First of all, if a listed company applies for a simple procedure to issue shares to a specific target, it shall ensure that it complies with the administrative measures for the registration of securities issuance of companies listed on the growth enterprise market (hereinafter referred to as the refinancing registration measures), the examination rules for securities issuance and listing of companies listed on the growth enterprise market of Shenzhen Stock Exchange (hereinafter referred to as the refinancing examination rules), and the creation of Shenzhen Stock Exchange Detailed rules for the implementation of securities issuance and underwriting business of listed companies on the market. This is the first condition for the application of summary procedure in refinancing of listed companies.
Secondly, for the listed companies that have issued the notice of convening the 2019 annual general meeting of shareholders, the board of directors can be authorized to decide to issue shares with a total financing amount of no more than 300 million yuan and no more than 20% of the net assets at the end of the latest year through the way of convening the extraordinary general meeting of shareholders, and this authorization will expire on the date of convening the 2020 annual general meeting of shareholders. The interim general meeting of shareholders of a listed company shall adopt relevant decisions on the matters specified in Article 18 of the measures for refinancing registration. The relevant matters specified in this article shall at least include: the type and quantity of the securities to be issued this time; the issuing method, the issuing object and the arrangement of allotment to the original shareholders; the pricing method or price range; the purpose of the raised funds; the validity period of the resolution; the authorization of the board of directors to handle the specific matters of this issuance; other matters that must be clear.
The listed company that has fulfilled the above procedures and does not have the provisions of the second paragraph of Article 33 of the rules for the review of refinancing, that is, the listed company and its controlling shareholders, actual controllers, current directors, supervisors and senior managers have been subject to the administrative punishment of the CSRC in the last three years, and the listed company that has been subject to the administrative supervision measures of the CSRC or the disciplinary punishment of the stock exchange in the last year may Application of summary procedure.
The above-mentioned investment bankers stressed that the circular weakens the restriction of individual sponsor and delisting risk warning, is a supporting measure to promote the registration system reform, and also expresses the original intention to support the real economy. At the same time, the circular stressed that listed companies should use financing tools reasonably, not abuse simple procedures, and supervision is everywhere.
Source: responsible editor of Securities Daily: Yang Bin_ NF4368