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The 12th Session Of Qualification Training Course For Board Of Secretary Of SME Board Held By Shenzhen Stock Exchange - Substantially Disclosure Of The Risk Of M&A Restructuring, Strictly Prevention Of Insider Trading And Market Speculation

Date 17/09/2013

In order to further enhance the disclosure standard of public companies, and strengthen honest operation, Shenzhen Stock Exchange (SZSE) held the 12th session of Qualification Training Course for Board Secretary of SME Board on September 12 and 13, 2013 in Shenzhen. About 1000 current or prospective board secretaries and securities affair representatives from companies listed on SME Board attended the training, which is held by means of remote video and on-site training.

The contents of training is substantial and pragmatic, including the legal responsibility of board secretaries, the abnormal trading of public companies and the precaution thereof, general regulation on information disclosure, periodic report and performance result report, raised fund management, etc.. By adopting the combination of regulations illustration and case study, the training is very pertinent for the participants.

Specific to the phenomenon of blooming public companies M&A and stock price fluctuation due to the restructuring, SZSE organized relevant courses of Public Company M&A and Prevention of Insider Training, etc., centering around the theme of Substantially Disclosure of the Risk of M&A Restructuring, Strictly Prevention of Insider Trading and Market Speculation

It is emphasized at the meeting, in the process of transforming management mode from administrative approval to supervisory law enforce, China Securities Regulatory Commission will handle the major malignant cases in accordance with the principles of 'steady', 'accurate', 'strict' and 'rapid'. The number of inspection and law enforcement crew will increase from 600 to 1200. CSRC will tighten the supervision over insider trading, and trace accountability of and punish the illegal actions of false information disclosure, market manipulation etc. As indicated in the training course that, prevention of insider trading and market speculation is the top priority of SZSE’s supervision over M&A. SZSE will energetically support such substantive M&A as beneficial to enhance the sustainable profitability and propel the sound development of listed companies. However, SZSE will firmly reject such M&A as targeted at market speculation and realization of short term benefit through financial statement restructuring. The statistics shows that ever since this year, there are 99 cases  reported to SZSE as abnormal trading cases, among which, 81 cases are involved with insider trading, up 40% the same period over last year; abnormal trading due to M&A account for a major percentage, and present a uprising momentum. CSRC pay a great attention on some of these cases, and have already conducted inspections into these cases. It is required at the meeting that, public companies shall operate in line with the regulations, and carefully shoulder the responsibility of information disclosure. In particular, during the process of M&A, public companies need to disclose accurately and completely the asset quality involved in M&A restructuring, carry out a comprehensive and profound analysis on various impacts regarding the M&A on listed companies, and disclose substantially relevant risk to the investors. Meanwhile, listed company shall narrow down the scope of insider, and guard against insider trading. In addition, public companies shall show good social responsibility, and maintain normal market order. Not only shall listed companies guard against insider trading and market manipulation, but also shall take effective measures to prevent market speculation and protect the legal rights and interests of small and medium investors.