The implementation rules of the Shanghai Stock Exchange issued the implementation of the transaction of the company's bonds will be implemented from August 1st

[Dahecai Cube News] On July 29, the Shanghai Stock Exchange issued the "Implementation Rules for the Exchange of Convertible Company's Bonds", which will be implemented from August 1, 2022.

The "Trading Rules" based on the characteristics of convertible bonds, optimize the transaction mechanism, strengthen transaction supervision, and strengthen risk prevention and control on the basis of giving a reasonable pricing space for convertible bonds, which will help prevent excessive speculation and promote the healthy and long -term development of the convertible bond market. The main contents include:

The first is to clarify the restrictions of ups and downs. On the first day of the convertible bond listing, the rise and fall restrictions of -43.3%to 57.3%were set up, and the temporary suspension mechanism was implemented in 20%and 30%.

The second is to increase the standards of abnormal fluctuations and severe abnormal fluctuations. Combined with the adjustment of ups and downs, the price of abnormal fluctuations and serious fluctuations in convertible bond prices is added. At the same time, it is stipulated that the Institute may be required to disclose an abnormal fluctuation announcement or suspension of the trading check according to the degree of fluctuations and regulatory needs of convertible bonds.

The third is to strengthen trading supervision. According to the characteristics of the convertible bond transaction mechanism and the need for preventing and controlling hype, increase the types of abnormal transaction behavior, and further clarify the regulatory requirements.

The fourth is to add special signs. Increase the "Z" logo in front of the securities abbreviation of the final trading day of convertible bonds, fully remind investors 'risks, and effectively protect investors' legitimate rights and interests. Fifth, related expressions are adjusted according to bond transaction rules, such as "bidding transactions" to "match transactions".

Shanghai Stock Exchange's implementation rules for corporate bond transactions

Chapter 1 General Principles

Article 1 In order to regulate the trading behavior of listed companies 'conversion corporate bonds (hereinafter referred to as convertible bonds), protect investors' legitimate rights and interests, safeguard market order and social public interests, in accordance with the "Company Law of the People's Republic of China" and "The Securities Law of the People's Republic of China" (The following referred to as the "Securities Law"), "Administrative Regulations, Department of Administrative Regulations, Department of Administrative Regulations, Ministry of Regulations, Regulatory Documents, and" Shanghai Stock Exchange Trading Rules "and other business rules such as the" Administrative Measures for Convertible Company "and other business rules are formulated.

Article 2 The convertible bonds referred to in these rules refer to corporate bonds issued by listed companies that can convert the company's shares in accordance with the agreed conditions in accordance with the law and within a certain period of time. Convertible bonds issued by unspecified objects and convertible bonds issued to specific objects. The convertible bonds issued to specific objects include the issuance of funds raised by the China Securities Supervision and Administration Commission (hereinafter referred to as the China Securities Regulatory Commission) to the specific objects to issue convertible bonds, purchase assets and supporting support funds.

Article 3 The transaction and transfer of transactions and transfer of convertible bonds of listed companies (hereinafter referred to as the Institute) of Shanghai Stock Exchange (hereinafter referred to as the Institute) apply for this ruler. If this rules do not specify, other relevant regulations of the Institute are applicable.

Article 4 Any investor participating in the transaction or related businesses of the convertible bond market of the Institute shall fully understand and understand the risk matters, laws and regulations, and the business rules of the institute, comply with the relevant requirements of the investor's appropriate management, combine the relevant requirements of investors, combine it The degree of risk cognition and tolerance, carefully determine whether to participate in convertible bond transactions or related businesses.

Members of this Institute shall effectively fulfill the appropriate management obligations of investors and guide customers to participate in transactions or related businesses in the convertible bond market rationally and standardized.

Article 5 The total price of convertible bond transactions or transfer uses a full price price for declaration, and the transfer transaction or transfer of the day.

Article 6 The price unit of convertible bond transactions is "price per 100 yuan", with 1 100 yuan face. The minimum change unit is 0.001 yuan.

In this case, the company can adjust the minimum change unit specified in the previous paragraph according to market needs.

