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资深专业机构投资者制度
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科创板“1+6”配套规则正式落地
第一财经· 2025-07-13 11:57
Core Viewpoint - The establishment of the "Science and Technology Innovation Growth Layer" and the accompanying six reform measures mark a new phase in China's capital market, enhancing its service to technology innovation enterprises and increasing market inclusivity and attractiveness [2][4]. Group 1: Regulatory Changes - The Shanghai Stock Exchange has officially released the "Guidelines for Self-Regulatory Supervision of Listed Companies on the Science and Technology Innovation Board No. 5 - Science and Technology Innovation Growth Layer" and related guidelines, which detail the recognition standards for seasoned professional institutional investors and the pre-review mechanism [1][4]. - The new guidelines specify that the growth layer will primarily serve technology companies that have significant technological breakthroughs and broad commercial prospects but are currently unprofitable [4][5]. Group 2: Investor Impact - The introduction of the growth layer provides investors with a window to share in technological dividends and directs capital towards national strategic needs, fostering a virtuous cycle of "technology-industry-finance" [2][5]. - The growth layer allows for better risk identification for investors, particularly in managing unprofitable technology companies, thus enabling more rational investment decisions [6][11]. Group 3: Market Dynamics - The reform does not impose additional listing thresholds for unprofitable companies, allowing 32 existing unprofitable companies to enter the growth layer immediately upon the guideline's implementation [3][4]. - New unprofitable companies will enter the growth layer upon listing, with stricter exit conditions compared to existing companies, requiring positive net profits in the last two years or significant revenue thresholds [4][5]. Group 4: Professional Investor Guidelines - The newly introduced "Guidelines for Seasoned Professional Institutional Investors" clarify the recognition criteria, focusing on investment experience, compliance, and independence [9][10]. - Institutional investors must have a solid governance structure, manage substantial assets, and have a good track record, with specific requirements for investment in technology companies [9][10]. Group 5: Pre-Review Mechanism - The pre-review mechanism allows technology companies to manage sensitive information before formal IPO applications, reducing the risk of early disclosure impacting their competitive position [13][14]. - Companies applying for pre-review must justify the necessity of the request, and the Shanghai Stock Exchange will ensure compliance with the established rules [13][14].
为审核注入“市场智慧” 资深专业机构投资者试点规则已明确
中经实习记者 孙汝祥 记者 夏欣 北京报道 上交所相关负责人表示,《指引》明确,发行人适用科创板第五套上市标准申请发行上市的,鼓励其按 照规则规定自主认定、自愿披露资深专业机构投资者的信息。中介机构需要对发行人认定和披露的情况 进行审慎核查。 根据《指引》,资深专业机构投资者的范围界定为:一是治理结构健全、管理资产规模较大、具有良好 诚信记录,主要包括私募基金、政府出资设立的基金、链主企业及其设立的投资机构等主体;二是具备 较为丰富的投资经验,已投资的科技型企业中,近五年有5家以上已在科创板上市或者10家以上已在境 内外主要证券交易所上市;三是依法设立、运作合规,不存在最近三年内受到行政处罚或者被追究刑事 责任,或者正被司法机关立案侦查、被行政机关立案调查等情形。 关于资深专业机构投资者持股及独立性要求,《指引》一是明确持股要求,规定应于发行人IPO申报前 24个月即入股,且各自持续持有发行人3%以上的股份或不低于5亿元的投资金额;二是明确独立性要 求,规定与发行人之间不得存在影响投资独立性的关联关系。 根据《指引》,发行人依据《指引》自主认定和披露资深专业机构投资者,只作为上交所审核中判断发 行人是否符合市 ...
刚刚,上交所重磅发布!
