□ 徐 明 随着资本市场改革的不断深入，一场由政策与市场共同驱动的并购重组浪潮正在上演，并购重组案例数 量、交易规模持续攀升。并购重组作为我国资本市场的重要功能之一，正与IPO形成功能互补，共同构 建多层次资本市场体系。未来并购重组市场会持续发展，其发展方向上应遵循市场规律、优化资源配 置、实行优胜劣汰，强调高质量和新质生产力。 一、政府积极推动，政策举措加码 近年来，一系列支持和推动并购重组的政策陆续出台。在中央层面，2024年国务院发布《关于加强监管 防范风险推动资本市场高质量发展的若干意见》（下称"新'国九条'"）。在监管层面，中国证监会2024 年发布《中国证监会关于深化科创板改革 服务科技创新和新质生产力发展的八条措施》（下称"科八 条"）、《关于深化上市公司并购重组市场改革的意见》（下称"并购六条"），2025年发布《关于修改 〈上市公司重大资产重组管理办法〉的决定》（下称"重组六条"）等。在地方层面，如《上海市支持上 市公司并购重组行动方案（2025—2027年）》等出台。 并购重组是资本市场的基本功能之一，对于市场统一、资源优化配置、体现优胜劣汰、推动企业做大做 优做强和科技创新、促进新质生产 ...

Core Viewpoint - The State-owned Assets Supervision and Administration Commission (SASAC) emphasizes the need for state-owned enterprises (SOEs) to enhance their integration capabilities in strategic emerging industries and to effectively utilize capital markets for structural adjustments and industrial upgrades [1] Group 1: Investment and Market Dynamics - Since the beginning of the 14th Five-Year Plan, central enterprises have invested a total of 8.6 trillion yuan in strategic emerging industries, with investments in 2024 expected to exceed 40% of total investments, and revenue from these industries approaching 30% [1] - The capital market is identified as an "accelerator" for SOEs to cultivate strategic emerging industries, providing a full-cycle funding support system through various channels such as IPOs, refinancing, and bond issuance [1] Group 2: Mergers and Acquisitions - The SASAC outlines a new path for mergers and acquisitions, allowing central enterprises to inject non-core but promising strategic emerging businesses into other core enterprises' listed platforms, facilitating mutual benefits [2] - This approach aims to enhance the integration of technology, capacity, and market resources among central enterprises, reducing redundant investments and resource waste [2] Group 3: Valuation Logic Transformation - The injection of strategic emerging industry assets into core enterprises is expected to shift the valuation logic of SOE-controlled listed companies from static asset pricing to dynamic innovation premiums [3] - This policy direction will encourage the market to focus on dynamic indicators such as R&D intensity and technological barriers, addressing the undervaluation of state-owned enterprises and enhancing their competitiveness in key sectors [3]

Group 1 - The ChiNext 50 Index (399673) has seen a strong increase of 1.96% as of May 12, 2025, with notable gains from stocks such as AVIC Chengfei (302132) up 18.64%, Sungrow Power (300274) up 6.22%, and Lens Technology (300433) up 5.25% [1] - The ChiNext 50 ETF (159682) closely tracks the ChiNext 50 Index, which consists of the 50 stocks with the highest average daily trading volume in the ChiNext market, reflecting the overall performance of well-known, large-cap, and liquid companies [1] - The current price-to-book (PB) ratio of the ChiNext 50 Index is 4.56, which is below the historical average for over 84.1% of the past five years, indicating a favorable valuation [1] Group 2 - The Chairman of the China Securities Regulatory Commission (CSRC) announced full support for the Central Huijin Investment Ltd. to play its role as a quasi-stabilization fund and plans to introduce further reforms for the Sci-Tech Innovation Board and ChiNext Board [2] - New revised regulations for major asset restructuring management for listed companies will be released, aiming to enhance the role of the capital market in mergers and acquisitions [2] - Investors can access the ChiNext 50 ETF (159682) through off-market connections (A: 017949; C: 017950) to seize investment opportunities [2]

Group 1 - The core viewpoint of the news highlights the positive performance of certain stocks, including Zhonghang Chengfei, Xinyi Sheng, and Zhongji Xuchuang, with increases of 14.50%, 7.68%, and 5.86% respectively, indicating a bullish trend in the market [1] - The China Securities Regulatory Commission (CSRC) Chairman Wu Qing announced support for the Central Huijin Investment Ltd. to enhance its role as a stabilizing fund, and further reforms for the Sci-Tech Innovation Board and Growth Enterprise Market are expected [1] - Guosen Securities noted that the ChiNext index has shown stronger upward elasticity compared to other broad-based indices during market rebounds, with historical performance indicating significant gains surpassing the CSI 300 index [1] Group 2 - As of April 30, 2025, the top ten weighted stocks in the ChiNext 50 Index accounted for 64.53% of the index, with notable companies including CATL, Dongfang Wealth, and Mindray Medical [2] - The ChiNext 50 ETF closely tracks the ChiNext 50 Index, which consists of the 50 stocks with the highest average daily trading volume in the ChiNext market, reflecting the overall performance of well-known, large-cap, and liquid companies [1][2]

Core Viewpoint - The Chairman of the China Securities Regulatory Commission, Wu Qing, emphasized the urgency of releasing the newly revised management measures for major asset restructuring of listed companies and related regulatory guidelines to better utilize the capital market as the main channel for mergers and acquisitions [1] Group 1 - The new regulations aim to enhance the role of the capital market in facilitating mergers and acquisitions [1]