Chapter 2 Convertible bond transactions issued to unspecified objects

Section 1 general regulations

Article 7 The convertible bonds issued to unspecified objects adopt transaction methods such as matching transactions and negotiation transactions.

Matching transactions refer to the transaction system of the transaction that the transaction system issued by the unspecified non -specific object according to the principle of priority and time priority.

Consultation transactions refer to the transaction method of convertible bond investors through negotiation and other methods, and declare to the trading system, and confirm the transaction transaction method by the transaction system to confirm the transaction.

Article 8 Members shall guarantee that the agent customers who participate in convertible bonds issued to unspecified objects actually have securities or funds corresponding to their declarations.

If the participants of bond transactions participate in the convertible bond transactions issued to unspecified objects, they shall ensure that there is a securities or funds corresponding to the declaration.

Article 9 The convertible bond transactions issued to unspecified objects are included in the multilateral net settlement that day.

Article 10 If the convertible bonds issued to unspecified objects will pay interest, the date of the registration date of the equity registration date shall be processed to the convertible bond.

The previous closing price of the convertible bond displayed in the Sabbath of the Sabbath is the reference price. Reference price = previous closing price-interest on this payment.

The convertible bonds issued to unspecified objects on the Sabbath of the Sabbath are based on its removal of the reference price as the benchmark for calculating the rise and fall.

Article 11 The last letter of the last trading day of the convertible bond issued to unspecified objects is "Z". Stocks of listed companies were terminated and listed on the market for mandatory delisting, except for the termination of the convertible bonds issued to unspecified objects.

Section 2 match transaction

Article 12 If the convertible bonds issued to unspecified objects adopt a matching transaction method, from 9:15 to 9:25 each trading day is the assembly matching time, from 9:30 to 11: 30, 13: 00 to 15: 00 is continuous matching time. Article 13 If the convertible bonds issued to unspecified objects adopt a matching transaction method, the number of declarations shall be 1,000 yuan or an integer multiple. The maximum number of declarations for convertible bond transactions issued to unspecified objects shall not exceed 100 million yuan.

According to the needs of market development, the Institute can adjust the number of transaction declaration requirements issued to unspecified convertible bonds issued to unspecified objects.

Article 14 The opening price of convertible bonds issued to unspecified objects is generated through a collection of matching, and the opening price is to collect the transaction price. Those who fail to generate the opening price during the collection and matching stage, the opening price is generated continuously through continuous matching.

The closing price of convertible bonds issued to unspecified objects was the average transaction volume of all transactions a minute before the last transaction (inclusive) of the last transaction (inclusive) on the same day. If there is no transaction method on the day of the matching method, the closing price was the closing price that day.

The transactions reached by other transactions other than matching transactions are not included in the calculation of the opening price and closing price.

Article 15 If the convertible bond transactions issued to unspecified objects adopt a matching transaction method, the price rising and falling restrictions are implemented.

The first trading day after listing to unspecularly issued convertible bonds was 57.3%, and the decline ratio was 43.3%. After the first trading day of listing, the decline ratio was 20%. The calculation formula for the price of rising declines is: ups and downs prices = the previous closing price × (1 ± increase decline ratio). The calculation results are taken to the minimum price change unit in accordance with the principle of the four houses. On the first day of listing of convertible bonds issued to unspecified objects, the issuance price of the bond was used as the closing price.

If the absolute value of the price difference between the price limit and the previous closing price is lower than the minimum change unit of the declaration price, the previous closing price increase or decreases a minimum change unit to calculate the corresponding price. The upper or lower limit of the ups and downs limit is lower than the minimum change unit of the declaration price, and the unit of the minimum change of the declaration price is used as the corresponding price.

Article 16 During the first trading day after the convertible bonds issued to unspecified objects, the following situations may occur if the matching transaction may temporarily suspend the trading in the actual disk:

(1) If the transaction price rises or falls or more than 20%from the issue price for the first time, the duration of the temporary suspension is 30 minutes;

(2) If the transaction price rises or falls or more than 30%from the issue price for the first time, the temporary suspension time continues until 14:57 that day;

The exact time of the temporary suspension of the trading on the session is subject to the announcement of the institute. If the temporary suspension time spans 14:57, the trading will be resumed at 14:57 that day.

