Wednesday, January 5, 2011

"The Sun" recombinant SFC specifications of major institutional reorganization of assets

Companies listed on major asset restructuring management approach has on 18 official purposes, to implement the "sunshine," jobs, improving audit efficiency, improve and perfect service, further develop and improve critical asset restructuring audits business system, the Commission yesterday (20 days) evening formally promulgated the listed major asset restructuring guidelines-Declaration of work listed on major asset restructuring Declaration also started.

It is understood that the securities listing Department received acceptance Department, go to Declaration of material after 5 working days to the admissibility or correction notice issued. In order to ensure auditors independently written declarations of the audit, the Commission Department since receiving materials listed to feedback this time adopt a "quiet period" system that does not receive informant's visit.

The Commission explicitly declare the nine program restructuring

I. declaration procedure: listed companies in the shareholders ' meeting resolutions made significant assets reorganization and notice after 3 working days, in accordance with the public offering of securities of the company information disclosure content and formatting guidelines no. 26 — listed major asset restructuring application document prepared application documents, and commissioned independent financial advisor to the China Securities Regulatory Commission (hereinafter referred to as the "Commission") to declare, at the same time reporting agencies.

II. declare their reception and acceptance procedures: SFC Office of the accepting Office unified is responsible for receiving documents, Declaration of material forms of listed companies. Reporting materials including written materials in triplicate (one original and two copies) and the electronic version.

The Commission accepted the listing Division received to declare at go after 5 working days to the admissibility or correction notice issued. Correction notice requires listed companies to make written explanations, instructions, listed companies and independent financial advisers need to receive a notice of correction to 30 working days to provide written responses. If you cannot provide a complete compliance responses, listed companies should be the day after the due date on this significant progress in the assets reorganization and the failure to timely respond to the specific reasons for such opinion shall be published.

Correction of companies listed in the replies received, the SFC listing should be within 2 working days to make the admissibility of the decision, issued by notice in writing. After acceptance, the related shares of applicable securities law requirements on the audit period.

In order to ensure auditors independently written declarations of the audit, the Commission Department since receiving materials listed to feedback this time adopt a "quiet period" system that does not receive informant's visit.

3. approval procedure: SFC listing from a merger and the merger of second place respectively by the respective responsibilities of the major assets reorganization in legal and financial aspects of auditing the formation of first reports, and submitted to the Department will review the topic, the topic will research, formation feedback.

SFC: major reorganisation notice shall be submitted within 3 days

Next, a listed company made significant asset restructuring resolutions and announcement after 3 working days must be reported yesterday (20 days), the Commission issued a notice on the company related to declare a major asset restructuring process any requirement.

"This is a job for the implementation of the ' Sun ', to improve the efficiency of the audit. "Related person that describes the meaning of the guidelines order. It is understood that this is the first time to the Commission the administrative regulations of the major assets of listed companies reorganization of constituent elements, implementation procedures, information disclosure, such as making the file format.

Public company audit "quiet period" not respondents

According to the guidelines, the Commission accepted the listing Division received to declare at go after 5 working days, will be made whether to accept or issue a correction notice. Correction notice requires listed companies to make written explanations, instructions, listed companies and independent financial advisers need to receive a notice of correction to 30 working days to provide written responses. If you cannot provide a complete compliance responses, listed companies should be the day after the due date on this significant progress in the assets reorganization and the failure to timely respond to the specific reasons for such opinion shall be published.

SSE: major asset restructuring continuous suspension shall not exceed 30 days

Further reform, regulatory public companies major asset restructuring period of the suspension system, the suspension time divided into two paragraphs. According to the memorandum (No. 1), a listed company in planning, developing major asset restructuring matters, shall improve security work, and at the latest issue of the directors to the Board of Directors meeting materials Department stocks listed on the continuous application of suspension and shall make continuous suspension period, a clear commitment to the longest continuous suspension shall not exceed 30 days. The Board of Directors in listed companies on the stock of continuous suspension notice should make the following commitments, i.e., "the company after the publication of the notice to be in * days in accordance with the companies listed on major asset restructuring management measures" and other related provisions, the Board of Directors convened to consider major asset restructuring plans, independent financial advisor will produce a verification opinion. The company stock will disclose significant asset restructuring plan for recovery. If the company fails to convene in above period on the Board of Directors considered a major asset restructuring plan, the company stock will be * month *, recovery and resumption of trading in stock within 3 months after no longer planning major asset restructuring matters. "Moreover," the company continuous suspension of more than 5 trading days of the suspension period, the company shall, in accordance with the relevant provisions of the Exchange, at least once per week publishing matters related to the notice on the significant progress in restructuring negotiations, approval, pricing, and other matters progress and uncertainties. ”

According to the interpretation of the SSE, make the "term" of 30 tiantingpai and require Board of Directors for the commitment, mainly in order to enable the market to have a clearer expectations so that you can avoid long suspension in the past, investors in the hands of the stock of long-term cannot deal. The source said, "the term" 30 tiantingpai is also required in order to avoid the use of recombinant "huyou" market phenomenon, force listed companies in a specified time, develop a more thorough and more

Complete reorganization plans, improve the efficiency of the reorganization. As regards the requirements listed in continuous suspension period for weekly continuing information disclosure is to let the market continues to understand and track the reorganization, which embodies the principle of market-based supervision.

The first to taste new ST dajiang suddenly major reorganization of suspension-planning

ST dajiang today (21 June) suddenly announced for asset restructuring suspension message. The companies indicated that, due to the company's controlling shareholder green Chamber (Hong Kong) co., Ltd. (hereinafter referred to as green (Hong Kong)) plans a major asset to the company reorganization, stock in 2008 may 20 start continuous suspension.

In fact, in the end of April this year, ST big jiangceng experienced price volatility in 2008 April 28-30, three consecutive trading day touch or restrictions. May 5, 2008, the company's management announced that the company currently produces fine, did not affect the company's stock price volatility. Upon enquiry, the companies indicated that, up until now and the foreseeable within two weeks, the company and its controlling shareholder, real control per capita confirm involving debt restructuring, business reorganization and divestiture or assets into other important asset restructuring matters. In the "foreseeable" two weeks later, the company issued a notice of suspension of major asset restructuring.

No comments:

Post a Comment