Core Viewpoint - The introduction of the "Regulations on the Supervision and Administration of Listed Companies" marks a significant step towards strengthening the legal framework for the regulation of listed companies in China, enhancing governance, investor protection, and the overall quality of listed companies [1][9]. Group 1: Regulatory Framework - The "Regulations" cover the entire lifecycle of listed companies, emphasizing comprehensive supervision, governance standards, support for mergers and acquisitions, and strict penalties for violations [1][2]. - The regulations aim to improve the precision and effectiveness of supervision, promoting high-quality development of listed companies [1][2]. Group 2: Corporate Governance - A dedicated chapter on corporate governance highlights the importance of governance structures, including specific provisions for the articles of association, organizational setup, and the roles of major stakeholders such as controlling shareholders and executives [2][3]. - The regulations enforce obligations on directors and executives, ensuring accountability and enhancing internal control mechanisms within companies [3][4]. Group 3: Investor Protection - A specific chapter on investor protection mandates listed companies to enhance investment value and prohibits market manipulation, while also improving cash dividend and share buyback mechanisms [3][4]. - The regulations require companies undergoing voluntary delisting to provide cash options or other legal measures to protect dissenting shareholders [3][4]. Group 4: Mergers and Acquisitions - The regulations clarify definitions and requirements related to mergers and acquisitions, enhancing the regulatory framework for significant asset restructurings and the role of financial advisors [5][6]. - The focus is on ensuring that mergers and acquisitions serve as catalysts for industrial upgrades while maintaining a balance between regulation and market adaptability [6]. Group 5: Combating Financial Fraud - The regulations strengthen oversight of related party transactions, emphasizing fairness and compliance to prevent profit manipulation and systemic fraud [6][7]. - Measures are introduced to prevent third-party collusion in fraud, establishing legal responsibilities for involved parties and enhancing supervisory effectiveness [7][8]. Group 6: Timeliness and Necessity - The timing for the introduction of the regulations is deemed appropriate, given the increasing number of listed companies and the need for improved governance and compliance mechanisms [9]. - The regulations are positioned as a foundational legal framework that connects existing laws and regulatory rules, aiming to elevate the quality of listed companies [9].
我国首部上市公司监管行政法规将出炉 突出对公司治理的规范，突出对并购重组活动的支持，突出对违法行为的打击，突出对投资者的保护
Zheng Quan Shi Bao·2025-12-05 22:53