The Institute can adjust the relevant indicators threshold for adjustment of convertible bond transactions, or take further risk control measures.

Article 17 If the convertible bonds issued to unspecified objects adopt a matching transaction method, the first trading day after its listing, the effective declaration price range of the collection and matching stage is 30%of the issuance price. The transaction declaration price in the continuous matching stage is not higher than the minimum selling price revealed at the time of the minimum selling price of 90%of the maximum buying price disclosed in real time; at the same time, it is not higher than the above -mentioned maximum declaration price and the minimum application price average. 130%and not less than 70%of the average; those who have no purchase declaration price in the instant revealing, the lowest selling price of the instant disclosure, the lower of the latest transaction price is deemed to be the highest purchase price in the preceding paragraph; in the instant revealed revealed revealed revealed revealed revealed disclosure of the instant revealed revealed disclosure of it If there is no selling declaration price, the highest buying price disclosed in real time, and the higher in the latest transaction price is deemed to be the minimum selling price in the preceding paragraph. If there is no transaction on the day, the previous closing price is deemed to be the latest transaction price.

Except for the first day of listing, the scope of effective declaration prices is consistent with the scope of rising and falling restrictions.

Article 18 The declaration price of convertible bonds shall meet the requirements of the price increase and the scope of valid declaration price, otherwise it shall be invalid declaration.

With the approval of the China Securities Regulatory Commission, the Institute can adjust the ratio of the ups and downs and the scope of valid declaration price.

Article 19: The convertible bond reference price, virtual matching, virtual unattractive amount of virtual matching, virtual unattended volume and other information issued by the collection and matching stage of this place are issued. information.

The institute issued real -time convertible bonds issued in real time to unspecified targets. Among them, the real -time transaction market includes the closing price, the opening price, the latest transaction price on the day, the highest transaction price on the day, the minimum transaction price on the day, the cumulative number of the day of the day, the cumulative amount of the transaction amount on the day.

Article 20 On the first day of listing of convertible bonds issued to unspecified objects, the names of the 5 member securities business departments with the largest amount of sales on the day of matching transactions and their respective buying and selling amount Essence

After the first situation of listing, one of the following situations appeared, the name of the five member securities business departments with the largest amount of buying and selling on that day and their respective buying and selling amounts:

(1) The closing price rose on the day of the top 5 convertible bonds with a decline of ± 15%;

(2) The price amplitude of the day reached 30%of the top 5 convertible bonds;

The calculation formula of the price amplitude is:

Price amplitude = (the highest price on the day-the lowest price on the day)/lowest price on the day × 100%

If the closing price rises or falls or the price amplitude is the same, the transaction amount and volume will be selected in turn. Article 21 Anyone who issues the following situations that have a convertible debt matching transaction issued to unspecified objects. The name of the Securities Sales Department and its buying and selling amount:

(1) The daily closing price and decline of the daily closing price within 3 consecutive trading days have reached ± 30%;

(2) The China Securities Regulatory Commission or other situations that belong to abnormal fluctuations.

Article 22 Those who have a convertible bond matching transaction issued to unspecified objects are one of the following situations.

(1) Similar volatility stipulated in Article 21 within 10 consecutive trading days;

(2) The daily closing price and decline of the daily closing price within 10 consecutive trading days reached +100%(-50%);

(3) The daily closing price and decline of the daily closing price of 30 consecutive trading days reached+200%(-70%);

(4) The China Securities Regulatory Commission or other situations that are determined to be serious fluctuations.

The premium rising decline in the closing price is the difference between the rising decline of convertible bonds and the rise and fall of the SSE convertible bond index.

The convertible bond transactions issued to unspecified objects that have serious abnormal fluctuations have been announced, and the Institute will be announced.

Article 23 If there is a serious fluctuations in convertible bond transactions issued to unspecified objects, the Institute may strengthen the monitoring of abnormal transactions according to the market conditions, and require members to take effective measures to prompt the customer's risks. The Institute can adjust the criteria for identifying abnormal fluctuations and severe fluctuations according to market conditions.

Abnormal fluctuation indicators and severe abnormal fluctuation indicators are re -calculated from the second trading day or resumption of trading announced by this institute.

