Guiding Opinions on Improving the System for the Termination of Stock Listings on the National Equities Exchange and Quotations (Amended in 2025)

Guiding Opinions on Improving the System for the Termination of Stock Listings on the National Equities Exchange and Quotations (Amended in 2025)
Guiding Opinions on Improving the System for the Termination of Stock Listings on the National Equities Exchange and Quotations (Amended in 2025)

Announcement of the China Securities Regulatory Commission [2025] No. 5

March 27, 2025

(Issued by Announcement of the China Securities Regulatory Commission [2021] No.11 on May 28, 2021; Amended in accordance with the Decision of the China Securities Regulatory Commission on Revising and Repealing Certain Securities and Futures Normative Documents on March 27, 2025)

Establishing a normalized and market-oriented exit mechanism and forming the market ecology with "entries and exits" are important parts of the construction of the National Equities Exchange and Quotations (hereinafter referred to as the "NEEQ"). The following guiding opinions on improving the system for termination of listing on the NEEQ are hereby put forward in accordance with the Company Law, the Securities Law, the Decision of the State Council on Issues Concerning National Equities Exchange and Quotations (Guo Fa [2013] No.49), the Administrative Measures for the Supervision of Unlisted Public Companies (Order of the China Securities Regulatory Commission No.161, hereinafter referred to as the "Measures for Public Companies"), and other relevant provisions, in order to improve the system for termination of listing in line with the characteristics of the NEEQ, strengthen the primary responsibilities of National Equities Exchange and Quotations Corporation Limited (hereinafter referred to as "NEEQ Co. Ltd."), establish and improve the system of listing termination rules with the Securities Law as the basis, administrative rules as the guidance, and self-regulatory rules as the main body, strengthen investor protection, and promote market clearing.

1. Establishing Basic Principles for Developing the System for Termination of Listing on the NEEQ
(1) We shall adhere to the market-oriented principle, highlight market autonomy, and respect the will of NEEQ-listed companies. With the independent will of market players fully respected, NEEQ-listed companies which have made reasonable arrangements for the protection of dissenting shareholders and fully disclosed information may apply for voluntary termination of listing. NEEQ-listed companies are supported in exiting the market through market-oriented methods such as tender offer. As a subject responsible for implementing the system for termination of listing, NEEQ Co. Ltd. shall formulate, improve, and strictly implement rules and supporting rules for termination of listing, and maintain the seriousness of the system for termination of listing. The China Securities Regulatory Commission shall guide and supervise the implementation by NEEQ Co. Ltd. of the termination of listing.
(2) We shall insist on the principle of the rule of law and strictly observe the bottom line of market regulation to protect the legitimate rights and interests of investors.
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