第一财经· 2025-07-13 08:19
Core Viewpoint - The article discusses the Shanghai Stock Exchange's (SSE) new guidelines for the Sci-Tech Innovation Board's growth tier, aimed at enhancing regulatory inclusivity and supporting technological innovation and new productive forces in China [1][2]. Group 1: Background - The establishment of the Sci-Tech Innovation Board and the pilot registration system has been ongoing for six years, with continuous reforms enhancing its ability to support technological innovation [2]. - The China Securities Regulatory Commission (CSRC) issued the "Sci-Tech Innovation Board Opinions" on June 18, 2025, which further defines the role of the growth tier in promoting balanced investment and financing [2]. Group 2: Main Content - The "Guidelines for Self-Regulation of Sci-Tech Innovation Board Listed Companies - Growth Tier" consists of 12 articles focusing on five main areas [3]. - The growth tier is designed to support technology companies that are in the pre-profit stage but have significant technological breakthroughs and commercial potential [3][4]. - The guidelines specify the scope of the growth tier, including existing unprofitable companies and newly registered companies that are unprofitable at the time of listing [3][4]. - Conditions and procedures for exiting the growth tier are detailed, with a focus on minimizing the impact on existing companies and investors [4]. - Enhanced information disclosure requirements are mandated for growth tier companies, including the need to explain reasons for unprofitability and associated risks [4][5]. - Special risk disclosure measures are implemented, including a unique identifier "U" for stocks in the growth tier, requiring investors to sign a risk disclosure agreement before trading [4][11]. Group 3: Public Opinion and Adoption - The SSE received 20 suggestions during the public consultation period from June 18 to June 25, 2025, and has incorporated relevant feedback into the guidelines [5]. Group 4: Implementation and Future Steps - The SSE plans to focus on four key areas to ensure the effective implementation of the growth tier guidelines, including maintaining the tier's focus on supporting quality unprofitable technology companies [18]. - The SSE will enhance regulatory oversight and investor protection, ensuring that the new guidelines are effectively communicated and understood by market participants [30].
周末重磅!上交所发布,事关科创板“1+6”
Zheng Quan Shi Bao· 2025-07-13 07:16
Core Viewpoint - The Shanghai Stock Exchange has implemented a series of business rules to deepen the reform of the Sci-Tech Innovation Board, including the introduction of a "growth layer" for unprofitable companies, a pre-review mechanism for IPOs, and guidelines for professional institutional investors [1][2][6]. Group 1: Growth Layer Implementation - The new "growth layer" will accommodate 32 existing unprofitable companies and any new unprofitable companies will enter this layer upon listing [2]. - The exit criteria for existing companies will remain based on achieving profitability, while new companies must meet stricter conditions to exit the growth layer [3]. - The growth layer aims to support technology companies with significant breakthroughs and substantial R&D investments, even if they are currently unprofitable [3][5]. Group 2: Pre-Review Mechanism - A pre-review mechanism for IPOs has been introduced to prevent early disclosure of sensitive business information that could harm companies [6][7]. - Companies applying for pre-review must justify the necessity of this process, and the review will follow strict procedures similar to formal IPO applications [6][7]. - The pre-review process aims to enhance the quality of formal applications and improve the efficiency of the review process [7]. Group 3: Professional Institutional Investors - The guidelines for recognizing professional institutional investors have been clarified, encouraging companies to disclose information about these investors voluntarily [8][9]. - Criteria for identifying professional institutional investors include having a solid governance structure, significant asset management, and a good track record [9][10]. - The involvement of professional institutional investors is intended to provide market wisdom and enhance the credibility of companies seeking to list on the Sci-Tech Innovation Board [10].
周末重磅!上交所发布,事关科创板“1+6”
证券时报· 2025-07-13 07:06
Core Viewpoint - The Shanghai Stock Exchange has implemented a series of business rules to deepen the reform of the Sci-Tech Innovation Board, including the introduction of a "growth layer" for unprofitable companies, a pre-review mechanism for IPOs, and the establishment of criteria for professional institutional investors [1][2][4][10]. Group 1: Growth Layer for Unprofitable Companies - A total of 32 existing unprofitable companies will enter the growth layer from the date of the implementation of the "Growth Layer Guidelines" [2]. - New unprofitable companies will enter the growth layer from the date of their listing, with stricter exit conditions to encourage technological development and market expansion [4]. - The exit conditions for existing companies remain tied to achieving profitability, while new companies must meet either of two criteria: positive net profit for the last two years with a cumulative net profit of no less than 50 million or positive net profit for the last year with revenue of no less than 100 million [4]. Group 2: Pre-Review Mechanism for IPOs - The introduction of a pre-review mechanism aims to protect key technology companies from disclosing sensitive business information prematurely, which could adversely affect their operations [8]. - Companies applying for pre-review must justify the necessity of the request, and the review process will follow strict guidelines similar to formal IPO submissions [8][9]. - The pre-review process and results will not be publicly disclosed, but companies must disclose relevant inquiries and responses on the exchange's website upon formal application acceptance [9]. Group 3: Criteria for Professional Institutional Investors - The "Professional Institutional Investor Guidelines" have been established to enhance the identification of quality tech companies, encouraging self-identification and voluntary disclosure of professional investors [11]. - Criteria for recognition include having a sound governance structure, substantial asset management, and a good credit record, with specific investment experience requirements [12]. - The involvement of professional institutional investors is intended to provide market wisdom and enhance the credibility of companies seeking to list, without lowering the standards for IPO applications [13].
