上市公司治理准则升级！剑指“关键少数” 自2026年施行

Core Viewpoint - The China Securities Regulatory Commission (CSRC) has revised the "Corporate Governance Guidelines for Listed Companies," which will take effect on January 1, 2026, aiming to enhance the governance of listed companies and protect the interests of minority shareholders [1] Group 1: Key Revisions - The new guidelines establish a comprehensive regulatory framework for directors and senior management, including strict qualification checks and enhanced disclosure requirements regarding conflicts of interest [2] - A balanced incentive and restraint mechanism is mandated, linking executive compensation to company performance and encouraging deferred payment and clawback mechanisms to align management interests with long-term company goals [3] - The guidelines impose stricter regulations on controlling shareholders and actual controllers, particularly regarding related party transactions and competition, to prevent detrimental impacts on listed companies [4] - The new rules ensure coherence with existing laws, enhancing the overall regulatory framework and clarifying responsibilities related to shareholder rights and board committee functions [5] Group 2: Implementation and Feedback - The CSRC solicited public opinions from July 25 to August 24, 2025, receiving 195 suggestions, which were largely supportive of the revisions, leading to the incorporation of several reasonable recommendations in the final draft [6] - The implementation date of January 1, 2026, provides listed companies ample time to adjust their internal systems in line with the new guidelines, facilitating a smooth transition [6] - The revisions are seen as a significant step towards improving the modern corporate governance system in China and promoting high-quality development in the capital market [6]