The following are the State Council's nine opinions referred to as "National Nine Articles".
The State Council's opinion on promoting the reform, opening up and stable development of the capital market.
People's governments of all provinces, autonomous regions and municipalities directly under the Central Government, ministries and commissions and institutions directly under the State Council:
Since the issuance of the Notice of the State Council on Further Strengthening Macro-management of the Securities Market (Guo Fa [1992] No.68), China's capital market has developed rapidly and achieved remarkable results. The capital market has begun to take shape, the market infrastructure has been continuously improved, the legal and regulatory system has been gradually improved, and the degree of market standardization has been further improved. It has become an important part of the socialist market economic system, and has made important contributions to the reform and development of state-owned enterprises and financial markets, optimizing the allocation of resources, and promoting economic restructuring and economic development. In order to implement the spirit of the 16th National Congress of the Communist Party of China and the Third Plenary Session of the 16th Central Committee, and actively promote the reform, opening up and stable development of the capital market around the strategic goal of building a well-off society in an all-round way, we hereby put forward the following opinions.
First, fully understand the significance of vigorously developing the capital market.
Vigorously developing the capital market is an important strategic task, which is of great significance to China's strategic goal of quadrupling the national economy in the first 20 years of this century. First, it is conducive to improving the socialist market economic system, giving greater play to the function of the capital market in optimizing resource allocation, and effectively transforming social funds into long-term investments. Second, it is conducive to the structural adjustment and strategic reorganization of the state-owned economy and accelerates the development of the non-state-owned economy. Third, it is conducive to increasing the proportion of direct financing, improving the structure of financial markets, improving the efficiency of financial markets and maintaining financial security.
China's capital market has gradually developed with the process of economic system reform. Due to the incompleteness of reform and the limitation of system design in the early stage of establishment, there are still some deep-seated problems and structural contradictions in the capital market, which restrict the effective play of market functions. These problems are encountered in the development of the capital market and can only be solved step by step in the development. The 16th National Congress of the Communist Party of China put forward the strategic goal of building a well-off society in an all-round way, and the Third Plenary Session of the 16th Central Committee adopted the Decision of the Central Committee on Several Issues Concerning Perfecting the Socialist Market Economic System, which made arrangements for the development of the capital market and pointed out the direction for the reform, opening up and stable development of China's capital market. We should clearly understand the situation, seize the opportunity, change our ideas, vigorously develop the capital market, increase the proportion of direct financing, create and cultivate a good investment environment, give full play to the role of the capital market in promoting capital formation, optimizing resource allocation, promoting economic restructuring and improving corporate governance structure, and make new contributions to the sustained, rapid, coordinated and healthy development of the national economy and building a well-off society in an all-round way.
Two. Guiding ideology and task of promoting the reform, opening up and stable development of capital market
The guiding ideology for promoting the reform, opening up and stable development of the capital market is: under the guidance of Deng Xiaoping Theory and Theory of Three Represents, fully implement the spirit of the 16th National Congress of the Communist Party of China and the Third Plenary Session of the 16th Central Committee, follow the principles of "openness, fairness and justice" and "legality, supervision, self-discipline and standardization", persist in serving the overall situation of the national economy, and realize coordinated development with the national economy; Adhere to the rule of law and protect the legitimate rights and interests of investors, especially public investors; Adhere to the market orientation of capital market reform and give full play to the role of market mechanism; Adhere to the unity of reform intensity, development speed and market affordability, and handle the relationship between reform, development and stability; Insist on solving the problems in progress by means of development, and handle the relationship between accelerating the development of capital market and preventing market risks; Adhere to gradual progress and constantly improve the level of opening up.
The task of promoting the reform, opening up and stable development of the capital market is to build a transparent and efficient capital market with reasonable structure, sound mechanism, perfect functions and safe operation with the goal of expanding direct financing, perfecting the modern market system and giving full play to the basic role of the market in resource allocation. Around this goal, we should establish an efficient capital market system, which is conducive to all kinds of enterprises to raise funds and meet various investment needs; Improve the market-oriented product innovation mechanism and form a capital market product structure that combines price discovery and risk management, and coordinates stock financing and bond financing; Cultivate honest and trustworthy listed companies and market intermediary groups with standardized operation and sound governance mechanism, and strengthen market subject restraint and survival of the fittest mechanism; Improve the market supervision system with clear responsibilities, effective risk control and coordination, and effectively protect the legitimate rights and interests of investors.
Third, further improve relevant policies to promote the stable development of the capital market.
The stable development of the capital market needs corresponding policy guidance and support. All departments should further improve relevant policies to create a good environment for the stable development of the capital market.
Improve the examination and approval system for securities issuance and listing. Improve the mechanism that is conducive to the equal use of the capital market by all kinds of high-quality enterprises and improve the efficiency of resource allocation.
Pay attention to the return on investment in the capital market. Practical measures should be taken to change the situation that some listed companies re-list, light restructuring, heavy financing and light return, improve the overall quality of listed companies, and provide investors with opportunities to share the fruits of economic growth and increase wealth.
