How to promote the high -quality development of the full chain of the leading industry?How is the merger and acquisition of listed companies run?What are the core measures for the "opening and review" of the science and technology board?This heavy forum answers one by one

From July 23rd to 24th, the "2022 China Listed Companies Forum" was held in Shanghai. The guests participated around the theme of "solid chain and stable chain and strong chain, and the capital market played a unique role". Discuss in -depth discussion. The forum was co -sponsored by the Democratic Construction Central Listed Company Special Committee, the Shanghai Stock Exchange, the Shenzhen Stock Exchange, the Zhejiang University of Finance and Economics, and the Jintiancheng Law Firm.

During the forum, Zhang Xiaohong, chairman of the China Listed Companies Forum, Dean of the China Institute of Finance of Zhejiang University of Finance and Economics, and senior partner of Jinshangcheng Law Firm, released the "2022 China Listed Company Comprehensive Competitive Ranking Evaluation Report". The evaluation indicators of the report include four major aspects: governance competitiveness, financial competitiveness, innovation competitiveness, and social responsibility competitiveness.

Listed companies should be in the industrial chain supply chain solid chain

Play an important role

The industrial chain is the guarantee of the steady development of the industrial economy and the regional development. As an important foundation for a stable macroeconomic market, how to promote the high -quality development of the entire chain of the leading industry is a common concern of the current capital market.

At the forum, focusing on the theme of "Economic Restore and Revitalizing the Industrial Chain Supply Chain Solid Chain", Zhou Hanmin, Vice Chairman of the Central Committee of the Democratic Party Construction, Vice Chairman of the Shanghai CPPCC, and chairman of the China Listed Companies Forum Think Tank Committee, conducted conducted. Keynote Speech.

Zhou Hanmin believes that the industrial chain supply chain solid chain has continuously enhanced competitiveness, development, and sustainable power. There must be three focus points: to recognize the essence of the industrial chain supply chain control, and to cultivate according to the specific industry fields and cultivate Enterprises with the control of the industrial chain supply chain finally realize upgrading, innovation, and replacement; we must effectively play the role of the market and the government's "two hands"; National standards and norms, promote the convergence of upstream and downstream industries and clusters.

In Zhou Hanmin's view, listed companies should play an important role in the industrial chain supply chain solid chain. Zhou Hanmin suggested that listed companies should highlight the leading role of demonstration, take the initiative to assume the duties of "chain leaders", and actively cultivate the supporting SMEs of "Chinese Department". To cultivate new kinetic energy, we must focus on strengthening information services and digital economic infrastructure construction of 5G, cloud computing, big data, artificial intelligence and other information services; listed companies should actively integrate into the international industrial chain, go out to participate in global competition, and further strengthen the "Belt and Road". The country's all -round international exchanges and cooperation can achieve a win -win situation in regional cooperation.

The overall merger and reorganization market is steadily good

In recent years, how is the overall operation of the M & A and reorganization market of listed companies? Is the transaction active? Is the transaction structure reasonable? What are the expectations of the regulatory authorities for mergers and acquisitions? At the meeting, Guo Jun, deputy director of the supervision department of the listed company of the Securities and Futures Commission, explained the concerns of the aforementioned market.

At the forum, Guo Jun gave the theme of "advancing high -quality mergers and acquisitions and reorganization to help improve the quality of listed companies" to give the regulatory authority's ideas and suggestions.

"In recent years, the overall market for the mergers and acquisitions of listed companies has been steadily good." Guo Jun opened the door to meet the mountains.

Guo Jun said that from 2019 to 2021, although the number of mergers and acquisitions and transactions in the A -share market has declined, the transaction activity is still at a high level.

Guo Jun shared a set of data at the forum: from 2019 to 2021, listed companies in Shanghai and Shenzhen have disclosed more than 3,000 orders for mergers and acquisitions and reorganization projects, and the transaction amount is more than 1.7 trillion yuan. The market size ranks among the top world.

In addition to transaction activity, the transaction structure is more reasonable. Since 2019, the CSRC has key supervision of the "three highs" mergers and acquisitions, and has implemented integrated supervision of cash and issuance reorganizations. Waiting for misunderstandings, thunder areas.

In this context, the reorganization project has further developed into the industry integration. According to Guo Jun, in the currently approved projects, the proportion of mergers and acquisitions in the upstream and downstream industries in the same industry remains around 70 %, and the mainstream trend is obvious.

At the same time, with the concept of rational mergers and acquisitions, the phenomenon of high premiums at the target assets also decreased significantly. "In 2021, in the third -party distribution project, the value -added rate of the target assets was 1.82 times, which was a significant decline from 7.5 times in 2016 and 5.2 times in 2017." Guo Jun said.

Listed companies are the cornerstone of the capital market. The quality of listed companies is a micro foundation for the development of the national economy. According to reports, since 2019, the CSRC has continued to optimize the supervision work, focuses on stimulating market vitality, and has continuously emerged for mergers and acquisitions and reorganization innovation projects, which has played a strong role in promoting the upgrading of related industries.

"In order to accelerate the resolution of the stock risks, the CSRC should be receded and retired, while strengthening the supervision of delisting, actively exploring the mergers and acquisitions and reorganization functions, and promoting listed companies to reborn." Guo Jun mentioned.

