CSRC intends to optimize the refinancing system: establish a shelf issuance mechanism, and increase the small and fast upper limit to 1 billion yuan.

On July 3, the China Securities Regulatory Commission publicly solicited opinions on improving the refinancing rules for listed companies. The optimization of the system for small and rapid refinancing includes increasing the upper limit for small and rapid refinancing for Shanghai and Shenzhen-listed companies from 3 billion to 6 billion yuan, with the condition that the financing scale does not exceed 20% of net assets. The upper limit for small and rapid refinancing for mega enterprises with net assets exceeding 100 billion yuan has been raised to 10 billion yuan. The upper limit for small and rapid refinancing for companies listed on the Beijing Stock Exchange has been increased from 1 billion to 2 billion yuan. At the same time, the authorization for small and rapid refinancing has been changed from the annual shareholders' meeting of listed companies to the shareholders' meeting of listed companies to increase financing flexibility. The full text is as follows: China Securities Regulatory Commission solicits opinions on improving the refinancing rules for listed companies To thoroughly implement the spirit of the Fourth Plenary Session of the Twentieth Central Committee of the Communist Party of China, enhance the competitiveness and attractiveness of the domestic capital market, improve the inclusiveness and adaptability of the capital market system, the China Securities Regulatory Commission has revised the "Regulations on the Management of the Public Offering of Securities by Listed Companies," the "Regulations on the Management of the Public Offering of Securities by Listed Companies on the Beijing Stock Exchange," and supporting rules. Now we are soliciting opinions from the public. The main modifications are as follows: First, establish a refinancing targeted issuance shelf issuance system. Listed companies with a high degree of information disclosure norms applying for competitive bidding issuance can adopt a one-time registration and multiple issuances method to better adapt to the characteristics of the bilateral market, facilitate listed companies to quickly seize market opportunities for financing, guide them to rational and orderly financing, and reduce the disturbance of large one-time financing on the market. Second, optimize the small and rapid refinancing system. With the condition that the financing scale does not exceed 20% of net assets, the upper limit for small and rapid refinancing for Shanghai and Shenzhen-listed companies has been increased from 3 billion to 6 billion yuan, and the upper limit for small and rapid refinancing for mega enterprises with net assets exceeding 100 billion yuan has been increased to 10 billion yuan. The upper limit for small and rapid refinancing for companies listed on the Beijing Stock Exchange has been increased from 1 billion to 2 billion yuan. At the same time, the authorization for small and rapid refinancing has been changed from the annual shareholders' meeting of listed companies to the shareholders' meeting of listed companies to increase financing flexibility. Third, implement a unified market price issuance pricing mechanism. It is required that all listed companies' private placements must use the first day of the issuance period as the pricing reference date to determine the issuance price, promote market-oriented pricing, improve the lock-up arrangements, and better reflect the protection of small and medium investors. Fourth, simplify the conditions for listed companies to issue private placements to controlling shareholders. Support the actual controllers and controlling shareholders who operate in a standardized manner and have no serious dishonesty behaviors to participate in the private placement of listed companies, play the supporting role of controlling shareholders in the listed companies, help the listed companies achieve long-term stable development. At the same time, the lock-up period for such issuances has been extended to 36 months to play a role in market mechanism constraint. Fifth, strengthen the supervision requirements for convertible bonds. It is clarified that the same restrictions on the interval between convertible bonds and private placements, additional issuances, and rights issues apply to convertible bonds in Shanghai and Shenzhen, and enhanced requirements are imposed on the debt repayment capacity related to the issuance of convertible bonds. Sixth, further clarify the regulatory requirements for the use of raised funds in the main business, etc. Optimize the requirements related to financial investments and further emphasize that raised funds should be used for the main business. We welcome valuable opinions from all sectors of society. The China Securities Regulatory Commission will carefully study the opinions of all parties, further revise and improve them, and implement them according to procedures. This article is selected from the "CSRC official website"; Edited by GMTEight: Huang Xiaodong.