Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation)
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation)
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation)
Order of China Securities Regulatory Commission No.154
March 1, 2019
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation) adopted by the first chairman office meeting of the China Securities Regulatory Commission in 2019 on March 1, 2019, have been released for implementation as of the promulgation.
President of the China Securities Regulatory Commission, Yi Huiman
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation)
Chapter I General Provisions
Article 1 The Measures are formulated in accordance with the Securities Law of the People's Republic of China (the "Securities Law"), the Company Law of the People's Republic of China (the "Company Law"), the Circular of the General Office of the State Council on Forwarding the Several Opinions on Launching the Pilot Program of Domestically Issuing Stocks or Depository Receipts by Innovative Enterprises Released by the China Securities Regulatory Commission, the Implementing Opinions on the Setting-up of the Science and Technology Innovation Board and the Launch of the Pilot Registration System on the Shanghai Stock Exchange (the "Implementing Opinions") and the relevant laws and regulations, in order to standardize the behaviors of the relevant parties after the listing of stocks and depositary receipts on the Science and Technology Innovation Board of the Shanghai Stock Exchange (the "SSE"), and support and guide the science and technology innovation enterprises to better develop and protect the legitimate rights and interests of investors.
Article 2 The China Securities Regulatory Commission (the "CSRC") shall supervise and administer companies listed on the sci-tech innovation board and related entities in accordance with the Securities Law and other laws and regulations, the Implementing Opinions, the Measures and other relevant provisions of the CSRC. Where other related provisions of the CSRC are inconsistent with the Measures, the latter shall govern.
Article 3 The SSE shall establish a system of follow-up regulatory rules for the science and technology innovation board centered on the listing rules in accordance with the relevant provisions of the Implementing Opinions, the Administrative Measures for Stock Exchanges and the Measures, and develop specific implementing rules in line with the characteristics of companies listed on the sci-tech innovation board in respect of continuous information disclosure, shares reduction, mergers and acquisitions, equity incentives and delisting. Companies listed on the sci-tech innovation board shall abide by the SSE's implementing rules for follow-up regulation.
The SSE shall perform first-line regulatory duties, strengthen the linkage of information disclosure and the regulation of secondary market transactions, increase on-site inspections, strengthen regulatory inquiry, effectively prevent and combat insider trading and market rigging, and urge companies listed on the sci-tech innovation board to improve the quality of information disclosure.
Chapter II Corporate Governance
Article 4 Companies listed on the sci-tech innovation board shall maintain a sound, effective and transparent governance system and supervision mechanism, ensure the normal operation of the general meeting of shareholders, the board of directors and the board of supervisors, and urge directors, supervisors and senior management personnel to fulfill their loyalty and diligence obligations, safeguard the legal rights of all shareholders, actively fulfill their social responsibilities and protect the basic rights and interests of stakeholders.
Article 5 The controlling shareholders and actual controllers of companies listed on the sci-tech innovation board shall be honest and faithful, exercise rights in accordance with the law, strictly fulfill their commitments, maintain the independence of the companies, and safeguard the common interests of the companies and all shareholders.
Article 6 Companies listed on the sci-tech innovation board shall actively distribute returns to shareholders, and formulate and implement shareholder return policies such as cash dividends and share repurchases according to their own conditions and development stages.
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Order of China Securities Regulatory Commission No.154
March 1, 2019
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation) adopted by the first chairman office meeting of the China Securities Regulatory Commission in 2019 on March 1, 2019, have been released for implementation as of the promulgation.
President of the China Securities Regulatory Commission, Yi Huiman
Measures for Follow-up Regulation of Companies Listed on the Science and Technology Innovation Board (for Trial Implementation)
Chapter I General Provisions
Article 1 The Measures are formulated in accordance with the Securities Law of the People's Republic of China (the "Securities Law"), the Company Law of the People's Republic of China (the "Company Law"), the Circular of the General Office of the State Council on Forwarding the Several Opinions on Launching the Pilot Program of Domestically Issuing Stocks or Depository Receipts by Innovative Enterprises Released by the China Securities Regulatory Commission, the Implementing Opinions on the Setting-up of the Science and Technology Innovation Board and the Launch of the Pilot Registration System on the Shanghai Stock Exchange (the "Implementing Opinions") and the relevant laws and regulations, in order to standardize the behaviors of the relevant parties after the listing of stocks and depositary receipts on the Science and Technology Innovation Board of the Shanghai Stock Exchange (the "SSE"), and support and guide the science and technology innovation enterprises to better develop and protect the legitimate rights and interests of investors.
Article 2 The China Securities Regulatory Commission (the "CSRC") shall supervise and administer companies listed on the sci-tech innovation board and related entities in accordance with the Securities Law and other laws and regulations, the Implementing Opinions, the Measures and other relevant provisions of the CSRC. Where other related provisions of the CSRC are inconsistent with the Measures, the latter shall govern.
Article 3 The SSE shall establish a system of follow-up regulatory rules for the science and technology innovation board centered on the listing rules in accordance with the relevant provisions of the Implementing Opinions, the Administrative Measures for Stock Exchanges and the Measures, and develop specific implementing rules in line with the characteristics of companies listed on the sci-tech innovation board in respect of continuous information disclosure, shares reduction, mergers and acquisitions, equity incentives and delisting. Companies listed on the sci-tech innovation board shall abide by the SSE's implementing rules for follow-up regulation.
The SSE shall perform first-line regulatory duties, strengthen the linkage of information disclosure and the regulation of secondary market transactions, increase on-site inspections, strengthen regulatory inquiry, effectively prevent and combat insider trading and market rigging, and urge companies listed on the sci-tech innovation board to improve the quality of information disclosure.
Chapter II Corporate Governance
Article 4 Companies listed on the sci-tech innovation board shall maintain a sound, effective and transparent governance system and supervision mechanism, ensure the normal operation of the general meeting of shareholders, the board of directors and the board of supervisors, and urge directors, supervisors and senior management personnel to fulfill their loyalty and diligence obligations, safeguard the legal rights of all shareholders, actively fulfill their social responsibilities and protect the basic rights and interests of stakeholders.
Article 5 The controlling shareholders and actual controllers of companies listed on the sci-tech innovation board shall be honest and faithful, exercise rights in accordance with the law, strictly fulfill their commitments, maintain the independence of the companies, and safeguard the common interests of the companies and all shareholders.
Article 6 Companies listed on the sci-tech innovation board shall actively distribute returns to shareholders, and formulate and implement shareholder return policies such as cash dividends and share repurchases according to their own conditions and development stages.
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