Gem: Establishing a strict system of delisting and establishing a system of multiple withdrawal standards

Gem: Establishing a strict system of delisting to establish a system of multiple delisting--our correspondent Hodening 8th, the Shenzhen Stock Exchange issued the "Shenzhen Stock Exchange Gem Stock listing Rules (draft)" (hereinafter referred to as the "listing Rules"), and open to the community widely consulted. The rule is clear to the gem enterprises will implement a strict delisting system, the establishment of a diversified system of delisting standards, the introduction of financial reporting quality, net assets, market indicators and other aspects of the delisting standards, not only the time to withdraw from the motherboard six months to shorten to three months, but also required the enterprise Board to terminate the listing,　　No longer like the motherboard required to enter the agency's share transfer system, can be directly back to the city, but after the company after the return of the market if the agency shares transfer system conditions, can entrust the organizer to the Chinese Securities Industry Association to put forward in the agency share transfer system for the transfer of shares. "Listing Rules" a total of 19 chapters, covering the information disclosure principles and specific disclosure standards and requirements, directors, supervisors, senior executives and controlling shareholders, the actual control of the code of conduct, sponsorship agencies, the specific standards and implementation procedures, regulatory measures and disciplinary action and so on. As the important supporting rules of the interim measures for the initial public offering of shares and the management of listing in the gem, "listing rules" fully consider the gem listed companies innovative ability, growth of outstanding characteristics, on the basis of careful reference to the successful experience of overseas gem market, combined with the current motherboard, especially the supervision of the SME Board practice,　　The market information disclosure of GEM, the shares restricted, the sponsor organization responsibility, the withdrawal system and so on have carried on the specific system design. Because the average scale of the gem is small, the operation is not stable enough, in have the bigger growth potential also contains the relatively high risk, therefore it is necessary to implement effective delisting system, to achieve the fittest, to maintain the overall quality of the market.　　Compared to the motherboard market, the gem in the delisting system has made four adjustments. First, the implementation of the termination of the listing directly after the market.　　Gem after the termination of the listing will be directly out of the market, no longer like the motherboard required to enter the agency's share transfer system, but after the company after the return of the market in accordance with the Agency's share transfer system conditions, can entrust the organizer to the Chinese Securities Industry Association to put forward the transfer of shares in the Second, the introduction of "net assets negative" and "audit report opinion is negative or unable to express opinion" of the situation, improve the quality of listed companies assets, reduce invalid financial information.　　In the past, it has been found that some listed companies are insolvent, but still rely on government subsidies or other means to achieve profitability, to avoid the occurrence of successive losses of the city, some companies financial accounting reports are issued negative or unable to express the opinion of the audit report, can not provide investors with real and effective financial information. In order to improve the quality of gem listed companies, the gem in the financial indicators to increase the following two kinds of retirement situation: first, the most recent fiscal year is negative net assets; second, the Financial accounting report of the most recent fiscal year has been issued by the accounting firm negative or unable to express the opinion of the audit report　　Third, the three kinds of delisting situation to start the rapid withdrawal of the market, shorten the time to return. In order to improve the operation efficiency of the market, avoid meaningless long time suspension, a quick exit procedure will be initiated in the following three types of delisting: first, in order to emphasize the statutory obligation of listed companies to disclose periodic reports, for companies that do not disclose annual reports and interim reports within the statutory period, the fastest time to retire from the motherboard six months to three months The second is the negative return of the net assets situation, to enable listed companies to resolve existing problems as soon as possible, to restore the operational capacity of assets, after the suspension of the listing based on the interim report rather than the status of the annual report to decide whether to withdraw the market; 　　In order to promote the listed companies to solve the existing problems as soon as possible, improve the value of financial information, suspend the listing in accordance with the interim report rather than the annual report to decide whether to withdraw the market. Four, improve market efficiency, increase the cumulative turnover of the minimum requirements of the situation. Due to the small size of the gem and the small number of tradable shares, some shares of the company may have liquidity problems.　　In order to prevent the lack of stock liquidity due to the market efficiency is not high, liquidity risk increase problem, for reference to overseas market experience, introduced the "stock 120 consecutive trading days cumulative turnover of less than 1 million shares" of the exit situation. The truth of information disclosure, accurate, complete, timely is the gem market to maintain open, fair, impartial principles and healthy and stable development of the foundation, therefore, the listing rules on this put forward strict requirements: First, strengthen the listed companies and their controlling shareholders, the actual controller and intermediary agencies and other related personnel information disclosure responsibility consciousness Second, the implementation of interim reports on-time disclosure, reasonably determine the trigger index value of temporary disclosure matters, and improve the timeliness and pertinence of information disclosure; Thirdly, aiming at the characteristics of entrepreneurial enterprise technology innovation, the paper emphasizes that listed companies should fully disclose the relevant information of their technological change risk　　Strengthened the IPO first day information disclosure. At the same time, the rules also give full consideration to the balance between maintaining the company's equity and operating stability and meeting the needs of shareholders ' proper withdrawal, and making explicit provisions for the restricted shares of controlling shareholders, actual controllers and other shareholders. The shareholding of the controlling shareholder and the actual controller shall be transferable after three years from the date of the listing of the spontaneous pedestrian stock, in order to maintain the stability of the company's equity and operation. In the case of shares held by other shareholders, if the increase of shares is to be carried out within six months prior to the date of the issuer's application to the CSRC for the initial public offering of shares (on the basis of the official date of the CSRC), the spontaneous pedestrian stock will not be transferable within 12 months from the day of　　and committed to: spontaneous pedestrian shares on the date of the listing of 12 months to 24 months, the shares can not be sold more than the shares of 50% of their holdings, 24 months after the sale of the remaining shares. In addition, in order to regulate the shareholders, the actual control of the sale of shares, to avoid the shareholders, the actual control of a large number of centralized sale of shares to the two-tier market transactions caused a huge impact, the rules also learn from overseas marketsfield and the experience of the SME, the implementation of increased, reduce the 1% after the disclosure system, that is, more than 5% of the shareholders, the actual controller through the securities trading system to buy and sell shares of listed companies, each increase or decrease in proportion to the total number of listed companies 1%, the relevant shareholders, The actual controller and the Information disclosure obligation shall make an announcement on the matter within two trading days from the date of the occurrence of the fact.