China Securities Regulatory Commission issued the Measures for the Administration of Major Asset Restructuring of Listed Companies. In order to regulate the major asset reorganization of listed companies, protect the legitimate rights and interests of listed companies and investors, promote the continuous improvement of the quality of listed companies, and safeguard social and public interests, these measures are formulated in accordance with the Company Law, the Securities Law and other laws and administrative regulations. Issued by China Securities Regulatory Commission on 20 14 10.

1 Item (1) of Paragraph 1 of Article 14 is amended as: "If the purchased assets are equity, the total assets are the product of the total assets of the invested enterprise and the proportion of the invested equity and the transaction amount, the operating income is the product of the invested enterprise's operating income and the proportion of the invested equity, and the net assets are the product of the invested enterprise's net assets and the proportion of the invested equity and the transaction amount. If the assets sold are equity, the total assets, operating income and net assets of the invested enterprise shall be based on the product of the total assets, operating income and net assets of the invested enterprise and the equity ratio of the investment.

2. "If the purchase of equity causes the listed company to obtain the controlling interest in the invested enterprise, its total assets shall be subject to the higher of the total assets and transaction amount of the invested enterprise, its operating income shall be subject to the operating income of the invested enterprise, its net profit shall be subject to the higher of the net profit before and after deducting non-recurring gains and losses, and its net assets shall be subject to the higher of the net assets and transaction amount of the invested enterprise; If the sale of equity causes the listed company to lose control of the invested enterprise, its total assets, operating income and net assets shall be based on the total assets, operating income and net assets of the invested enterprise respectively. "

3. Item (4) of Paragraph 1 of Article 14 is amended as: "If a listed company continuously purchases or sells the same or related assets within 65,438+02 months, the corresponding amount shall be calculated according to its accumulated amount. Asset transactions that have been compiled and disclosed in accordance with the provisions of these Measures need not be included in the cumulative calculation. The cumulative term and scope of major asset restructuring stipulated in the first paragraph of Article 13 of these Measures shall be subject to the provisions of the China Securities Regulatory Commission. "