.jpg)
To implement the principles of “system building, non-intervention, and zero tolerance” and the requirements of “revering the market, revering the rule of law, holding high professionalism, staying alert to risks, and obtaining support from various parties across the board”, steadily advance the “Bring Tangible Benefits to the People” CPC learning and education practice, and build a more scientific, standard, easier-to-understand, and more effective system of rules, SZSE conscientiously integrated the rules on self-discipline regulation of listed companies according to the unified plans of China Securities Regulatory Commission (CSRC). So far, relevant integration work has been basically completed. SZSE is now soliciting opinions from the public on the amendments to the Rules Governing Share Listing on SZSE (Exposure Draft) (hereinafter referred to as the Listing Rules).
A quality innovation capital center and world-class exchange is not possible without a high-quality system of self-discipline rules. In recent years, SZSE has actively incorporated rules building into development strategies. With high-quality development as the orientation, SZSE has developed an initial framework of rules on self-discipline regulation with the Listing Rules at its core, business guidelines as its pillar and business handling guides as its supplement. The framework will play a positive role in regulating stock listing and information disclosure, protecting investors’ rights and interests and maintaining the stable operation of the market. As the number of regulatory rules increases and the development of regulatory practices on listed companies changes, it has become increasingly necessary to optimize the system of rules, improve the content of rules, and reduce the number of rules.
Since the beginning of the year, CSRC has instructed SZSE and the Shanghai Stock Exchange to integrate regulatory regulations for listed companies. Under the unified guidance of CSRC, SZSE organized a special task force to systematically sum up experiences of regulatory practices, actively adapt to the new development situation, new tasks and new demands of the securities market, steadily integrate rules on self-discipline regulation, and make the existing system of rules more institutional, standard and scientific. During the integration, adhering to the market- and law-based direction and the principle of “building a system framework and avoiding substantial changes in content”, SZSE, with a focus on the revision of the Listing Rules, made adaptive revisions to guidelines and guides on self-discipline regulation as a whole. After the integration, the number of rules on self-discipline regulation was reduced by over 70% to 36, and a simple and user-friendly system of rules with a streamlined framework, scientific and complete contents, and an easy-to-read and easy-to-understand structure was formed.
Vigorously connecting the Listing Rules to other rules to maintain an organic connection
SZSE leveraged the role of the Listing Rules as a link between basic business rules to strengthen the institutional foundation of the high-quality development of listed companies. By linking to higher-level rules such as the new Securities Law, the Listing Rules enhanced functional complementation between the exchange’s rules and laws and regulations; and by linking to guidelines and guides as the principle and basis for regulation of details, it provided a strong regulatory base. In terms of content, SZSE combined similar contents, merged the same regulatory requirements in different rules centering on information disclosure, corporate governance, M&A and restructuring and regulatory responsibilities, and finally formed a dynamically unified system of rules. In addition, the guidelines on employee stock ownership plan, filing of independent directors etc. were incorporated into the guidelines on standard operation of the Main Board and the ChiNext, becoming special guidelines on corporate governance and standard operation. Contents about management of information disclosure related matters that were scattered in guidelines and guides were brought together, forming the guidelines for management of information disclosure related matters. After the integration, the rules have become more scientific, and regulatory efficiency has thus further improved.
Building a simple and clear system and streamlining and classifying rules comprehensively
SZSE focused on developing a system of rules that is “simple, clear, easy to understand, and user-friendly” and can adapt to market demand, optimize services and produce practical results. SZSE set the levels of rules clear. SZSE classified and summed up 39 non-guideline measures, notices, etc. including the Notice on Conscientiously Carrying out Work Relating to Information Disclosure by Listed Companies as Specified in the New Securities Law and the Implementation Measures on the Re-listing of Delisted Companies, and incorporated them into the “three-level” rules (Listing Rules, guidelines and guides) system, further streamlining the system of rules. SZSE conducted overall serial number management. SZSE numbered 13 guidelines on self-discipline regulation that were formed after integration including the guidelines on standard operation and the guidelines on industry information disclosure, and incorporated 59 service guides and guidelines relating to business handling into the guides on handling of services of the Main Board and the ChiNext. After the integration, the types of rules are reduced, making it easier to understand and use.
Improving the transparency of regulatory standards and improving supply of regulations in key fields
SZSE has practiced the people-centric development philosophy by aligning the establishment of rules with market participants’ concerns, summing up universally recognized practices and continuing to optimize the supply of supporting rules in key fields. For example, to put in place relevant requirements of the Opinions of the State Council on Further Improving the Quality of Listed Companies, SZSE added “Corporate Governance” and “Intermediaries” chapters in the Listing Rules to strengthen corporate governance requirements and further stress intermediaries’ responsibilities. To keep a close eye on the “critical minority”, SZSE added the “Controlling Shareholders and De Facto Controllers” section in the Listing Rules. To regulate corporate governance, SZSE required disclosure of any abnormal situation that occurs during meetings of the Board of Directors and the Board of Supervisors in the Listing Rules.
In addition to the Listing Rules, SZSE is also seeking listed companies’ opinions on 13 guidelines on self-discipline regulation including the guidelines for standard operation of the Main Board and the ChiNext. Opinions from all sectors of society are welcomed. SZSE will, adhering to the market- and law-based principle, carefully study and fully absorb reasonable comments and suggestions from market participants. Based on that, SZSE will further improve basic regulations and optimize the system of rules, thus laying a solid foundation for improving the operating quality and efficiency of the market, energizing market drivers, and promoting the high-quality development of listed companies.
