Chapter 1 General Provisions Article 1 In order to regulate the securities issuance and listing sponsorship business, improve the quality of listed companies and the professional level of securities companies, protect the legitimate rights and interests of investors, and promote the healthy development of the securities market, according to the Securities Law , "The Decision of the State Council on Establishing Administrative Licensing for Administrative Approval Items that Really Need to Be Retained" (State Council Order No. 412) and other relevant laws and administrative regulations, these Measures are formulated. Article 2 The issuer shall hire a securities company with sponsor qualifications to perform sponsorship duties for the following matters:

(1) Initial public offering and listing of stocks;

(2) Listed companies Issuance of new shares and convertible corporate bonds;

(3) Other circumstances determined by the China Securities Regulatory Commission (hereinafter referred to as the "China Securities Regulatory Commission"). Article 3 Securities companies engaged in the sponsorship business of securities issuance and listing shall apply to the China Securities Regulatory Commission for sponsor agency qualifications in accordance with the provisions of these Measures.

To perform sponsorship duties, a sponsor institution shall designate an individual who has obtained the qualification of a sponsor representative in accordance with the provisions of these Measures to be specifically responsible for the sponsorship work.

No institution or individual may engage in sponsorship business without the approval of the China Securities Regulatory Commission. Article 4 Sponsor institutions and their sponsor representatives shall abide by laws, administrative regulations and relevant provisions of the China Securities Regulatory Commission, abide by business rules and industry norms, be honest and trustworthy, diligent and responsible, dutifully recommend issuers for the issuance and listing of securities, and continue to supervise issuers to perform their duties. Standardize operations, keep promises, information disclosure and other obligations.

The sponsor institution and its sponsor representatives shall not seek any improper benefits by engaging in sponsorship business. Article 5 Sponsor representatives shall abide by professional ethics, cherish and maintain the professional reputation of sponsor representatives, maintain due professional prudence, and maintain and improve professional competence.

The sponsor representative shall safeguard the legitimate interests of the issuer and keep confidential the issuer information learned in the course of engaging in sponsorship business. Sponsor representatives shall abide by the principle of independent performance of duties, and shall not lose their objective and impartial position by catering to the issuer or satisfying the issuer's improper requirements, and shall not instigate, assist or participate in the illegal or fraudulent activities of the issuer and securities service institutions. behavior.

The sponsor representative and his/her spouse shall not hold shares of the issuer in any name or manner. Article 6 For securities issued at the same time, the issuance sponsorship and listing sponsorship shall be undertaken by the same sponsoring institution. Sponsors shall verify the issuer's application documents and securities issuance and fundraising documents in accordance with the law, and issue recommendation opinions to the China Securities Regulatory Commission and stock exchanges. The sponsor institution shall ensure that the documents issued are true, accurate and complete.

If the scale of securities issuance reaches a certain amount, joint sponsorship can be used, but the number of sponsors participating in joint sponsorship shall not exceed 2.

The lead underwriter of securities issuance can be the sponsor institution, or other securities companies with sponsor qualifications can serve together with the sponsor institution***. Article 7 The issuer and its directors, supervisors, senior managers, law firms, accounting firms, asset appraisal agencies and other securities service agencies that prepare and issue relevant documents for the issuance and listing of securities and their signatories shall, in accordance with laws and administrative procedures, comply with laws and regulations and the provisions of the China Securities Regulatory Commission, cooperate with the sponsor institution and its sponsor representatives in performing sponsorship duties, and assume corresponding responsibilities.

The performance of sponsorship duties by the sponsor institution and its sponsor representatives cannot reduce or exempt the issuer, its directors, supervisors, senior managers, securities service agencies and their signatories from their responsibilities. Article 8 The China Securities Regulatory Commission shall supervise and manage sponsor institutions and their sponsor representatives in accordance with the law.

The Securities Association of China conducts self-regulatory management of sponsor institutions and their sponsor representatives. Chapter 2 Qualification Management of Sponsor Institutions and Sponsor Representatives Article 9 A securities company applying for the qualification of a sponsor institution shall meet the following conditions: (1) The registered capital shall not be less than RMB 100 million, and the net capital shall not be less than RMB 100 million. Less than RMB 50 million;

(2) It has a complete corporate governance and internal control system, and the risk control indicators comply with relevant regulations;

(3) The sponsor business department has a sound Business procedures, internal risk assessment and control systems, reasonable internal organization setup, and corresponding back-end support such as research capabilities and sales capabilities;

(4) Having a good sponsor business team with a reasonable professional structure and practitioners No less than 35 people, including no less than 20 people who have engaged in sponsorship-related business in the past three years;

(5) No less than 4 employees who meet the qualifications of sponsor representatives;

(6) No administrative penalties have been imposed for major violations of laws and regulations in the past three years;

(7) Other conditions stipulated by the China Securities Regulatory Commission.

Article 10 To apply for the qualification of a sponsor, a securities company shall submit the following materials to the China Securities Regulatory Commission:

(1) Application report;

(2) Resolutions of the shareholders (general meeting) and the board of directors Resolution on applying for sponsor qualifications;

(3) Company establishment approval documents;

(4) Copy of business license;

(5) Corporate governance and Description of the company’s internal control system and implementation;

(6) Description of directors, supervisors, senior managers and major shareholders;

(7) Internal risk assessment and control system and a description of the implementation;

(8) The establishment of the due diligence system, coaching system, internal verification system, continuous supervision system, continuous training system and sponsorship work paper system for the sponsorship business;

< p>(9) Net capital calculation sheet, risk capital reserve calculation sheet and risk control indicator supervision statement for the most recent year audited by an accounting firm with securities and futures-related business qualifications;

(10) Sponsor business Description of department structure, division of labor and staffing;

(11) Description of back-end support departments such as research and sales;

(12) Sponsor business manager, List and resumes of the core person in charge, the person in charge of the recommendation business department and the core team members;

(13) Description of the designated contact person of the securities company;

(14) Securities company A letter of commitment to assume responsibility for the authenticity, accuracy and completeness of the application documents, and should be signed by all its directors;

(15) Other materials required by the China Securities Regulatory Commission.