Under The Registration System, The Listing Rules Of Beijing Stock Exchange Are Clear: The Audit Period Is Appropriately Extended, And The Content Of Inquiry Letter Is More Accurate And Concise

      Eight days after the announcement of the establishment of Beijing stock exchange (hereinafter referred to as "Beijing stock exchange"), the official website of Beijing stock exchange (www.bse.cn) was officially put into trial operation on September 10.

At the same time, the Beijing stock exchange has also drafted the rules on the examination and approval of Beijing stock exchange's public offering and listing to non-specific qualified investors (Trial Implementation) (hereinafter referred to as the review rules for issuance and listing), the rules for the listing of securities issued by listed companies of Beijing stock exchange (for Trial Implementation) (hereinafter referred to as the review rules for refinancing) The rules for the examination and approval of material assets reorganization of listed companies of Beijing stock exchange (Trial Implementation) (hereinafter referred to as the review rules for reorganization) shall be published for public opinions.

"Listing, trading and membership management are all one of the basic business rules of the exchange, which began to solicit opinions last week. Under the registration system, the exchange and the CSRC should also perform their respective statutory duties of auditing, and formulate corresponding audit rules. The new rules are aimed at this." according to a regulatory source close to the situation, the exchange and the CSRC should perform their respective statutory duties of auditing and formulate corresponding audit rules, In the future, with the implementation of the corresponding new regulations, the rules system of Beijing stock exchange will be basically formed.

In the process of IPO audit, Beijing stock exchange will implement "one-time declaration and one-time acceptance". Visual China

"One time acceptance" for IPO, and moderately extend the validity period of audit

According to the plan, after the establishment of the Beijing stock exchange, all selected listed companies will be listed on the Beijing stock exchange. The follow-up listed companies on the Beijing stock exchange will be generated from qualified innovative listed companies. At present, in the listing standards, the Beijing stock exchange directly shifts the four sets of access standards for the selected layer. However, according to the rules on the examination and approval of issuance and listing issued this time, the examination system of Beijing stock exchange has been further optimized compared with the current rules of the selected layer.

Specifically speaking, in the process of IPO review, in the future, the Beijing stock exchange will implement "one-time declaration and one-time acceptance". After the application documents are accepted and approved by the Beijing stock exchange, they will be submitted to the CSRC for registration procedures.

"Before the selection of the layer, in fact, it was accepted twice, the share transfer company accepted once, and the approval process was carried out again. Now, the efficiency of the review of the Beijing stock exchange is being further optimized." the above close to the regulator said.

As it said, according to the arrangement of the selection layer system, after the national stock transfer companies accept the materials and complete the self-discipline review, they need to submit the approval application documents to the CSRC on behalf of the issuers, and there is a second acceptance link. After this adjustment, the "rules for examination and approval of issuance and listing" clearly defines the examination function of the exchange under the registration system. After the application documents are accepted and approved by the Beijing stock exchange, they can be submitted to the CSRC for registration procedures, without repeated acceptance.

In addition, the validity period of financial statements quoted in the listing prospectus is also relaxed by the Beijing stock exchange.

According to the rules on the examination and approval of IPO, the validity period of financial statements quoted in the prospectus shall remain unchanged for six months, but the extension period that can be applied for under special circumstances shall be adjusted from one month to three months.

"This is commonly known in the industry as" 6 + 3 ", that is, the validity period of six months is extended by no more than three months. Before the implementation of" 6 + 1 ", the Beijing stock exchange is in line with the current A-share system, reducing the impact of the expiration of financial reports on enterprises." a new third board business person of a securities company explained.

In addition, in terms of the overall requirements of the audit time limit, the "rules for examination and approval of issuance and listing" also specifies that the total time limit for the inquiry and reply of the issuers and the sponsor institutions is 3 months, and the time limit for the suspension of the deliberation of the listing committee is 2 months, so as to transmit the regulatory signal of timely reply and limited time audit, so as to further clarify the audit expectation.

