2 The directors, supervisors and senior managers of listed companies planning to go to GEM should know the relevant laws and regulations on stock issuance and listing, and know the legal obligations and responsibilities of listed companies and their directors, supervisors and senior managers.
3. The equity of the company to be listed on the GEM is clear, and there is no major equity dispute between the controlling shareholder and its controlling shareholder and the actual controller.
4. Internal management requirements of the company: 1 The company to be listed on the Growth Enterprise Market has complete assets, independent business, personnel, finance and institutions, complete business system, and independent operation ability directly facing the market. There is no horizontal competition with the controlling shareholder, actual controller and other enterprises controlled by them, and there is no related party transaction that seriously affects the independence of the company or is obviously unfair. 2. Basic accounting standards of listed companies on GEM, the preparation of financial statements conforms to the accounting standards for business enterprises and relevant accounting systems, and fairly reflects the financial status, operating results and cash flow of listed companies on GEM in all major aspects. Certified public accountants have issued unqualified audit reports.
Companies planning to go to GEM have a strict fund management system, and there is no situation that funds are occupied by controlling shareholders, actual controllers and other enterprises controlled by them through borrowing, paying off debts, prepayment or other means. The internal control system of the company to be listed on the GEM is sound and effectively implemented, which can reasonably ensure the reliability of the company's financial report, the legitimacy of production and operation, the efficiency and effectiveness of operation, and the certified public accountant will issue an internal control verification report without reservation.
5 The articles of association of the company to be listed on the Growth Enterprise Market have clearly defined the approval authority and review procedures for external guarantees, and there is no violation of guarantees for controlling shareholders, actual controllers and other enterprises controlled by them.
6 The directors, supervisors and senior managers of the companies to be listed on the GEM meet the qualifications prescribed by laws, administrative regulations and rules, and there are no following circumstances:
(1) the measures taken by the China Securities Regulatory Commission to ban the securities market are still in the ban period;
(2) Being punished by the China Securities Regulatory Commission in the last three years, or being publicly condemned by the stock exchange in the last year;
③ There is no clear conclusion that the case was investigated by the judicial authorities for suspected crimes or by the China Securities Regulatory Commission for suspected violations of laws and regulations.
7. The company to be listed has no major illegal acts that damage the legitimate rights and interests of investors and the interests of the public in the last three years. In the last three years, the company and its shareholders who intend to go to the GEM have not publicly issued securities without the approval of the statutory authorities, or the relevant illegal acts occurred three years ago, but they are still in a continuous state.
8 The funds raised by companies planning to go to GEM should be clearly used for their main business.
The amount of funds raised and investment projects should be compatible with the existing production and operation scale, financial situation, technical level and management ability of the company to be listed on the GEM.
The company to be listed shall establish a special account storage system for raised funds, and the raised funds shall be deposited in a special account decided by the board of directors.