.jpg)
Recently, Shenzhen Stock Exchange (SZSE) held the 23rd session of follow-up training course for board secretaries of the main board by means of remote video. About 470 board secretaries and securities affair representatives from 228 listed companies attended the training, which centered around the theme of Implementation of Differentiated Review Procedures for Mergers and Acquisitions, and Prevention of Insider Trading and Market Speculation. Cases of insider trading and market speculation involved in M&A, the Differentiated Review Procedures for M&A, the Information Disclosure Express Practice, and ex-post interim report auditing were studied.
Principal of SZSE addressed in the opening ceremony. The Differentiated Review Procedures for Mergers and Acquisitions to be implemented on October 8 represents a significant move of the China Securities Regulatory Commission to promote the reform in capital market. It reflects the market-oriented reform ideas regarding the change of regulatory functions and reduction of administrative approval procedures. It is predictable that the domestic M&A market will brisk up along with the promulgation of relevant policies acts. More room will be given to the function and role of the capital market in its service to entity economy. This year, there’s continuous expansion in the number and scale of M&A activities on the main board, and the proportion of industry-integrated restructuring significantly increased. Based on the Measures for Administration of Major Assets Restructuring of Listed Companies, 18 companies listed on the SZSE main board concluded the restructuring activities, 28 companies disclosed restructuring schemes, and 13 companies entered into the stage of trading suspension due to the preparation of restructuring. The capital market has become an important platform for M&A activities, and listed companies are the backbones.
The blooming M&A activities are accompanied by an increasing trend of abnormal stock price fluctuations. Phenomenon of short-term speculative restructuring and financial restructuring has popped up in the market, which would affect the normal trading order to some extent and damage the legal rights and interests of investors, especially small and medium-cap investors. Specific to such situations, SZSE will on the one hand give continuing support to listed companies to improve their continuous operation ability and competition capacity through material M&A like industrial integration; on the other hand, SZSE will strengthen the supervision over disclosure of M&A information to curb insider trading and market speculation involved. Listed companies are required to make true, accurate and complete disclosure concerning the quality and profit prospects of relevant assets, and risk disclosure to investors. Besides, internal control is also required to intensify to prevent insider trading and blind market speculation.