For the mergers and acquisitions and reorganizations of listed companies, Guo Jun put forward four suggestions: one is not to forget the original intention, the main business of the specialty; the other is the endless and the integration and control; , "Look at the door."

Guo Jun said that the next step of the CSRC will promote the improvement of the mergers and acquisitions and reorganization rules, strengthen the supervision of corporate governance, strictly implement the delisting system, support listed companies to do a good job of refined mergers and acquisitions, and better serve the real economy with listed companies and related market entities to better serve the real economy , Help stabilize the macroeconomic market. Science and Technology Board "Open Door Examination"

There are four core measures

Liu Ye, deputy general manager of the Shanghai Stock Exchange, introduced the four core measures of the "opening of the door" on the title of "the practice and exploration of the opening of the door -to -door approval".

Liu Ye said that the channels for consultation and communication must be opened first.

In July 2021, the Shanghai Stock Exchange issued the implementation of the "Science and Technology Board Issuance Listing Audit Business Guide No. 3 — Business Consultation and Communication", which further improved the full process communication channels of the past events before the application of the consultation and communication mechanism before consolidating the application. The sense of subject gain is significantly enhanced.

Data show that since 2021, a total of 98 consultations and communication before the application have been carried out, 591 times of the project communication projects were conducted.

Strengthening policy interpretation and training exchanges is also the key. According to Liu Ye, since 2021, the Shanghai Stock Exchange has held a total of 7 seminar seminars, covering more than 85%of sponsors. At the same time, in response to the issue of market concerns, we will concentrate on listening to market opinions and suggestions, and provide useful reference for the formulation of rules and standards for science and technology attributes, the fifth set of listing standards and other rules and standards.

"There have been many problems in the high quality of the prospectus in history, so last year, the format and requirements of the prospectus specifically made new clarifications." Liu Ye said.

Data show that since 2021, the Shanghai Stock Exchange has organized a total of 6 business training for sponsors, covering more than 90 sponsors, and more than 730 sponsor representatives and business leaders of securities firms participated in the training. Problems and the quality training of the prospectus quality.

Liu Ye further stated that it is necessary to strengthen the publicity of the audit standards, reduce the "pocket policy", and at the same time improve the level of full -process information disclosure.

Regarding the review of science and technology attributes, Liu Ye believes that the listed company of science and technology board should meet the strategic direction of the country's support. The issuers who apply for the issuance of science and technology boards should be high -tech industries and strategic emerging industries in the specified industry. At the same time, at the same time Restricting fintech and model innovation enterprises on the issuance of science and technology boards, prohibiting real estate and enterprises that are mainly engaged in finance and investment business on the issue of the science and technology board.

"Another key point of review is the commercial application of technical products. In terms of commercial application review, it focuses on the areas, scope, scope and income and growth potential of technical products. The exception of attributes also needs to be paid attention to, "Liu Ye said.

The Shenzhen M & A restructuring market presents many new characteristics

At the forum, Li Mingzhong, deputy general manager of the Shenzhen Stock Exchange, delivered a speech on the theme of "Perspective of the New Trends of the Shenzhen M & A market".

Li Mingzhong said that in terms of major asset reorganization, the trading is more rational and integrates into mainstream. First, the number of transactions has decreased, but the influential solutions continue to emerge; the second is that the valuation has been adjusted, and the industrial logic is prominent. From the perspective of transaction purposes, the reorganization transactions focus on industrial integration and extension, and the blind cross -border situation has been further amended; the third is to help state -owned enterprise reforms and serve private enterprises; and fourth, asset sales increase and reorganize the listing light.

In terms of acquisitions of listed companies, state -owned assets are frequently shot, and A and A are becoming more active. In terms of spin -off and listing, the popularity returns to normal, and the industry is relatively concentrated. In terms of bankruptcy and reorganization, the plan continues to increase and the clearing effect is prominent.

"M & A and reorganization will further become an important channel for market metabolism. The industry development trend and demand for investment will also further stimulate the motivation to acquire mergers and acquisitions." Li Mingzhong believes that the reform of state -owned enterprises will be further increased by Li Mingzhong. The integration between listed companies will also be further active.

The Bei Stock Exchange adheres to the service innovative SMEs

Zhang Mei, deputy general manager of the Beijing Stock Exchange, said that since the opening of the North Stock Exchange, the positive effects have continued to play. The Beijing Stock Exchange will adhere to the service innovative SMEs, and the market positioning will highlight "earlier, smaller, and updated".

Zhang Mei said that the next step of the Beibei Stock Exchange will launch a number of innovation measures from four aspects:

The first is to form an initial market scale as soon as possible. The Bei Stock Exchange will take the "Pilot Plan" as a traction, give full play to the localized service function of the regional base, and actively cooperate with the local government to carry out the customized listing service of "one enterprise, one, one policy", and promote a number of national industrial policies. The benchmarking enterprises that reflect the advantages of regional industries; the second is to take multiple measures to improve the quality of listed companies. Pay close attention to the compliance consciousness and behavioral norms of key minorities such as the controlling shareholder and actual controllers; the third is to increase the supply of characteristic systems. Guided by investors' needs, steadily promote the innovation of trading mechanisms, promote the implementation of mixed markets, margin financing and financing and other systems as soon as possible; fourth, continuously optimize the market ecology.

(The above pictures are provided from the main party)

Responsible editor: Wang Shidan | Audit: Li Zhen | Director: Wan Junwei

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