On the first day of listing of convertible bonds issued to unspecified objects, it is not included in the calculation of abnormal fluctuation indicators and severe abnormal fluctuation indicators.

Convertible bonds issued to unspecified objects are not applicable to bond transaction price departure reporting system.

Article 24 The following measures may be taken according to the degree of abnormal fluctuations and supervision needs:

(1) Require listed companies to disclose the announcement of the abnormal fluctuation of convertible bonds;

(2) Require listed companies to suspend trading to verify and disclose the announcement of the verification;

(3) Prompt the risk of abnormal fluctuations of convertible bonds to the market;

(4) Forced suspension of trading on the implementation of convertible bonds;

(5) Other measures that are considered necessary.

Article 25 When the convertible bond transactions issued to unspecified objects have fluctuated abnormal fluctuations, the listed company or relevant information disclosure obligations shall check the following matters in a timely manner:

(1) Whether there is no disclosure that causes abnormal fluctuations in convertible bond prices;

(2) The value of the price of convertible bonds deviates from the value of convertible bonds;

(3) Directors, supervisors, senior managers, actual controllers, controlling shareholders and their consistent actors of buying and selling companies;

(4) Whether there are major information or major risk matters that cause abnormal fluctuations in convertible bond prices.

Listed companies should disclose the abnormal fluctuation announcement of convertible bond transactions during the second trading day of convertible bonds, clarify the specific situation of abnormal fluctuations and related verification results, and fully indicate risks to the market.

When a severe abnormal fluctuations in convertible bond transactions, the verification announcement shall be disclosed in accordance with the previous two provisions; if it cannot be disclosed, it shall apply for the suspension of the trading of the convertible bonds from the second trading day until the disclosure verification announcement will be resumed.

When convertible bond transactions, when there are abnormal indicators such as the rise and fall of the transaction, the transaction turnover rate, and the conversion premium rate, the company may request a listed company to check it. Listed companies should fully remind the risk of convertible bond transactions in the verification announcement.

Article 26 The Institute focuses on monitoring of abnormal transactions that may issue convertible bond transactions or transactions to unspecified objects to unspecified objects.

In addition to Article 125 of the "Shanghai Stock Exchange's Bond Trading Rules", the anomalous trading behavior mentioned in the preceding paragraph also includes:

(1) Through a large application, continuous declaration, and dense declaration to maintain convertible bond transaction prices or transaction volume in a specific state;

(2) Application through a large application, continuous declaration, dense declaration, or price declaration with obvious clutches, intended to exacerbate the abnormal fluctuation of convertible bond prices or affect the normal transaction order of the institute;

(3) A large or frequent trading within the day of the day affects the normal transaction order of the institute;

(4) The China Securities Regulatory Commission or other abnormal trading behaviors that they think need to be monitored.

Section 3 Consultation transactions

Article 27 If the convertible bonds issued to unspecified objects adopt a negotiated transaction method, the transaction time is from 15:00 to 15:30 per trading day. On the same day, the convertible bonds that were suspended all day, during the temporary suspension or suspension of trading to the market, the Institute did not accept its negotiation transaction transaction declaration.

Article 28 If the convertible bonds issued to unspecified objects use negotiated transactions, the number of declaration shall not be less than 1 million yuan, and an integer multiple of 1,000 yuan.

The Institute can adjust the minimum requirements for convertible bond transactions issued to unspecified objects according to market needs.

Article 29 On the first day of listing of convertible bonds issued to unspecified objects, the negotiation transaction declaration price is determined within 30%of the issuance price. Except for the first day of listing, the negotiated transaction declaration price is determined within 20%of the previous closing price. Article 30 If the convertible bond transaction intention issued to unspecified objects through negotiations and other methods, the buyer and seller submit a negotiation transaction declaration to the trading system of the Institute. And other content stipulated in this office. The securities code, prices and quantities declared by the buyers and sellers must be consistent.

Convertible bonds issued to unspecified objects are not applicable to the "Shanghai Stock Exchange Bond Trading Rules" in Article 102 of Article 102.

