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SZSE Spokesperson Answers Questions from Reporters on Transitional Arrangements for Review of the Reform of the ChiNext Board and the Pilot Project of the Registration-based IPO System

Date: 2020-06-02

To duly enforce the Notice of China Securities Regulatory Commission on Arrangements for the Transitional Period of Relevant Administrative Licensing Matters before and after the Reform of the ChiNext Board and the Pilot Project of the Registration-based IPO System (the "Notice") and steadily promote the transition in the review of the reform of the ChiNext Board and the pilot project of the registration-based IPO system, the spokesperson of Shenzhen Stock Exchange ("SZSE") answered questions on market concerns from reporters.

 

I. What specific arrangements has SZSE made for the ChiNext Board enterprises under review (the “Enterprises under Review") that are at different stages of review?

 

Answer: Within 10 working days from the pilot project of the registration-based IPO system for the ChiNext Board, SZSE only accepts applications submitted by Enterprises under Review for IPO, refinancing, M&A and restructuring. Based on the review sequence and existing review results of these enterprises in the CSRC, SZSE diligently reviews in accordance with the review procedures and rules for the registration-based IPO system to ensure the smooth and orderly transition of the Enterprises under Review. The specific arrangements made for the first batch of Enterprises under Review are as follows:

 

1. For those that have passed the review by the Stock Issuance Review and Verification Committee, the Notice shall be followed.

 

2. For those that have passed the preliminary review but not passed the review by the Stock Issuance Review and Verification Committee in review by the CSRC, SZSE will continue with the review according to the acceptance sequence and review results of the CSRC. If the opinions of the preliminary review meeting have been implemented, SZSE will arrange the ChiNext Board Listing Committee (the "Listing Committee") to have a meeting for deliberation; if the opinions of the preliminary review meeting have not been implemented, SZSE will arrange a review meeting and a meeting of the Listing Committee after implementation of the opinions.

 

3. For those that have received feedback from the CSRC but no preliminary review meeting has been held, SZSE will proceed with the issuance and listing review and inquiry work according to the acceptance sequence and review results of the CSRC. If the feedback has been implemented, a review meeting will be arranged for deliberation; if the feedback has not been implemented, a review meeting will be arranged after implementation.

 

4. For those whose application has been accepted by the CSRC and no feedback has been provided, SZSE shall issue the first round of review inquiry within 20 working days from the date of acceptance. The inquiries and replies will be disclosed on the website of SZSE after the issuer, its sponsor and securities service providers respond to the inquiries.

 

5. The Enterprises under Review for refinancing, M&A and restructuring will follow the above arrangements.

II. What requirements does SZSE have for the application documents of the Enterprises under Review? Will the acceptance sequence change the original review sequence?

 

Answer: According to the Notice, Enterprises under Review may apply to SZSE within 10 working days after the pilot project of the registration-based IPO system for the ChiNext Board. SZSE will accept the application documents in the order in which the relevant enterprises submit them.

 

The issuer, the listed company, the sponsor and the independent financial consultant shall, in accordance with the relevant provisions of the CSRC and SZSE, submit electronic application documents through the issuance and listing review business system of SZSE, and the application documents shall be consistent with the original documents in writing. When an Enterprise under Review submits application documents, it shall also submit documents such as replies to previous feedback.

 

It should be noted that the sequence in which SZSE accepts the application documents is not the same as the sequence of review. According to the Notice, for enterprises whose application documents are accepted within 10 working days after the pilot project of the registration-based IPO system for the ChiNext Board, SZSE will conduct review according to their review stage and acceptance sequence at the CSRC. If an Enterprise under Review fails to file an application within the aforesaid 10 working days, it will be deemed as a new applicant.

 

III. After the pilot project of the registration-based IPO system for the ChiNext Board, do the requirements of the negative list of relevant industries apply when an Enterprise under Review files an application to SZSE?

 

Answer: To ensure a smooth transition from the old system to the new one and stabilize the market expectation, following the principle of "drawing a line between the old and new systems", the Enterprises under Review are not required to apply the requirements of relevant negative list. When an Enterprise under Review submits application documents, it is not required to submit the special statements that it meets the positioning requirements of the ChiNext Board.

 

IV. What arrangements did SZSE make for Enterprises under Review in suspension?

 

Answer: For Enterprises under Review in suspension that file an application within 10 working days after the pilot project of the registration-based IPO system for the ChiNext Board, if their suspension has been eliminated, the issuer (listed company), its sponsor and securities service provider shall inform SZSE in time, and the review of its issuance and listing will be resumed after review and confirmation. If the suspension has not been eliminated, SZSE shall continue the suspension in accordance with relevant regulations.

 

V. What arrangements are made for complaint and investigation after transition of the Enterprises under Review?

 

Answer: Outstanding complaints in relation to the Enterprises under Review will be handled by SZSE after the transition, and the sponsor shall report the investigation results to SZSE.

 

VI. Considering the special circumstance due to COVID-19 this year, what arrangements did SZSE make for the validity period of financial statements quoted in prospectus and major asset restructuring reports?

 

Answer: According to applicable rules, SZSE requires that the financial statements quoted in prospectus and financial statements of relevant assets involved in the transaction in question quoted in the report of major asset restructuring shall be within the validity period of 6 months. Considering the special circumstances due to COVID-19 this year, to better serve the real economy, SZSE intends to modify these rules by allowing the validity period of financial statements quoted in prospectus and financial statements of relevant assets involved in the transaction in question quoted in the report of major asset restructuring to be extended for one month when Enterprises under Review for IPO, M&A and restructuring and new applicants submit their applications this year.

 

VII. What arrangements did SZSE make for the review of new applicants for IPO?

 

Answer: Ten working days after the pilot project of registration-based IPO system for the ChiNext Board, SZSE will begin to accept applications filed by new applicants. For new applicants for IPO, SZSE will, in accordance with the relevant provisions of the Review Rules for Issuance and Listing of Shares on the ChiNext Board, start the review according to the acceptance sequence, and issue the first round of review inquiry within 20 working days from the date of acceptance.

To duly enforce the Notice of China Securities Regulatory Commission on Arrangements for the Transitional Period of Relevant Administrative Licensing Matters before and after the Reform of the ChiNext Board and the Pilot Project of the Registration-based IPO System (the "Notice") and steadily promote the transition in the review of the reform of the ChiNext Board and the pilot project of the registration-based IPO system, the spokesperson of Shenzhen Stock Exchange ("SZSE") answered questions on market concerns from reporters.