"Three types of shareholders" refer to contractual private equity funds, asset management plans and trust plans, and "Three types of shareholders" enterprises refer to enterprises with "Three types of shareholders" among direct shareholders or indirect investors.

Before 217, such enterprises are generally considered as not meeting the audit requirements of listing supervision. Before applying for listing, the "three types of shareholders" need to be eliminated through buyback by the actual controller or controlling shareholder or transfer to other investment institutions.

some media reported that the CSRC is studying and formulating an audit policy for the IPO audit of the "three types of shareholders" in the companies listed on the New Third Board, and the regulatory authorities have not rejected the "three types of shareholders". It is said that the regulatory authorities have been studying ways to open up a channel for IPO audit of enterprises with "three types of shareholders".

Previously, it was difficult to check the potential penetration of the three types of shareholders, and it was easy to breed stock holding, related parties hiding their shares, avoiding sales restrictions, and even transferring benefits, which had been a big obstacle for the three types of shareholders to switch to IPO. It was also considered as a practice for the new third board enterprises to clean up the three types of shareholders before applying for IPO.

The following problems mainly exist in the "three types of shareholders" enterprises:

1. Lack of legal person qualification, making it difficult to register the ownership

All the "three types of shareholders" are financial products based on contracts, which are not regarded as civil subjects in industrial and commercial registration, so they cannot be registered as shareholders and lack legal person qualification. Therefore, the "three types of shareholders" are the clients who invest in the name of trustees.

2. It is difficult for investors and sources of funds to penetrate the verification

Contractual private equity funds, asset management plans and trust plans are essentially agency structures in legal relations, and there are often many shareholders behind them. Especially in the case of multiple financial products nested at different levels, it is easier to breed problems such as agency holding of shares, hidden holding of shares by related parties, evasion of sales restrictions, short-term trading and even interest transfer, and it is difficult to achieve penetrating supervision.

3. The investment decision and income distribution mechanism are not effectively disclosed

The investment decision and income distribution mechanism of "three types of shareholders" are not effectively disclosed, which is easy to cause disputes and does not meet the requirements of IPO for clear ownership structure. Even some "three types of shareholders" use the fund pool to invest. Investors can transfer and change freely, and it is more difficult for third parties to obtain the information of the ultimate investors and rights holders through public channels. Therefore, it is difficult and complicated to continuously disclose the final investor structure with "three types of shareholders" and whether its changes are true and whether it involves undisclosed related parties.

4, the company's shareholding structure is unstable

The existence of "three types of shareholders" may lead to the instability of the company's shareholding structure. In the past, the queue time for applying for IPO was long. During this period, if the "three types of shareholders" paid due, their shares or income rights were transferred, the equity structure of the invested company would be unstable. If the "three types of shareholders" use the maturity mismatch to make "short-term and long-term investments", and part of the short-term and fixed-income debt investment products will be used to invest in equity investment products with a term of three to five years, which will increase the risk of redemption crisis.