Encourage compliance funds to enter the market. We will continue to vigorously develop securities investment funds. Support insurance funds to directly invest in the capital market in various ways, and gradually increase the proportion of social security funds, enterprise supplementary pension funds, commercial insurance funds and other funds to invest in the capital market. It is necessary to cultivate a group of honest and law-abiding professional institutional investors, so that institutional investors, mainly fund management companies and insurance companies, will become the leading force in the capital market.
Broaden the financing channels of securities companies. Continue to support qualified securities companies to publicly issue stocks or bonds to raise long-term funds. We will improve the management measures for securities companies to pledge loans and enter the inter-bank market, formulate auditing standards for securities companies' acquisitions, mergers and securities underwriting business loans, and create favorable conditions for securities companies to use loan financing funds on the premise of improving the risk control mechanism. Steadily carry out pilot financing of fund management companies.
Actively and steadily solve the problem of non-tradable shares. Standardize the transfer of non-tradable shares of listed companies to prevent the loss of state-owned assets. Steadily solve the problem of share circulation that cannot be listed and circulated in listed companies at present. When solving this problem, we should respect the laws of the market, which is conducive to the stability and development of the market and effectively protect the legitimate rights and interests of investors, especially public investors.
Improve the tax policy of the capital market. Study and formulate tax policies to encourage public investment, improve the management measures for turnover tax and income tax collection of securities and futures companies, and implement centralized income tax collection and management for qualified securities and futures companies.
Fourth, improve the capital market system and enrich the variety of securities investment.
Establish a multi-level stock market system. On the basis of overall consideration of the rational layout and functional orientation of the capital market, we will gradually establish a multi-level capital market system to meet the financing needs of different types of enterprises, study and put forward the corresponding conditions for securities issuance and listing, and establish a supporting company selection mechanism. Continue to standardize and develop the main board market and gradually improve the structure of listed companies in the main board market. Promote the construction of GEM market step by step, improve the venture capital mechanism, and expand the financing channels for SMEs. Actively explore and improve the share transfer system under unified supervision.
Actively and steadily develop the bond market. On the basis of strictly controlling risks, qualified enterprises are encouraged to raise funds by issuing corporate bonds, so as to change the relatively backward situation of bond financing development, enrich the varieties of bond market and promote the coordinated development of capital market. Formulate and improve corporate bond issuance, trading, information disclosure, credit rating and other rules and regulations, and establish and improve debt repayment guarantee mechanisms such as asset mortgage and credit guarantee. Gradually establish a centralized supervision and unified interconnected bond market.
Develop the futures market steadily. Under the premise of strictly controlling risks, we will gradually introduce commodity futures varieties that provide price discovery and hedging functions for commodity producers and consumers.
Establish a market-oriented variety innovation mechanism. Research and development of new varieties related to stocks and bonds and their derivatives. Increase the development of low-risk fixed-income securities products and provide investors with alternative securities investment varieties. Actively explore and develop asset securitization varieties.
Five, to further improve the quality of listed companies, and promote the standardized operation of listed companies.
Improve the quality of listed companies. The quality of listed companies is the source of investment value in the securities market. Directors and senior managers of listed companies should take the maximization of shareholders' interests and the continuous improvement of profitability as the starting point and the end result of their work. It is necessary to further improve the stock issuance management system, implement the securities issuance and listing sponsorship system, support the issuance and listing of companies with strong competitiveness, standardized operation and good benefits, and improve the quality of listed companies from the source. Encourage listed companies to conduct market-oriented mergers and acquisitions that are conducive to the company's sustainable development. Further improve the refinancing policy and support high-quality listed companies to use the capital market to accelerate their development and become better and stronger. Standardize the operation of listed companies. Improve the corporate governance structure of listed companies, and in accordance with the requirements of modern enterprise system, truly form a mechanism of checks and balances among power institutions, decision-making institutions, supervision institutions and managers. Strengthen the fiduciary responsibility of directors and senior executives, and further improve the independent director system. Standardize the behavior of controlling shareholders, and investigate the responsibility of controlling shareholders who harm the interests of listed companies and minority shareholders. Strengthen the responsibilities of listed companies and other information disclosure obligors, and effectively ensure the authenticity, accuracy, completeness and timeliness of information disclosure. Establish and improve the incentive and restraint mechanism for senior executives of listed companies.
Improve the market exit mechanism. Combined with the construction of multi-level market system, take effective measures to further improve the market exit mechanism. While realizing the survival of the fittest of listed companies, we should establish an accountability mechanism for dereliction of duty of executives of delisting companies to effectively protect the legitimate rights and interests of investors.
Six, promote the standardized development of intermediary service institutions in the capital market, improve the level of practice, and build securities and futures companies into competitive modern financial enterprises. According to the principle of prudent supervision, improve the market access system of securities and futures companies. Supervise and urge securities and futures companies to improve their governance structure, standardize the behavior of shareholders, and strengthen the integrity responsibility of the board of directors and managers. Reform the management system of securities and futures customer transaction settlement funds, and study and improve the deposit and management mechanism of customer transaction settlement funds. It is strictly forbidden to misappropriate customer assets and earnestly safeguard the legitimate rights and interests of investors. Securities and futures companies should improve the internal control mechanism and strengthen the centralized and unified management of branches. Improve the risk monitoring index system with net capital as the core, and urge securities and futures companies to implement sound financial policies. Encourage securities and futures companies to become better and stronger through mergers and acquisitions, optimization and integration. Establish and improve the market withdrawal mechanism of securities and futures companies.