★健全机制 精准识别优质科创企业
Group 1 - The core idea of the news is the introduction of a system for seasoned professional institutional investors in the Sci-Tech Innovation Board to enhance the identification and judgment of the technological attributes and commercial prospects of tech companies [1][2] - The introduction of seasoned professional institutional investors aims to address the valuation challenges faced by unprofitable tech companies, which often have high R&D costs and long commercialization cycles [1][2] - The system is expected to help improve the identification of quality tech companies by leveraging the expertise and investment experience of seasoned professional institutional investors [1][2] Group 2 - The Shanghai Stock Exchange is developing relevant business rules to define the standards for recognizing seasoned professional institutional investors and to strengthen self-regulation [2] - The trial implementation of this system is based on successful practices from mature overseas markets, where private equity and venture capital have played crucial roles in the commercialization of advanced technologies [2][4] - The system will initially be limited to companies meeting the fifth set of listing standards, and the involvement of seasoned professional institutional investors will serve as a reference for the review process rather than a new listing condition [3][4] Group 3 - The introduction of seasoned professional institutional investors is expected to stabilize the stock market by encouraging long-term investments and reducing capital volatility [3][5] - The Hong Kong Stock Exchange has implemented a similar system, which has shown positive results in terms of revenue growth and reduced losses for companies listed under specific rules [4] - The growth of diverse investment entities, including private equity and venture capital, has provided significant funding support for tech companies at various stages of development [5]
精准识别企业科创属性
Jin Rong Shi Bao· 2025-06-25 03:15
Core Viewpoint - The introduction of a professional institutional investor system aims to enhance the identification and evaluation of high-quality technology enterprises in China's Sci-Tech Innovation Board, addressing the challenges of assessing the innovation attributes and commercial prospects of tech companies [1][2]. Group 1: Introduction of Professional Institutional Investors - The China Securities Regulatory Commission (CSRC) has proposed a pilot program to introduce professional institutional investors for companies meeting the fifth set of listing standards on the Sci-Tech Innovation Board [2][4]. - This initiative is designed to provide a new pathway for investors to discover the investment value of enterprises while improving the market mechanism for identifying quality tech firms [2][4]. Group 2: Characteristics of Tech Enterprises - Early-stage, unprofitable tech companies often face high R&D costs, long application cycles, and significant commercialization risks, leading to uncertainty in their ongoing operations and profitability [2][3]. - Successful identification of these companies can lead to exponential growth, making the assessment of investment risks and values challenging [2][3]. Group 3: Advantages of Professional Institutional Investors - Professional institutional investors possess specialized judgment capabilities regarding the innovation attributes and future development potential of tech companies, particularly those with core technologies [3][5]. - The backing of professional investors can reduce risks and provide market validation for a company's technological strength and commercial prospects [5]. Group 4: Market Practices and Statistics - The Hong Kong Stock Exchange has successfully implemented a similar system since 2018, with significant growth in revenue and net profit for companies listed under specific rules [4]. - As of the end of 2024, 67 companies were listed under the relevant rules, with an average of 3 professional investors per company, holding an average of 21% of shares collectively [4]. Group 5: Industry Implications - The introduction of this system may reshape the competitive landscape of the VC/PE industry, favoring capital-rich and technically adept leading institutions [6]. - There is a need for clear standards and regulatory oversight regarding the identification and behavior of professional institutional investors to ensure effective implementation [6].
