Saturday, December 18, 2010

Supervision of companies listed on the card is sent to a large proportion

Proceedings, the Shanghai Stock Exchange: http://message the Ministry to the public companies listed on the issue of internal control, developed a series of measures to strengthen the proportion of listed companies and increase equity unit feeding behavior monitoring.

With the listed company 2007 semi-annual report disclosure of part of the company also launched a large proportion of the share capital stock and increase delivery. Data and statistics, as of August 17, Shanghai and Shenzhen in 2007 launched sent (go)-shares of listed companies in a total of 27, of which every 10 unit sent (go) 5-share companies reached 18, gaosongzhuan ratio 66.7%. Section gaosongzhuan company stock transactions in the secondary market also appear, are subject to market fluctuation.

On the official said, in regulation, found the proposed percentage sent shares and increase of the company there are some problems that can be broadly divided into four types. One is the loss of the company launched a large proportion of increase of the share capital.

The second is the company's distribution programme in advance of the disclosure.

Third individual companies 2006 implemented large proportion sent shares and increase equity options, the 2007 interim and proposed significant proportion sent shares and increase equity, equity expanded too fast.

The fourth is a company intends to send a large proportion of shares and increase as the conditions of implementation of refinancing, did not rule out the possibility that the company has advanced unfairly leaking to institutional investors, the medium-term profit distribution to smooth implementation of expensive additional purposes.

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In view of the above issues, the Department listed on the card has the appropriate supervisory measures and to all listed companies issued internal regulatory alerts, clear require consideration by the Board of Directors of listed companies should be in the annual report or semi-annual report elaboration distribution of profits or capital fund increase the share capital of the programme, the proposed percentage sent shares or the share capital increase, should be combined with the company equity scale, development prospects, profit growth, cash flow situation, reasonable programming. The emphasis on the card, the listed companies intending to launch large scale sent shares or be converted into equity programmes, should the Board bulletin instructions for large scale expansion of share capital, the company Board of supervisors and independent directors should be made clear. At the same time, companies should indicate in the notice for the first six months of receiving a detailed survey of institutional investors; if the Declaration of the refinancing or implementation process to launch large scale sent stocks or increase of the share capital programme, it may not be sent stocks or increase of the share capital as investors involved in the refinancing of prerequisites that must not be sent through a large proportion of the share capital of the stock or increase programmes to increase the price of refinancing.

The card also requires public companies to launch large scale sent stocks or increase of the share capital of confidentiality should be doing. If you find the company stock transactions in the secondary market disclosure exception occurred before and after the fluctuation of the companies listed on the card, the Department will, in conjunction with the market supervision Department on company stock transactions in the secondary market for verification, suspected insider discovered, reported to the China Securities Regulatory Commission.

Industry experts pointed out that listed companies use large proportion sent shares and increase programmes in speculation stock-trading era occurred from time to time, you should prevent such phenomena in full circulation times "resurgence", the launch of the Shanghai Stock Exchange regulatory measures conducive to guard against new market environment of insider dealing and market manipulation.

Experts also pointed out that high proportion sent transfer phenomena also reflect the current domestic capital markets, the lack of features, especially the lack of capital stock splits aspects of laws and regulations, some have specific needs listed companies have to meet capital expansion gaosongzhuan. Recommended that the management of international mature market experience, to be specific and reasonable requirements for listed companies to develop appropriate rules to meet their bigger share capital requirements.

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