One of the series reports of “Toujiao Lecture Hall: Comprehensive Registration System, Reform to the Future”

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　　1. Hello everyone, I am the host Wang Yu. Today’s “Wealth Face to Face – Investor Education Lecture” we focus on the registration system. Recently, the China Securities Regulatory Commission and the Tianjin Securities Regulatory Bureau have launched special activities on the comprehensive registration system and 315 investor education with the theme of “comprehensive registration system, reform to the future”. Starting this week, the Tianjin Securities Regulatory Bureau organized professional cadres and practitioners to introduce and interpret the rules of the registration system to investors every Thursday for seven consecutive weeks, reminding investors of investment risks. Today we invited Wang Qunbo from the Legal Department of the Tianjin Securities Regulatory Bureau, and asked him to introduce the relevant situation of the comprehensive registration system.

　　Hello, Qunbo.

　　[Helloaudiencefriends】

　　2. First of all, please introduce to the audience the relevant background of the full implementation of the stock issuance registration system.

　　[ThePartyCentralCommitteewithComradeXiJinpingasthecoreattachesgreatimportancetothereformofthestockissuanceregistrationsystemTheFifthPlenarySessionoftheNineteenthCentralCommitteeoftheCommunistPartyofChinaproposedtofullyimplementthestockissuanceregistrationsystemThereportofthe20thNationalCongressoftheCommunistPartyofChinapointedoutthatitisnecessarytoimprovethefunctionsofthecapitalmarketandincreasetheproportionofdirectfinancingThefullimplementationofthestockissuanceregistrationsystemisamajormeasuretoimplementthespiritofthe20thNationalCongressoftheCommunistPartyofChinaandcomprehensivelydeepenthereformofthecapitalmarketOn November 5, 2018, General Secretary Xi Jinping announced the establishment of the Science and Technology Innovation Board on the Shanghai Stock Exchange and the pilot registration system, marking that the reform of the registration system has entered the stage of implementation. Since then, the Sci-Tech Innovation Board, the Growth Enterprise Market, and the Beijing Stock Exchange have successfully implemented the pilot registration system, laying the foundation for the full implementation of the stock issuance registration system.

　　go throughOver the past four years of the pilot program, all parties in the market have generally agreed with the basic structure and system rules of the registration system, and the conditions for its promotion to the entire market have been met and it will be a matter of course. Recently, the Party Central Committee and the State Council approved the “Overall Implementation Plan for the Full Implementation of the Stock Issuance Registration System”. On February 1, the China Securities Regulatory Commission publicly solicited opinions from the public on the draft of the main system rules involved in the full implementation of the stock issuance registration system. On February 17, the China Securities Regulatory Commission issued the relevant system rules for the full implementation of the stock issuance registration system, which will come into effect on the date of publication; the stock exchange, the National Equity Transfer Company, China Settlement, China Securities Finance, and the Securities Industry Association supporting system rules were released simultaneously Implemented, a total of 165 system rules were issued.

　　The full implementation of the stock issuance registration system is a major decision-making arrangement made by the Party Central Committee and the State Council in light of the current world economic and financial development situation and the overall situation of reform and opening up.The main task is to solve the problem of perfect finalization and promotion of institutional arrangements. Through this reform, the institutional arrangement of the registration system will be optimized and unified, and the scope of application will cover national securities trading venues including the Shanghai Stock Exchange, Shenzhen Stock Exchange, Beijing Stock Exchange and the National Equity Exchange System, covering various public offerings of stocks . This is important for improving the function of the capital market,Increase the proportion of direct financing,It is of great significance to implement the innovation-driven development strategy and better serve high-quality development. 】

　　3. What is the connotation of fully implementing the stock issuance registration system? Compared with the stock issuance approval system before the reform, what is the difference?

　　[ThereformoftheregistrationsystemisnotjustaboutmovingthereviewsubjectfromtheChinaSecuritiesRegulatoryCommissiontothestockexchangebutisessentiallyanadjustmentoftherelationshipbetweenthegovernmentandthemarketByfullyimplementingtheconceptofinformationdisclosureasthecorethewholeprocessofissuanceandlistingwillbemorestandardizedtransparentandpredictable

　　Compared with the approval system, the first is to greatly optimize the issuance and listing conditions. After the reform, only the necessary qualifications and compliance conditions for the public offering of stocks by enterprises are retained, and the substantive threshold under the approval system is transformed into information disclosure requirements as much as possible. The review department no longer makes judgments on the investment value of enterprises. An important difference between the approval system and the approval system and approval system. The second is to effectively control the quality of information disclosure. The implementation of the registration system does not mean that the quality requirements are relaxed, and the audit checks are more stringent. The audit work is mainly carried out through inquiries, and the issuer is urged to disclose information in a true, accurate and complete manner.At the same time, comprehensively use multiple methods such as multi-factor verification, on-site supervision, on-site inspection, complaint report verification, supervision and law enforcement, etc., to consolidate the issuer’s primary responsibility for information disclosure and the intermediary agency’s responsibility.“Gatekeeper” responsibility. The third is to insist on opening the door for review. The standards, procedures, content, process, and results of review and registration are all open to the public, and the operation of public power is transparent, strictly checked and balanced, and subject to social supervision, which is fundamentally different from the approval system. 】

　　4. From what you just said, it seems that after the stock issuance registration system is fully implemented, the regulatory thinking will also change accordingly?

