Major Transactions - The purchase of large bank certificates of deposit is classified as entrusted financial management and requires compliance with the review procedures and disclosure requirements as per the Shenzhen Stock Exchange regulations [3][4] - The distinction between agreed deposits and notice deposits should be made based on the essence over form principle, considering contract nature, yield characteristics, and liquidity arrangements [4] Related Transactions - The need for review and disclosure when a company cancels a subsidiary jointly invested with related parties depends on the impact of the cancellation on the company's financial indicators and prior disclosure [10][12] - Changes in the general partner (GP) of a fund investment involving related parties require re-examination and disclosure as per the regulations, regardless of the amount contributed [12] Fundraising - Companies must hold board meetings to review and disclose replacement matters within six months after using self-raised funds for project payments, ensuring compliance with regulatory requirements [14][16] - If a fundraising project concludes without surplus funds, there is no mandatory requirement for a separate announcement, but relevant information must be included in periodic reports [17] Regular Reports - Independent directors are required to spend at least 15 days on-site at the company, and online participation does not count towards this requirement [22][23] - When calculating the impact of asset impairment on financial disclosures, the most recent audited net profit is considered for the year in which the report is disclosed [19] Corporate Governance - Independent directors' remuneration and the purchase of liability insurance for directors must be reviewed by the board, with related directors abstaining from voting [23][24] Equity Changes - A simplified equity change report is required when a major shareholder's change reaches 5%, and if both 5% and 1% thresholds are triggered, only the 5% report suffices [26] - Specific shareholders acting in concert must combine their shareholding reductions for the purpose of regulatory limits [27]
实操口径:上市公司必读高频问答
梧桐树下V·2025-12-03 07:42