试点引入资深专业机构投资者制度 精准识别优质科技型企业提升定价效率
Zheng Quan Ri Bao· 2025-06-23 16:46
Core Viewpoint - The introduction of a professional institutional investor system in the Sci-Tech Innovation Board aims to enhance the identification of high-quality technology enterprises and improve pricing efficiency in the capital market [1][2][3]. Group 1: Introduction of Professional Institutional Investors - The China Securities Regulatory Commission (CSRC) has released opinions to pilot the introduction of professional institutional investors for companies meeting the fifth listing standard on the Sci-Tech Innovation Board [1]. - This initiative is expected to leverage the advantages of market-oriented institutions to accurately identify quality technology companies and guide long-term capital investment [1][2]. - The involvement of professional institutional investors is seen as a key step in supporting technological innovation, with the effectiveness depending on the precise implementation of supporting details and mechanisms [1][5]. Group 2: Mechanism and Benefits - The new system will consider the investment duration, quantity, and proportion of professional institutional investors as references during the registration review for companies applying under the fifth listing standard [2]. - Professional institutional investors are believed to possess unique advantages in identifying high-quality technology enterprises, particularly in assessing the technological attributes and future growth potential of unprofitable companies [2][3]. - The introduction of this mechanism is expected to improve pricing efficiency by reducing information asymmetry and providing a more accurate market valuation of technology companies [3]. Group 3: Comparison with International Practices - Successful practices in mature overseas markets, such as the Hong Kong Stock Exchange, have already implemented similar systems, where professional investors are required for specific industry listings [4]. - Statistics show that companies listed under these rules have experienced significant revenue growth and reduced net losses over three years, indicating the potential benefits of such a system [4]. Group 4: Regulatory Measures and Standards - Regulatory authorities emphasize the need for strict supervision of professional institutional investors to prevent issues like profit transfer and other illegal activities [5]. - The Shanghai Stock Exchange is developing standards for recognizing professional institutional investors, focusing on investment experience, compliance, and independence [5]. - There is a caution against the "herding effect" among institutional investors, which could exacerbate market volatility, highlighting the need for dynamic adjustments in policies based on technological advancements [5]. Group 5: Future Prospects - If the pilot program proves successful, the professional institutional investor system could be expanded to the ChiNext and other markets, further enhancing the internal pricing mechanism and resource allocation effects in the capital market [6].
健全机制 精准识别优质科创企业
Group 1 - The core idea of the news is the introduction of a system for professional institutional investors in the Sci-Tech Innovation Board to enhance the identification and evaluation of technology companies' innovation attributes and business prospects [1][2] - The introduction of professional institutional investors aims to address the valuation challenges faced by unprofitable technology companies, which often have high R&D costs and long commercialization cycles [1][2] - The system is expected to help improve the identification of quality technology companies by leveraging the expertise and investment experience of professional institutional investors [1][2] Group 2 - The Shanghai Stock Exchange is developing relevant business rules to define the standards for recognizing professional institutional investors and to strengthen self-regulation [2] - The trial implementation of this system is based on successful practices from mature overseas markets, where private equity and venture capital have played crucial roles in commercializing advanced technologies [2][3] - The system will initially be limited to companies meeting the fifth set of listing standards, serving as a reference for review rather than a new listing condition [3] Group 3 - The introduction of professional institutional investors is seen as a way to attract long-term capital into the market, stabilizing the stock market and reducing capital volatility [3][4] - The Hong Kong Stock Exchange has implemented a similar system since 2018, which has shown positive results in terms of revenue growth and reduced losses for companies listed under specific rules [4] - The growth of diverse investment entities, including government investment funds and private equity, has been supported by national policies promoting technological innovation [5]
为何引入资深专业机构投资者制度?业内:减少信息不对称,发挥机构定价锚定效应
Di Yi Cai Jing Zi Xun· 2025-06-20 06:17
Core Viewpoint - The introduction of the "1+6" policy for the Sci-Tech Innovation Board aims to enhance the inclusivity and adaptability of the capital market, particularly through the trial implementation of a professional institutional investor system for companies meeting the fifth listing standard [1][4]. Group 1: Policy and Implementation - The first measure of the "1+6" policy is to pilot the introduction of professional institutional investors for companies under the fifth listing standard, which is expected to help assess the technological attributes and commercial prospects of these firms [1][4]. - The system is designed to be a reference factor during the review process rather than a new listing threshold, ensuring it does not alter existing listing standards [6]. Group 2: Market Impact and Investor Role - Professional institutional investors are expected to reduce information asymmetry and provide valuation support, which can stabilize the secondary market and enhance review efficiency [5][6]. - The involvement of seasoned investors can lead to a more favorable investment environment for "hard tech" companies, encouraging early and small investments in innovative sectors [5]. Group 3: Historical Context and Comparisons - The article draws parallels with international practices, noting that private equity and venture capital have played crucial roles in the commercialization of advanced technologies in the past [2]. - The Hong Kong Stock Exchange has previously implemented a similar system for biotech and specialized technology companies, which serves as a reference for the current reforms in the Sci-Tech Innovation Board [2]. Group 4: Current Market Landscape - As of the end of 2024, there are 67 companies listed under the 18A rule, with an average of three professional investors per company, collectively holding about 21% of shares, indicating strong institutional backing [3]. - The private equity investment fund market in China has reached approximately 10.96 trillion yuan, providing substantial financial support to technology companies at various stages of development [3].