Core Insights - In 2025, a total of 40 companies were approved for mergers and acquisitions in the A-share market, achieving a 100% approval rate [1][9]. Independent Financial Advisors Performance Ranking - A total of 19 independent financial advisory firms participated in the 40 approved M&A projects, with the top three firms being: - First: Huatai United with 8 projects - Second: CITIC Construction with 7 projects - Third: CITIC Securities with 6 projects [1][11][12]. Legal Advisors Performance Ranking - 25 law firms were involved in the legal services for the 40 approved M&A projects, with the top three being: - First: Beijing King & Wood Mallesons with 5 projects - Second: Beijing Jiyuan with 4 projects - Third: Beijing Zhonglun, Shanghai Jintiancheng, and Zhejiang Tiancai, each with 3 projects [2][13][15]. Accounting Firms Performance Ranking - 19 accounting firms provided auditing services for the 40 approved M&A projects, with the top three being: - First: Tianjian with 9 projects - Second: Lixin with 7 projects - Third: Xinyong Zhonghe with 4 projects [4][16]. Asset Appraisal Agencies Performance Ranking - 20 asset appraisal agencies were involved in the asset evaluation for the 40 approved M&A projects, with the top three being: - First: Zhonglian Appraisal with 10 projects - Second: Jinzhen Appraisal with 5 projects - Third: Zhongqihua with 4 projects [6][17].

文/梧桐数据中心 2025年全年，A股并购重组项目上会审核企业共计40家，其中沪主板18家、科创板5家、深主板12家、创业板4家、北交所1家。这40家企业均审核通过，过会率 100%。 本文统计2025年上会审核通过的这40单并购重组业务，中介机构业绩排名情况如下： 一、独立财务顾问业绩排名 2025年全年，共有19家独立财务顾问机构承办了这40单并购重组过会项目的保荐业务。其中聘请多家独立财务顾问的拆开计算，各计1单。 榜单前三名： 第一名：华泰联合（8单） 第二名：中信建投（7单） 第三名：中信证券（6单） | 排名 | 独立财务顾问 | 业务单数 | | --- | --- | --- | | 1 | 华泰联合 | 8 | | 2 | 中信建投 | | | 3 | 中信证券 | 6 | | 4 | 东方证券 | 4 | | ব | (。国泰海通 | 4 | 二、法律顾问业绩排名 2025年全年，共有25家律师事务所承办了这40单并购重组过会项目的法律业务。其中聘请多家律师事务所的拆开计算，各计1单。 榜单前三名： 第一名：北京金杜（5单） 第二名：北京嘉源（4单） 第三名：北京中伦（3单）、上海锦天城（ ...

Core Insights - The launch of the Hainan Free Trade Port's full island closure operation on December 18 marks the transition to a comprehensive implementation phase, attracting various market participants to reorganize their strategies [1][2] - Companies' core competitiveness will depend on their ability to respond to complex demands in the new market landscape created by the closure [1] Group 1: Company Strategy - The company, Zhongtou International Trade Group, is aligning its business structure, which includes physical development, modern logistics, and professional services, with the key demands arising from the closure [1] - The group is focusing on integrating value-added processing and bonded logistics into its operational planning to provide efficient and compliant physical space solutions for enterprises [1] - In the cross-border supply chain service sector, the group is consolidating offshore trade operations, bonded warehouse management, import and export of goods, and big data service resources to build a digital smart supply chain service system [1] Group 2: Professional Services - The group's divisions in financing consulting, asset evaluation, and information technology consulting aim to offer customized professional support to enterprises facing challenges related to new tax systems, financial regulations, and compliance rules [1] - The transition to a role as a co-builder of the industrial ecosystem reflects a shift from merely benefiting from policy incentives to actively participating in the construction of the Hainan Free Trade Port [2]

