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Shanghai Stock Exchange: Notice Of Publishing "SSE Stock Listing Rules (Amendment In 2012)"

Date 07/07/2012

With an aim of further rationalizing the delisting system of listed companies, the Shanghai Stock Exchange (SSE) published the "Scheme of Perfecting Delisting System of SSE-listed Companies" ("Delisting Scheme") on June 28, 2012. According to the "Delisting Scheme", the SSE amended relevant stipulations in the "SSE Stock Listing Rules (Amendment in 2008)" (original "Listing Rules"). Meanwhile, considering market demands, the SSE also amended relevant contents about trading suspension and resumption in the Chapter 12 of the original "Listing Rules". On the basis, the SSE drew up the "SSE Stock Listing Rules (Amendment in 2012)" (new "Listing Rules").

Upon discussion and approval by the SSE's Board of Governors and report to the China Securities Regulatory Commission for approval, the SSE hereby publishes the new "Listing Rules", which shall come into effect from July 7, 2012 onwards. The original "Listing Rules" shall be abolished at the same time.

In a bid to get well-prepared for the transition between old and new rules and ensure the smooth implementation of the new "Listing Rules", the SSE hereby makes the notice for relevant issues as follows.

I. Transitional Arrangements for Old and New Rules Related to Delisting

(I) As for companies whose share listing has been suspended before the issuance of new "Listing Rules", their listing resumption and termination are subject to original "Listing Rules" and handled according to the following circumstances: (1) For the companies whose share listing was suspended before January 1, 2012, the SSE will grant a grace period to them and make decisions on their listing resumption or listing termination before December 31, 2012. (2) For the companies whose share listing is suspended in 2012, if they push forward the applications for listing resumption within the time limit after the publication of their annual reports of 2012 and the SSE accepts their applications, the SSE will make decisions on their listing resumption or listing termination within 30 trading days after the application acceptance day. As to the companies whom the SSE requires to provide supplementary materials, they shall provide relevant materials in not more than 30 accumulative trading days. The period when the SSE makes relevant decisions will not include that to provide supplementary materials by companies. The SSE will make the decision on terminating the share listing of companies who fail to disclose annual reports of 2012 within the legal time limit.

(II) After issuance of the new "Listing Rules", the calculation of three new indicators, namely net assets, business income and audit opinion, will not involve the data in the previous years. It means that the data in listed companies' annual reports of 2012 will be taken as those in the most recent year, while the data in annual reports of 2012 and 2013 as those in the recent two years and so on.

(III) After issuance of the new "Listing Rules", newly-increased indicators, namely trading volume and closing prices of shares, will be applicable since the day for the implementation of new rules.

(IV) As indicators stipulated in the original "Listing Rules" and continuously used in the new "Listing Rules" will not apply to the principle of "dividing the old from the new", the data of relevant years shall be calculated in a continuous way.

(V) If a company whose stock trading is imposed with other special treatments due to dissatisfying the stipulated requirements in the original "Listing Rules" for net profit and audit opinion, its shares trading will continue to be imposed with other special treatments according to the original "Listing Rules" before the issuance of its annual report of 2012. The SSE's risk alert board shall be subject to relevant original business rules, unless otherwise specified.

(VI) The risk alert board, the transfer system of delisted companies' shares and the re-listing system stipulated in the new "Listing Rules" will be implemented after the SSE's relevant business rules and technical preparations are completed, with specific time subject to further notice.

II. Transitional Arrangements for Old and New Rules Related to Trading Suspension

As the trading suspension on the announcement day of abnormal fluctuation of stock prices has been stipulated in No. 4.2.3 Article of the "Trading Rules of the Shanghai Stock Exchange" ("Trading Rules"), the trading suspension on the announcement day of abnormal fluctuation of stock prices will still be subject to the original "Listing Rules" before the corresponding amendment to the "Trading Rules". Other stipulations about trading suspension and resumption in the new "Listing Rules" shall come into force since the publishing day.


(Please refer to the full text on the SSE's website www.sse.com.cn)