A share increase application needs to be submitted to the Securities Regulatory Commission. The China Securities Regulatory Commission will make a decision on whether to accept the application within 5 working days after receiving the application, and a response on whether the application is approved or not will be given within 3 months. After passing, listed companies are required to complete additional issuance within 6 months. If the additional issuance is not completed within 6 months, the application will be invalid.
The approval time of the Securities Regulatory Commission: approval by the Issuance Review Committee + 30 days. Approval can be made on any day during this period, but it cannot exceed 30 days.
Completion time of fixed increase: CSRC approval date + 21 days. It can be completed on any day during this period, but it cannot exceed 21 days.
The fixed increase completion time is 48 days from today, and 48 days is the longest time. It can be completed on any day during this period.
It takes six months for the China Securities Regulatory Commission to accept the fixed increase and approve it.
Decision on whether to accept the application will be made within five working days after receiving the application documents. It generally takes 2 to 3 months to obtain approval, and the final implementation of the scheduled increase needs to be completed within 6 months.
The process of private placement:
1. The company draws up a preliminary plan, communicates with the China Securities Regulatory Commission in advance, and obtains approval;
2. The company holds a board of directors meeting and announces Plan for private placement and propose convening a general meeting of shareholders;
3. The company convenes a general meeting of shareholders and announces the plan for private placement; submit formal application materials to the China Securities Regulatory Commission;
4. Apply for approval by China The issuance review committee of the China Securities Regulatory Commission has reviewed and approved, and the company has announced the approval document;
5. The company convened a board of directors to review and approve the specific content of the private placement and make an announcement;
6. Implement the private placement plan ;
7. The company announces issuance status and share change report.
The role of private placement:
1. Use the market valuation premium of listed companies (relative to the book value of the parent company’s assets) to amplify the parent company’s assets through the capital market , thereby increasing the asset value of the parent company;
2. Complying with the regulatory requirements of the China Securities Regulatory Commission for listed companies, fundamentally avoiding related transactions and horizontal competition between the parent company and the listed company, and realizing the listed company's Complete financial and operational autonomy;
3. For group companies with a low shareholding ratio, private placement can further strengthen the control of listed companies;
4. For listed state-owned companies and groups, it reduces the management level, internalizes a large number of external problems, reduces transaction costs, and can more effectively strengthen the market value-oriented mechanism through equity incentives and other methods;
5. Timing The importance of choice. The current valuation of listed companies is still at a low level. At this time, private placement is more beneficial for the group to obtain more shares, which is more beneficial from the perspective of future shareholding reduction;
6. Private placement can As a new means of mergers and acquisitions, it promotes the growth of high-quality leading companies through mergers and acquisitions;
7. Non-publicly issued major shareholders and large investors with strength and strong risk tolerance can close to the market price, Even at a price that exceeds the market price, it provides funds to listed companies and minimizes the investment risks of small investors.
Legal Basis
"Administrative Measures for the Issuance of Securities by Listed Companies"
Article 39 If a listed company has any of the following circumstances, it shall not issue shares privately :
(1) The application documents for this issuance contain false records, misleading statements or major omissions;
(2) The rights and interests of the listed company are seriously damaged by the controlling shareholder or actual controller and has not been eliminated;
(3) The listed company and its subsidiaries have provided external guarantees in violation of regulations and have not been released;
(4) Current directors and senior managers in the past thirty-six months Have been subject to administrative punishment by the China Securities Regulatory Commission within the past twelve months, or have been publicly condemned by the stock exchange within the past twelve months;
(5) The listed company or its current directors and senior managers are being punished for suspected crimes; Judicial authorities have opened a case for investigation or suspected violations of laws and regulations are being investigated by the China Securities Regulatory Commission;
(6) The financial statements of the most recent year and period have been issued by certified public accountants with qualified opinions, negative opinions or disclaimer of opinions audit reports . Exceptions include reserved opinions, negative opinions or inability to express opinions where the significant impact of the matters involved has been eliminated or the issuance involves major restructuring;
(7) Serious damage to the legitimate rights and interests of investors and the interests of the public *** other situations.
"Regulations on the Administration of Futures Trading"
Article 4 Futures trading shall be conducted in a futures exchange established in accordance with the provisions of Article 6, Paragraph 1 of these Regulations, a futures exchange approved by the State Council, or a futures supervision institution under the State Council. Other futures trading venues approved by regulatory agencies.
Futures trading outside the futures trading venues specified in the preceding paragraph is prohibited.