沪深交易所修订发布规范运作指引 推动上市公司优化治理

Core Viewpoint - The Shanghai Stock Exchange and Shenzhen Stock Exchange have revised their self-regulatory guidelines for listed companies to enhance corporate governance, regulate the management and use of raised funds, and protect investors' rights and interests [1] Group 1: Audit Committee Regulations - The audit committee's responsibilities have been detailed to include the exercise of supervisory board powers, alongside its original duties of reviewing financial information and overseeing audits [2] - The organization and operation of the audit committee have been standardized, requiring it to consist of at least three directors who are not senior management, with a majority being independent directors [2] Group 2: Shareholder Rights and Responsibilities - The voting rights of related directors must be excluded during the approval of related party transactions, ensuring fair decision-making [3] - The threshold for minority shareholders to propose temporary motions has been reduced from 3% to 1%, enhancing their ability to influence company decisions [3] - Companies are prohibited from using investor interaction platforms to manipulate market perceptions or provide selective information [3] Group 3: Internal Audit Requirements - Companies are required to have their internal audit systems reviewed by the board and disclosed externally, ensuring transparency [4] - Internal audit institutions must adhere to specific reporting requirements, enhancing accountability [4] Group 4: Fund Management Regulations - Detailed management requirements for raised funds have been established, including the necessity for temporary liquidity support to be conducted through dedicated accounts [4] - Regulations have been tightened regarding the use of excess raised funds, mandating their allocation to ongoing or new projects [4] - The responsibilities of intermediary institutions have been reinforced, requiring them to act diligently in cases of project cancellations or fund irregularities [4]