SZSE Q&As on the Interim Provisions on the Declaration and Recommendation for the Stock Offering and Listing of ChiNext Enterprises
With the approval of the CSRC, the Shenzhen Stock Exchange (“SZSE”) issued the Interim Provisions on the Declaration and Recommendation for the Stock Offering and Listing of ChiNext Enterprises (Revised in 2022) (the “Revised Interim Provisions”). The SZSE Press Secretary answered questions from reporters regarding the Revised Interim Provisions.
1.Q: What is the background for revising the Interim Provisions?
A:In the Overall Implementation Plan for Promoting the Reform of the ChiNext Board and the Pilot Project of the Registration-based IPO System, it clearly states that the reformed ChiNext Board is positioned to mainly serve innovative, productive and creative enterprises, and support the deep integration of conventional industries with new technology, new industry, new business form, and new model. Over the past two years, following the principle of prioritizing substance over form, we have maintained the ChiNext positioning and earnestly implemented the above requirements. In this process, some market participants suggested that the principle requirements for the positioning of the ChiNext Board should be made as detailed as possible, so that actions can be taken accordingly. This revision of the Interim Provisions, guided by the Overall Implementation Plan for Promoting the Reform of the ChiNext Board and the Pilot Project of the Registration-based IPO System, is made by summarizing the pastexperience and listening to relevant opinions. It translates the requirements for the positioning of the ChiNext Board into specific and visible criteria, so as to further enhance the transparency of review and the predictability of the market for the ChiNext positioning. The direction, goal and logic of the positioning of the ChiNext Board are consistent before and after the revision.
Revising the Interim Provisions and further clarifying the criteria for determining the positioning of the ChiNext Board are conducive to further implementing the guiding principles , supporting more high-quality innovative start-ups to issue and list their stocks, and enabling the ChiNext to play a greater role in serving the high-quality development of the economy.
2.Q: Please briefly introduce the main content of the revision of the Interim Provisions.
A:The revised Interim Provisions have been supplemented and improved from the following two aspects.
First, relevant requirements of the national industrial policies are better implemented. It explicitly prohibits the issuance and listing of stocks of enterprises from overcapacity industries, industries in the elimination category of the Catalogue for Guiding Industrial Restructuring, and enterprises engaged in pre-school education, curriculum-based off-campus tutoring courses, and finance-like businesses on the ChiNext Board.
Second, the specific criteria for the positioning of the ChiNext Board are clarified. Focusing on the two dimensions of innovation and growthand considering from the aspects of compound growth rate of R & D investment, amount of R & D investment and compound growth rate of operating income,we set upspecific measurement indicators required to accurately identify the positioning of the ChiNext Board. In addition, for enterprises that meet specific conditions, some indicators such as the compound growth rate of business income are exempted to meet the actual needs of different types of enterprises.
3.Q: Since the pilot project of the registration-based IPO system, how does SZSE maintain the positioning of the ChiNext Board?
A: Since the reform of the ChiNext Board and the pilot project of the registration-based IPO system, under the leadership of CSRC, SZSE has maintainedthe positioning of the ChiNext Board, accumulated experience and made great efforts in upholding the criteria for issuance and listing. The characteristics of ChiNext in serving growing innovative start-ups have become increasingly distinct, and its function of promoting high-level circulation of science and technology, capital and real economy has been enhancing. This is mainly reflected in the following aspects.
First, SZSE implements the requirements of the national industrial policies and strictly enforces the negative lists for various industries.We strictly implement the negative lists in the Interim Provisions and restrict the listing of 12 industries such as agriculture, forestry, animal husbandry, fishery, mining and construction on the ChiNext Board. At the same time, we fully implement the new development concept and enforce the policy requirements of regulating and guiding the sound development of capital in accordance with the law. Since this year, more than 20 enterprises that do not meet the requirements of industrial policies andthe positioning of ChiNext have terminated their issuance and listing afterthereview, inquiry, on-site supervision or deliberation by the Listing Committee.
Second, SZSE puts substance before form and supports the listing of high-quality innovative start-ups on the ChiNext Board. In the process ofreview, we constantly strengthen the ability toreview, inquire and determine the issuer's business model, R & D intensity, innovation ability and development space, so as to improve the quality of listed companies from the source and strictly control theaccess. A batch of innovative and creative enterprises with high quality of innovation and strong growth ability applied for the ChiNext Board, including 865 new applicants who have an average compound growth rate of operating income and net profit of 20.66% and 20.80% respectively in the last three years; the average proportion of R & D expenses to operating income is 5.24%, and the average compound growth rate of R & D expenses is 28%. At present, there are more than 1,220 listed companies on the ChiNext Board, and the market value of listed companies in strategic emerging industries accounts for 70%. New energy, new materials, biomedicine, high-end manufacturing and new generation of emerging technology industries have formed a cluster development trend.
Third, SZSE vigorously promotes openreviews and enhances the joint efforts for maintaining the positioning of the ChiNext Board. We continue to promote openreviews, strengthen guidance and communication, and improve the shared market consensus of all parties to adhere tothe positioning of the ChiNext Board. Making good use of the pre-application consultation and communication mechanism, we provide guidance in accordance with the regulations for issuers and intermediaries when they have questions about whether they conform to the positioning of the ChiNext Board. We hold symposiums and special surveys in a timely manner to convey more clear signals onthe positioning of ChiNextand help the market set proper expectations. We make public typical cases involving the ChiNext positioning through review updates and other forms to enhance the transparency of reviewwork.
4.Q: After the implementation of the revised criteria forthe positioning of the ChiNext Board, how should they be carried out accurately?
A: SZSE will continue to put substance before form, make judgment based on both qualitative and quantitative criteria, and continue to maintainthe positioning of ChiNext as instructed and required by the CSRC. Centering on serving the high-quality development of the real economy, we will focus on supporting the listing and financing of high-quality enterprises in advanced manufacturing, digital economy, green and low-carbon sectors. We will maintain smooth communications with the market, strive for the understanding and support from all parties, so that more high-quality growth innovative start-ups can grow through the ChiNext Board.
The sponsors should accurately understand and effectively implement the requirements forthe positioning of ChiNext , work in synergy with SZSE, and properly control theaccess tothe ChiNext Board market. We will dynamically track, analyze and judge the work of the sponsors, and make sure that duly perform their front-end responsibility.
First, issuers and sponsors should strengthen the quality of examination related to the ChiNext positioning. In the Revised Interim Provisions, it isput forwardthenormative requirements for the self-assessment of issuers and special examination of sponsors, setting out clear requirements on the form and content of assessment and examination. Issuers and sponsors should, in accordance with these requirements, combine qualitative and quantitative methods in the comprehensive assessment andexamination, make professional and prudent judgments, and avoid the withdrawal or termination of review after filing of application due to incorrect positioning. If they are unsure about the positioning of the ChiNext Board, they may communicate with SZSE in advance.
Second, the sponsors should improve the quality of information disclosure related to the positioning.The sponsors should maintain the core concept of information disclosure, urge and guide issuers to disclose business information and industry information related to the positioning of the ChiNext Board truth fully, accurately and completely in accordance with the principle of materiality. Aimed at meeting the needs of the investors, the information disclosureshouldbe madein a concise and easy-to-understand way, and the pertinence and effectiveness of information disclosureshould be improved.
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