Strengthen the management of other intermediary service institutions. Standardize the development of securities and futures investment consulting institutions and securities credit rating agencies, strengthen the management of accounting firms, law firms and asset appraisal institutions, and improve the professional service level of intermediary institutions.
Seven, strengthen the legal system and integrity construction, improve the level of capital market supervision.
Improve the legal system of the capital market and strengthen the construction of integrity. In accordance with the overall plan of vigorously developing the capital market, we will improve the legal system conducive to the stable development of the capital market and the protection of investors' rights and interests. It is necessary to clean up administrative regulations, local regulations, departmental rules and policy documents that hinder the development of the market and create a good legal environment for vigorously developing the capital market. In accordance with the requirements of improving the social credit system of the modern market economy, we will formulate credit rules for the capital market, maintain the credit order, and resolutely implement measures to ban institutions and individuals who violate laws and regulations seriously and lose their trust in the market.
Promote administration according to law and strengthen capital market supervision. In accordance with the requirements of deepening the reform of the administrative examination and approval system and implementing the administrative licensing law, improve the quality and level of law enforcement personnel. Establish the supervision concept of keeping pace with the times, establish and improve the supervision mode suitable for the development stage of the capital market, improve the supervision means and improve the supervision efficiency. Further enrich the supervision power, integrate the supervision resources, and cultivate a supervision team with excellent political quality and professional quality. Through the implementation of effective market supervision, we will strive to improve the fairness, transparency and efficiency of the market, reduce the risks of the market system and protect the legitimate rights and interests of market participants.
Give play to the role of industry self-discipline and public opinion supervision. It is necessary to give play to the self-discipline management role of securities and futures exchanges, registration and settlement companies, securities and futures industry associations, lawyers, accountants, asset appraisal and other industry associations. It is necessary to guide and strengthen the propaganda and supervision of the news media on the securities and futures market.
Eight, strengthen coordination, prevent and resolve market risks.
Create a good environment for the development of the capital market. The risk prevention of capital market is related to the financial security of the country and the healthy development of the national economy. All regions and departments should care about and support the standardized development of the capital market. When introducing policies and measures involving the capital market, we should fully consider the sensitivity, complexity and particularity of the capital market, establish a coordination mechanism with information sharing, convenient communication and clear responsibilities, and create a good environment and conditions for the stable development of the market.
* * * The same as preventing and defusing market risks. All regions and departments should earnestly perform their duties as stipulated in the Company Law and other relevant laws and regulations, and take effective measures to prevent and promptly correct the false capital contribution of promoters, the embezzlement of assets of listed companies by major shareholders or actual controllers, etc. All regions and relevant competent departments should strengthen the management of delisting companies in accordance with the law to ensure the smooth progress of delisting. For securities and futures companies that have major operational risks and must withdraw from the capital market or take other administrative measures, local people's governments, financial supervision departments and public security and judicial departments should strengthen coordination and cooperation, and take active and effective measures to deal with risks in accordance with laws, regulations and relevant policies. All regions and departments should establish a rapid response mechanism to deal with emergencies in the capital market and a long-term mechanism to prevent and resolve risks.
Severely crack down on illegal activities in the securities and futures markets. All regions should implement the spirit of rectifying and standardizing the market economic order in the State Council, and prohibit illegal securities and futures activities such as illegal issuance of securities, illegal establishment of securities and futures operating institutions, illegal trading of securities and futures, and illegal or disguised establishment of securities and futures trading places. Government departments such as finance, public security, auditing, industry and commerce and state-owned assets supervision and administration institutions should strengthen coordination and cooperation, intensify the crackdown, and maintain the order of the capital market.
Nine, conscientiously sum up experience, actively and steadily promote opening up.
Strictly fulfill the commitment of China's security service industry to open to the outside world after its accession to the WTO. Encourage qualified foreign securities institutions to participate in securities companies and fund management companies, and continue to try out the system of qualified foreign institutional investors.
Actively use overseas capital markets. Follow the market rules and international practices, and support qualified mainland enterprises to issue securities overseas and go public. Support qualified mainland institutions and personnel to engage in service business and futures hedging business related to capital market investment abroad. Seriously study the qualified domestic institutional investor system.
Strengthen exchanges and cooperation. Implement closer economic and trade cooperation arrangements with Hong Kong and Macao. Further strengthen contact and cooperation with relevant international organizations and overseas securities regulatory agencies.
Vigorously developing the capital market is an important decision made by the CPC Central Committee and the State Council from the overall situation and strategic height. All regions and departments must attach great importance to it, establish a global concept, fully understand the significance of developing the capital market, strengthen confidence, seize opportunities, explore and innovate, create conditions for the development of the capital market, actively promote the reform, opening up and stable development of China's capital market, and make contributions to the grand goal of building a well-off society in an all-round way.