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简化审核程序、建立分期支付机制,重大资产重组新规正式落地
Di Yi Cai Jing·2025-05-16 14:32

Core Viewpoint - The new regulations for major asset restructuring of listed companies have been officially implemented, aimed at simplifying review processes and enhancing regulatory inclusiveness, which is expected to stimulate market vitality and promote high-quality development in the capital market [1][2]. Group 1: Key Measures of the New Regulations - Establishment of a phased payment mechanism for restructuring shares, allowing companies to register once and issue shares in phases over a period of 48 months, with options for performance compensation or phased payments [2][3]. - Introduction of a simplified review process for restructuring transactions, which do not require review by the M&A Committee of the stock exchange, allowing the China Securities Regulatory Commission (CSRC) to make registration decisions within 5 working days [2]. - Increased regulatory tolerance regarding changes in financial conditions, competition among peers, and related party transactions [2]. Group 2: Encouragement of Private Fund Participation - Encouragement for private funds to participate in mergers and acquisitions, with a "reverse linkage" mechanism for investment periods and lock-up periods, reducing lock-up periods for certain shareholders [3]. - Since the introduction of the "six merger rules," the scale and activity of the M&A market have significantly increased, with over 1,400 asset restructuring disclosures and more than 160 major asset restructurings reported [3]. - In the current year, the number of disclosed asset restructurings has reached over 600, 1.4 times that of the same period last year, with major asset restructurings amounting to approximately 90, 3.3 times the previous year [3].