China Securities Regulatory Commission seeks public opinions on improving the rules for listed companies' refinancing.

date
03/07/2026
The main modifications are as follows: 1. Establish a system for targeted issuance of additional shares for refinancing. Listed companies with high levels of information disclosure applying for competitive issuance of additional shares can adopt a one-time registration, multiple issuance 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 caused by large one-time financing to the market. 2. Optimize the system for small and rapid refinancing. Under the condition that the planned financing scale does not exceed 20% of net assets, the upper limit for small and rapid financing for Shanghai and Shenzhen listed companies is raised from 3 billion yuan to 6 billion yuan, and the upper limit for small and rapid financing for super-large enterprises with net assets exceeding 100 billion yuan is raised to 10 billion yuan; the upper limit for small and rapid financing for companies listed on the Beijing Stock Exchange is raised from 1 billion yuan to 2 billion yuan. At the same time, the authorization for small and rapid refinancing is changed from the annual shareholders' meeting of listed companies to the shareholders' meeting of listed companies, increasing financing flexibility. 3. Implement a unified market-based issuance pricing mechanism. All listed companies must use the first day of the issuance period as the pricing benchmark date to determine the issuance price for additional shares, promote market-based pricing, improve lock-up arrangements, and better protect small investors. 4. Simplify the conditions for listed companies to issue additional shares to controlling shareholders. Support actual controlling shareholders and controlling shareholders without serious dishonest behavior to participate in the additional issuance of listed companies, leverage the support role of controlling shareholders in listed companies, and help listed companies achieve long-term and stable development. At the same time, the lock-up period for such issuances will be extended to 36 months to exert market-based constraint. 5. Strengthen regulatory requirements for convertible bonds. It is clarified that the same refinancing interval requirements apply to Shanghai and Shenzhen convertible bonds as to additional share issuance, rights issues, and bonus issues, and stronger requirements are imposed on the ability to repay convertible bonds. 6. Further clarify regulatory requirements for the use of funds raised for the main business. Optimize requirements related to financial investments and further emphasize that raised funds should be invested in the main business.