上市公司合规
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实操口径:上市公司必读高频问答
梧桐树下V· 2025-12-03 07:42
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]
B. Riley Financial receives expected Nasdaq delinquency notice (RILY:NASDAQ)
Seeking Alpha· 2025-11-28 18:29
Core Points - B. Riley Financial (RILY) announced an expected Nasdaq delinquency notice due to non-compliance with listing rules regarding the timely filing of financial results [2] Group 1 - The company is facing a Nasdaq delinquency notice for failing to comply with the listing rule that mandates timely filing of periodic financial reports [2]
ST路通:董事长邱京卫被出具警示函
Xin Lang Cai Jing· 2025-10-20 12:17
Core Points - The company received a decision from the Jiangsu Securities Regulatory Bureau regarding corrective measures due to failure to notify shareholders about the meeting by September 26, 2025 [1] - The chairman, Qiu Jingwei, received a warning letter for the violation of the rules governing shareholder meetings [1] - The company plans to actively advance the preparation for the shareholder meeting and will issue the notification promptly [1]
山西辖区举办上市公司合规培训班
Zheng Quan Shi Bao Wang· 2025-09-26 08:15
Group 1 - The core viewpoint emphasizes the importance of compliance training for listed companies in Shanxi to enhance governance and adapt to regulatory changes [1][2] - A compliance training session was held on September 23, 2025, in Taiyuan, attended by 226 participants, including directors and executives from listed companies [1] - Experts from various regulatory bodies provided insights on key topics such as financial reporting issues, legal responsibilities, and information disclosure management [1] Group 2 - The head of the Shanxi Securities Regulatory Bureau highlighted the need for listed companies to recognize the significance of improving quality for the high-quality development of the capital market [2] - Specific requirements were outlined, including the importance of truthful reporting, enhancing governance mechanisms, and fostering a culture of compliance [2] - Companies are encouraged to leverage capital market tools for growth and to actively engage in transformation and development strategies [2]
多家公司收到行政处罚事先告知书 多维度投资者保护机制逐渐建立
Zheng Quan Ri Bao Wang· 2025-07-09 10:49
Core Viewpoint - Since July, multiple listed companies have received administrative penalty notices from the China Securities Regulatory Commission (CSRC) for past violations, indicating a strict regulatory stance aimed at promoting compliance and protecting small investors [1][2]. Summary by Relevant Sections Violations and Penalties - The violations include false statements in periodic financial reports, insider trading by executives, and failure to disclose non-operating fund transactions [2][3]. - Specific cases include: - Jinglan Technology Co., Ltd. received a notice for false records in its 2020 annual report [3]. - Hubei Zhenhua Chemical Co., Ltd.'s general manager is suspected of insider trading [3]. - Inner Mongolia Knight Dairy Group failed to timely disclose losses from futures investments [3]. Investor Protection Mechanisms - Legal experts suggest enhancing the protection of small investors by improving the connection between regulatory penalties, judicial rights protection, and market education [4]. - Recommendations include shortening the rights protection cycle and reducing costs, as well as increasing investor education to improve risk recognition [4]. Regulatory Environment and Recommendations - Industry experts emphasize the need for detailed rules to establish a multi-dimensional investor protection mechanism, focusing on maintaining fair trading principles [5]. - The regulatory approach is characterized by a "zero-tolerance" policy towards violations, with a call for stricter oversight and enhanced internal controls within companies [5]. - Collaboration among regulators, companies, intermediaries, and investors is essential to create a robust risk control system [5].
启明星辰: 中信建投证券股份有限公司关于对启明星辰信息技术集团股份有限公司2024年度持续督导的培训报告
Zheng Quan Zhi Xing· 2025-04-03 11:46
Group 1 - The core viewpoint of the article is that CITIC Securities conducted a specialized training session for the management and relevant personnel of Qimingxingchen Information Technology Group Co., Ltd. to enhance compliance awareness and improve corporate governance [1][2] - The training took place on March 21, 2025, at the Qimingxingchen Building in Beijing, focusing on regulatory requirements and compliance related to listed companies [1] - The training content included key regulations such as the Shenzhen Stock Exchange Listing Rules and guidelines on information disclosure and the management of raised funds [1][2] Group 2 - The company actively cooperated with the training, and participants engaged seriously with the training materials [2] - The training session facilitated discussions on key issues raised by participants, contributing to a better understanding of compliance matters [2] - The training was deemed successful, achieving its intended goals and enhancing the governance level of the listed company [2]