公募迈入“积极股东”新时代 有效推动上市公司治理水平提升

Core Viewpoint - The introduction of the "Management Rules for Publicly Raised Securities Investment Fund Managers Participating in Listed Company Governance" marks a significant reform in China's capital market, aiming to enhance the governance of listed companies through active participation of fund managers [1][6]. Group 1: Regulatory Framework - The new rules consist of 6 chapters and 27 articles, outlining the methods and processes for fund managers to engage in corporate governance [1]. - The rules are a key supporting system for the "Action Plan for Promoting High-Quality Development of Public Funds" released by the China Securities Regulatory Commission (CSRC) [1][6]. - The rules establish five fundamental principles for fund managers: prioritizing the interests of fund shareholders, avoiding control pursuits, preventing conflicts of interest, maintaining professional independence, and ensuring legal compliance [2]. Group 2: Institutional Requirements - Fund managers are required to enhance their internal governance frameworks, including developing policies for participating in corporate governance and establishing standards for such participation [3]. - Specific internal control measures must be implemented, including appointing dedicated personnel and potentially forming specialized teams for governance participation [3]. Group 3: Voting Obligations - Fund managers must actively exercise their voting rights, with mandatory conditions for exercising these rights when their managed funds hold 5% or more of a company's circulating shares [4]. - The rules specify thirteen critical matters for which fund managers must vote, transforming voting from an optional to a mandatory action in significant holdings [4]. Group 4: Information Disclosure - Fund managers are required to publicly disclose their voting activities annually by the end of April, detailing the companies, proposals, voting opinions, and reasons for their decisions [4][5]. - This disclosure aims to enhance transparency and accountability, allowing for broader oversight by fund shareholders and the public [4]. Group 5: Market Impact - The rules are expected to strengthen the role of institutional investors in corporate governance, aligning with practices in mature capital markets [6]. - The increase in equity fund size from 7 trillion yuan to 8.3 trillion yuan since September indicates a growing influence of public funds in corporate governance [6]. - The implementation of these rules is anticipated to foster a healthier shareholder structure and improve the overall governance of the capital market [7].