　　【Yes. The essence of the reform of the registration system is to give the right of choice to the market. The premise of liberalization is that it can be managed.While “releasing”, we must increase the intensity of “management”. In this reform, the regulatory authorities have fully considered China’s national conditions, the integrity environment, and the stage of development of the capital market, and strengthened the entire process and entire chain supervision.

　　At the front end, it is necessary to consolidate the responsibilities of issuers, intermediaries, and exchanges at all levels, strictly control the quality of listed companies, and insist onAccording to the principle of “responsibility upon declaration”, if the issuer is found to be suspected of major violations of laws and regulations, the regulatory authorities shall promptly take measures such as filing a case for investigation, suspending the review, suspending the issuance and listing, and canceling the issuance registration.

　　In the mid-range, further standardize the governance of listed companies and increase delisting efforts. To implement the registration system, the core is to strengthen information disclosure, and to further strengthen the information disclosure responsibilities of listed companies, shareholders and related parties.In a sense, the normalization of delisting and the registration system are“One body with two sides”, it is necessary to unblock multiple exit channels such as compulsory delisting, voluntary delisting, mergers and acquisitions, bankruptcy and restructuring, and promote the survival of the fittest among listed companies. Strictly implement the delisting system, strengthen delisting supervision, and improve the major delisting risk disposal mechanism.

　　On the backend, keep“Zero tolerance” law enforcement high-pressure situation. Severely crack down on serious illegal activities such as fraudulent issuance and financial fraud, and seriously investigate the responsibility of intermediary agencies and related personnel to form a strong deterrent. 】

　　5. From the previous Science and Technology Innovation Board, ChiNext Board, Beijing Stock Exchange to the current implementation of the registration system in the entire market, what are the highlights and characteristics of the main board market reform, which is the most important thing?

　　【Currently, there are nearlyThere are 3,200 companies, accounting for 65% of the A-share market, and there are 200 million main board investors. Before the reform, the issuance and listing conditions of the main board had not been revised for many years, and the relevant financial indicators were no longer in line with the reality of economic and social development, and it was not conducive to reflecting the positioning of the main board. After the reform, the main board highlights the characteristics of large-scale blue chips, and focuses on supporting high-quality enterprises with mature business models, stable operating performance, large scale, and representative industries. For this reason, the main board has raised the listing conditions and distanced itself from the Science and Technology Innovation Board and the Growth Enterprise Market. Compared with the rigid continuous profit listing standards of the main board before the reform, comprehensively considering factors such as expected market value, net profit, income, and cash flow, 4 sets of listing standards have been set, adding “estimated market value + income + cash flow” and “estimated market value + income” , and the “market value + income” standard applicable to red chips can better meet the listing needs of different types of mature companies.

　　The trading system of the main board is also more market-oriented.Before IPOThere is no price limit for 5 trading days. New shares can be included in the subject of margin financing and securities lending on the first day of listing, the refinancing mechanism is optimized, and the scope of securities lending and securities lending sources is expanded.

　　This reform proceeds from the reality of the main board, and no adjustments have been made to the two systems.First, since the listing of new sharesFrom 6 trading days onwards, the daily price limit will remain unchanged at 10%. The main consideration is that the volatility of stocks on the main board is relatively low, and the 10% price limit can meet the pricing needs of most stocks. The second is to fully consider the rights and trading habits of existing investors on the main board, maintain the current investment suitability requirements on the main board, and impose no restrictions on investors’ assets and investment experience.

　　At the same time, we will continue to deepen the reform of the Science and Technology Innovation Board, the Growth Enterprise Market, the Beijing Stock Exchange and the national stock transfer system.Highlight the Science and Technology Innovation BoardThe characteristics of “hard technology” increase the inclusiveness of “hard technology” companies, allow unprofitable companies to be listed on the ChiNext Board, and increase the institutional supply of Beijing Stock Exchange and the New Third Board for innovative small and medium-sized enterprises. 】

　　6. In view of the above characteristics of the main board reform,What should investors pay attention to?

　　[TheconditionsforissuanceandlistingonthemainboardaremoreinclusiveandtheissuancepricingandtradingsystemhavealsochangedInvestorsshouldfullyunderstandthesystemchangesandriskpointsafterthereformofthemainboardandmakeinvestmentdecisionsprudentlySomemarketparticipantssaidthatmarketdifferentiationwillgraduallyemergewhichistheinevitableresultofthemarket-orientedreformofIPOpricingundertheregistrationsystemanditisalsotheIt is a sign of the improvement in the valuation and pricing of the A-share market and the efficiency of resource allocation. The past investment philosophy of “going public to make money” does not conform to economic laws and market trends. In the future, stocks with high quality and high price, low quality and low price, or even no one cares will become the norm. This requires investors to practice their internal skills, improve their ability to discover value, and invest in truly valuable companies, rather than simply investing in the primary and secondary markets. arbitrage in between. 】

　　Okay, thanks for the detailed description of Qunbo. goodbye.

goodbye!

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