In addition to listing, Beijing stock exchange will also establish an efficient and convenient audit mechanism in the field of major asset restructuring.

Specifically, the Beijing stock exchange will clarify the specific connotation of "daily operation behavior", and regard the purchase of land, plant, machinery and equipment with cash that can fully explain the rationality and necessity as the daily operation behavior, and will not be included in the reorganization management; It is clear that only the assets that meet the criteria of net profit or operating income in the listing conditions can be reorganized and listed, so as to effectively control the operation risk of the assets; It is clear that listed companies issue preferred shares, convertible bonds to purchase assets or raise matching funds, so as to enrich payment means and facilitate market selection.

The contents of inquiry and letter cover are more concise and accurate

It is worth mentioning that due to the special design of Beijing stock exchange, the audit preparation rhythm and inquiry content of relevant companies to be listed in the future will also be more concise, and conform to the characteristics of small and medium-sized enterprises.

"It takes at least one year to prepare for the audit and due diligence of the IPO. At present, the period of preparing for the public offering of the selected layer is about six months, and the speed will be faster." according to the introduction of the new third board business person of the above-mentioned securities companies, this is also due to the sponsor institution that guides the enterprise to list on the selective layer, which is also the sponsor of the enterprise, Therefore, the understanding of related enterprises will be more in-depth.

In addition, compared with the IPO companies in the A-share market, the listed companies on the new third board are non listed public companies with certain daily credit requirements, and the related audit due diligence process will be more streamlined. "The listing of Beijing stock exchange is expected to continue this style and complete the pre listing counseling work quickly."

In the process of listing inquiry, some close regulators disclosed that the future listing inquiry of Beijing stock exchange may be more concise than that of other markets.

"The overall number of inquiries in the future is still relatively small, and it will mainly focus on the technical field to better tap the investment value of SMEs. In addition, more attention will be paid to financial regulation issues, because the overall volume of enterprises listed on the new third board is small, and one or two businesses can cause performance fluctuations. Therefore, it is necessary to strengthen inquiry, strengthen information disclosure requirements and fully expose risks "The regulator said.

In addition, the Beijing stock exchange will also implement differentiated treatment in terms of the disclosure content of the listing prospectus. It is reported that there will be no large amount of historical evolution in the prospectus of the companies to be listed on the Beijing stock exchange.

"The regular reports of the third board companies have been fully disclosed, and the public offering review will not pay special attention to the historical evolution of equity changes, and the amount of information disclosure is relatively small, which is different from other IPO markets." the above-mentioned close to regulators introduced.

However, while streamlining and concreting the contents of inquiry and disclosure, and in view of the characteristics of enterprises listed on the new third board, the supervision will also strengthen the verification of the contents of insider trading. "After all, ordinary companies to be listed will not have the same opportunities to trade in the secondary market as the new third board enterprises, which increases the risk of insider trading in enterprises," said the new third board business person of the above securities firm.

It is worth noting that for the issue of "dividing the old and the new" of the future rules, the relevant person in charge of the Beijing stock exchange also pointed out that the transitional arrangement of the rules will be coordinated, and the work of the review and issuance of the selected layer into the layer is carried out normally. The Beijing stock exchange will make a good connection between the implementation of the rules and the work at this stage, ensure that the project review is not suspended and the issuing rhythm is not interrupted, so as to realize the smooth transition from the selected level to the Beijing stock exchange.

At present, 66 listed companies have been absorbed in the selected layer of the new third board. In the future, these enterprises will be directly transferred to the Beijing stock exchange and become the first batch of listed companies of this new stock exchange. According to public information, there are also 67 enterprises in the process of listing and selection, "those who have obtained approval in the future will continue to issue and go public. Those who have declared but have not been approved will continue to be reviewed in combination with the follow-up registration system rules." the above-mentioned close regulator disclosed.