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改革聚力见决心 并购重组启新程
Zheng Quan Ri Bao·2025-05-18 16:15

Core Viewpoint - The recent amendment to the "Management Measures for Major Asset Restructuring of Listed Companies" by the China Securities Regulatory Commission (CSRC) revitalizes the M&A restructuring market, indicating an optimization of the market environment for mergers and acquisitions [1][2]. Group 1: Key Changes in Regulations - The introduction of a phased payment model for restructuring shares allows companies to apply for a single registration while extending the registration decision validity period to 48 months, providing greater flexibility and alleviating financial pressure during the M&A process [1][2]. - The regulatory requirements regarding financial condition changes, industry competition, and related party transactions have been adjusted to a more lenient standard, promoting the rapid development of hard technology enterprises [1][2]. Group 2: Simplified Review Process - A new simplified review process for restructuring transactions has been established, allowing eligible transactions to bypass the M&A committee review and enabling the CSRC to complete registration decisions within 5 working days, facilitating quicker market responses [2]. - The lock-up period rules for mergers have been refined, imposing a 6-month lock-up on controlling shareholders of the acquired company while not applying a lock-up for other shareholders, enhancing the smoothness of corporate integrations [2]. Group 3: Encouragement of Private Equity Participation - The new regulations encourage private equity funds to participate in M&A activities through a "reverse linkage" arrangement, addressing the challenges of exit for private equity and further activating long-term capital [2]. Group 4: Market Activity Data - Since the release of the "Six Opinions on Deepening the Reform of the M&A Restructuring Market," over 1,400 asset restructuring cases have been disclosed, with significant increases in both the number and value of major asset restructurings compared to the previous year [3]. - The number of disclosed asset restructurings this year 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 higher than last year [3]. - The total value of completed major asset restructuring transactions has exceeded 200 billion yuan, 11.6 times that of the same period last year, indicating a positive cycle of reform, vitality, and development in the market [3].