(1) Asset reorganization under the control of the same company
For the reorganization of the same, similar or related businesses under the control of the same company, the China Securities Regulatory Commission issued the Opinions on the Application of Securities and Futures Law No.3 on May 19, 2008. Article 12 of the Measures for the Administration of Initial Public Offerings and Listing Applicable Opinions The issuer's main business has not changed significantly in the last three years.
The document specifies in detail the handling methods of asset reorganization of different scales under the control of the same company, and the main points are as follows:
If the total assets of the reorganized party at the end of the previous fiscal year or the total operating income or profit of the previous fiscal year reaches or exceeds 20% of the corresponding projects to be listed before the reorganization, the financial statements submitted shall at least include the latest balance sheet after the completion of the reorganization.
If it reaches or exceeds 50%, but does not exceed 100%, brokers and lawyers shall conduct due diligence, express opinions, declare financial information and other relevant documents as required by the issuer; If it reaches or exceeds 100%, in order to facilitate investors to understand the overall operation after reorganization, the company to be listed must operate for one fiscal year before applying for issuance. See the document for detailed regulations.
(2) Asset reorganization not under the control of the same controller.
At present, there is no corresponding document to clearly regulate the asset reorganization under the control of different companies. In the practice of reorganization and listing, the net assets of the company to be listed after reorganization shall not exceed 20% of the net assets before reorganization in principle.