Article 31 The convertible bond transaction transaction issued to unspecified objects is sold in accordance with the price, quantity of quantities such as negotiation between the two parties. Except for other regulations, the negotiation transaction declaration shall not be revoked or changed after confirming the transaction of the transaction system. Both buyers and sellers must recognize the transaction results and fulfill the liquidation settlement obligations.

Article 32 The convertible bonds issued in real time issued by the Institute of convertible bonds issued in real time, including securities code, transaction time, transaction price, etc.

The negotiation transactions are not included in the calculation of the institute's institute and index. The transaction volume is included in the total amount of convertible bond transactions on the day after the negotiation transaction is over.

Section 4 Intent application

Article 33 The intention of the convertible bonds issued by the Institute to issue to unspecified objects. Convertible bond investors can send intentions to the entire market or some convertible bond investors, and the intention declaration cannot directly confirm the transaction. Other convertible bond investors can reach a transaction by negotiating transactions and intentions.

Article 34 The time for the application for convertible bonds issued to unspecularly issued to unspecified targets for each trading day is 9:30 to 11:30, 13:00 to 15:30.

Article 35 The factors of intent to report should include transaction varieties, transaction directions, sendsing scope, securities account number, and whether it is anonymous.

Chapter II

Article 36 The convertible bonds issued to a specific object shall not adopt an open centralized transaction method, and this institute provides a transfer service for it.

The convertible bonds required by the unlimited sales period can be transferred on the first day of listing; the convertible bonds required by the limited sale period can apply for the cancellation of the relevant conditions of the sales restrictions in accordance with the relevant provisions of this institute. The announcement was disclosed a few days ago by the three transactions of restricted sales.

Article 37: Professional investors, which are in line with the "Administrative Measures for the Proper Management of Securities Futures Investors", can participate in the transfer of convertible bonds issued to specific objects. The controlling shareholder, actual controller, and shareholders, directors, supervisors, and senior management personnel holding more than 5%of the shares of the listed company participated in the transfer of convertible bonds issued by the company to a specific object, and are not limited by the above provisions.

Article 38 The transfer of the transferred bond transfer of the convertible bonds issued to a specific object is from 9:30 to 11:30, 13:00 to 15:00 on each trading day.

Article 39 The number of transfers that issued convertible bonds issued to specific objects shall be 1,000 yuan or an integer multiple. The number of transfer declarations for convertible bonds issued to specific objects shall not be less than 50,000 yuan, and those who hold less than 50,000 yuan shall be declared all at one time.

According to the needs of market development, this Institute can adjust the requirements for transferring the number of transfers to a specific convertible bonds issued to a specific object.

Article 40 The transfer of convertible bonds issued by the following types to a specific object:

(1) Intent declaration: During the transfer of transfer, investors can publish the transfer intention through the members entrusted by their commissioned members. Intent declarations can include transfer prices and quantities.

(2) Transaction declaration: After the transfer price and quantity of the transfers can be convertible to convertible bonds, the members of this institute shall be entrusted to conduct transaction declarations. The transaction application shall include securities code, securities account number, transfer price, transfer quantity, transfer direction, direction, and direction of transfer. Trading the other party's account number and transaction unit, transaction agreed number, and other content stipulated in this office. In the transaction declaration of both parties, securities code, transfer price, transfer quantity, and transaction agreed number should be consistent.

Article 41 The Institute confirms the transaction confirmation of the transferred bond transfer of the convertible bonds issued to specific objects in the order. Convertible bond transfer shall not be revoked or changed after confirming the transaction system. The transfer partner shall recognize the transfer result and fulfill the credit obligations.

Article 42 The transfer of convertible bonds issued to a specific object is settled in full way.

Article 43 After each trading day of the institute, the transaction information is transferred to the convertible bonds issued to a specific object through the website of the institute.

Chapter IV Attachment

Article 44 Investors of convertible bonds, institutions that provide professional services and relevant personnel who provide professional services for convertible bond transactions and transferring offerings violate these rules or other relevant regulations in the institute, and may follow the provisions of relevant business rules in accordance with the relevant business rules Take self -discipline supervision measures or disciplinary sanctions.

Article 45 This rules shall be explained by the Institute.

Article 46 This detail will be implemented from August 1, 2022.

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