|
Article 48 An application for the listing of any securities shall be filed with a stock exchange and shall be subject to the examination and approval of the stock exchange according to law and a listing agreement shall be reached by both parties. The stock exchanges shall, according to the decision of the department as authorized by the State Council, arrange the listing of government bonds.
Article 49 As for an application for the listing of any stocks, convertible corporate bonds or any other securities, to which a recommendation system is applied, as prescribed by laws and administrative regulations, an institution with the qualification of recommendation shall be employed as the recommendation party. The provisions of paragraphs 2 and 3 of Article 11 of the present Law shall be applied to the recommendation party of listing.
Article 50 A stock-limited company that files an application for the listing of its stocks shall satisfy the following requirements:
(1) The stocks shall have been subject to the examination and approval of the securities regulatory authority under the State Council and shall have been publicly issued; (2) The total amount of capital stock shall be no less than RMB 30 million yuan; (3) The shares as publicly issued shall reach more than 25 % of the total amount of corporate shares; where the total amount of capital stock of a company exceeds RMB 0.4 billion yuan, the shares as publicly issued shall be no less than 10% thereof; and (4) The company may not have any major irregularity over the latest years and there is no false record in its financial statements. A stock exchange may prescribe the requirements of listing that are more strict than those as prescribed in the preceding paragraph herein, which shall be reported to the securities regulatory authority under the State Council for approval.
Article 51 The state encourages the listing of corporate stocks that comply with the relevant industrial policies and fulfill the relevant requirements of listing.
Article 52 With regard to an application for the listing of stocks, the following documents shall be reported to a stock exchange:
(1) The listing report; (2) The resolution of the general assembly of shareholders regarding the application for the listing of stocks; (3) The constitution of the company; (4) The business license of the company; (5) The financial statements of the company for the latest years as audited by an accounting firm according to law; (6) The legal opinions as well as the Recommendation Letter of Listing; (7) The latest prospectus; and (8) Any other document as prescribed by the listing rules of the stock exchange.
Article 53 Where an application for the listing of stocks has been subject to the examination and approval of a stock exchange, the relevant company that has reached a listing agreement thereon shall announce the relevant documents for stock listing within the prescribed period and shall make the said documents available for public reference in designated places.
Article 54 A company that has reached a listing agreement may not only announce the documents as prescribed in the preceding Article herein but also announce the following items:
(1) The date when the stocks have been approved to be listed in a stock exchange; (2) The name list of the top 10 shareholders who hold the largest number of shares in the company as well as the amount of stocks as held thereby; (3) The actual controller of the company; and (4) The names of the directors, supervisors and senior managers of the company as well as the relevant information on the stocks and bonds of the company as held thereby.
Article 55 Where a listed company is in any of the following circumstances, the stock exchange shall decide to suspend the listing of its stocks:
(1) Where the total amount of capital stock or share distribution of the company changes and thus, fails to meet the requirements of listing; (2) Where the company fails to publicize its financial status according to the relevant provisions or has any false record in its financial statements, which may mislead the investors; (3) Where the company has any major irregularity; (4) Where the company has been operating at a loss for the latest 3 consecutive year; or (5) Under any other circumstance as prescribed in the listing rules of the stock exchange.
Article 56 Where a listed company is in any of the following circumstances, the stock exchange shall decide to terminate the listing of its stocks:
(1) Where the total amount of capital stock or share distribution of the company changes and thus, fails to meet the requirements of listing, and where the company fails again to meet the requirements of listing within the period as prescribed by the stock exchange; (2) Where the company fails to publicize its financial status according to the relevant provisions or has any false record in its financial statements, and refuses to make any correction; (3) Where the company has been operating at a loss for the latest 3 consecutive years and fails to gain profits in the year thereafter; (4) Where the company is dissolved or is announce bankruptcy; or (5) Under any other circumstance as prescribed in the listing rules of the stock exchange.
Article 57 A company shall, when applying for the listing of corporate bonds, fulfill the following requirements:
(1) The term of corporate bonds shall be more than 1 year; (2) The amount of corporate bonds to be actually issued shall be no less than RMB 50 million yuan; and (3) The company shall meet the statutory requirements for the issuance of corporate bonds when applying for the listing of its bonds.
Article 58 A company shall, when filing an application for the listing of its corporate bonds, report the following documents to a stock exchange:
(1) The listing report; (2) The resolution as adopted by the board of directors regarding the application for listing; (3) The constitution of the company; (4) The business license of the company; (5) The measures for financing through the issuance of corporate bonds; (6) The amount of corporate bonds to be actually issued; and (7) Any other document as prescribed in the listing rules of the stock exchange. With regard to an application for the listing of convertible corporate bonds, the Recommendation Letter of Listing as produced by the relevant recommendation party shall be reported.
Article 59 Where an application for the listing of corporate bonds has been subject to the examination and approval of the stock exchange, the company that has reached a listing agreement thereon shall, within the prescribed period, announce its report on the listing of its corporate bonds as well as the relevant documents and make its application documents available for public reference in designated places.
Article 60 After any corporate bonds are listed, where the relevant company is in any of the following circumstances, the stock exchange may decide to suspend the listing of its corporate bonds:
(1) Where the company has any major irregularity; (2) Where the company has any major change and thus fails to meet the requirements for the listing of corporate bonds; (3) Where the funds as raised through the issuance of corporate bonds fail to be used according to the purpose as verified; (4) Where the company fails to perform its obligations according to the measures for financing through the issuance of corporate bonds; or (5) Where the company has been operating at a loss for the latest 2 consecutive years.
Article 61 Where a company is in any of the circumstances as described in item (1) or (4) of the preceding Article herein and the consequences as incurred therefrom have been verified to be serious, or where a company is under any of the circumstances as described in any of item (2), (3), or (5) of the preceding Article herein and fails to eliminate the relevant consequence within a specified time limit, the stock exchange shall decide to terminate the listing of corporate bonds of the company. In case a company is dissolved or declared bankrupt, the stock exchange shall terminate the listing of corporate bonds thereof.Article 62 Any company, which is dissatisfied with a decision of a stock exchange on disapproving, suspending or terminating its listing, may file an application for a review with the review organ established by the stock exchange. |