Core Viewpoint - The article highlights the recent administrative penalties imposed on asset appraisal companies in China, emphasizing the critical need for independence and professionalism in asset evaluation to maintain market integrity and protect investor rights [1][5][6]. Group 1: Administrative Penalties - On December 5, the Anhui Securities Regulatory Bureau issued an administrative penalty decision against Jinzheng (Shanghai) Asset Appraisal Co., Ltd., fining them 2.5 million yuan for misleading statements in an asset appraisal report [1][2]. - Four asset appraisal companies have been penalized this year, with issues of independence and professionalism being common problems among them [1][4]. - The total fines imposed on the four appraisal firms and their responsible individuals amount to 7.32 million yuan [4]. Group 2: Specific Cases - Jinzheng Appraisal was found to have failed in due diligence during the evaluation of the shareholder equity value of Zhongke Shijie Technology Co., Ltd., leading to misleading statements in their report [2][3]. - Other penalized firms include Guorong Xinghua, Wokesen, and Zhongshui Zhiyuan, all of which exhibited similar issues of independence and professionalism [3][4]. Group 3: Expert Opinions - Experts stress that independent and diligent asset appraisal institutions are essential for alleviating information asymmetry in capital markets, thereby ensuring fair market practices and protecting investor interests [1][5]. - Common issues identified include lack of independence, low execution quality, and ethical decline among appraisal firms [5][6]. Group 4: Recommendations for Improvement - Experts recommend strengthening regulatory measures through strict filing, robust procedures, quality control, and accountability to enhance the quality of appraisal institutions [7]. - Suggestions include improving appraisal standards, establishing stricter accountability mechanisms, and enhancing transparency in appraisal methods and assumptions [6][7].

Core Viewpoint - The issuance of the "Management Measures for the Selection of Asset Appraisal Institutions by Administrative Institutions, State-owned Enterprises, and Listed Companies" aims to standardize the selection process and enhance the quality of asset appraisal services [1][2]. Group 1: Regulatory Framework - The new measures provide guidance for administrative institutions, state-owned enterprises, and listed companies in selecting asset appraisal institutions, emphasizing compliance and risk management [1][3]. - The measures require the selection units to enhance their information security awareness and adhere to national laws and regulations regarding information security [2]. Group 2: Evaluation Criteria - The selection process mandates that the quality control level of asset appraisal institutions should account for at least 40% of the evaluation score, while the cost of major asset appraisal projects should not exceed 15% of the score [2]. - This scoring system aims to prevent low-quality competition in the asset appraisal industry and encourages institutions to prioritize professional quality [2][3]. Group 3: Supervision and Accountability - The measures establish a clear accountability framework, allowing supervisory bodies to take corrective actions against non-compliant state-owned enterprises and listed companies [3]. - Violations of the measures by asset appraisal institutions will result in legal consequences, promoting a more standardized and transparent selection process [3]. Group 4: Industry Oversight - The Ministry of Finance has intensified oversight of the asset appraisal industry, conducting quality checks on 15 registered appraisal institutions and imposing administrative penalties on several entities [4].

Core Points - The article outlines the management measures for selecting asset appraisal institutions by administrative and public institutions, state-owned enterprises, and listed companies, aiming to enhance the quality of asset appraisal services [2][3] - It emphasizes the need for fairness and transparency in the selection process, requiring public bidding and clear evaluation criteria [3][4] Group 1: Selection Process - The selection of asset appraisal institutions must adhere to relevant laws and regulations, with decisions made by the shareholders' meeting, board of directors, or internal departments [2][3] - Listed companies must select asset appraisal institutions that are legally registered to provide securities services [3] - The selection process should be conducted through public channels, ensuring that all potential candidates have adequate time to prepare their applications [3][4] Group 2: Evaluation Criteria - Evaluation criteria for asset appraisal institutions should include factors such as fee quotations, qualifications, integrity records, internal management, quality control, and relevant project experience [4][5] - Quality control measures must be a significant part of the evaluation, with a minimum weight of 40% in the scoring system [4][5] - The average price of compliant bids will serve as the benchmark for evaluating quotes, ensuring a fair assessment of costs [5][6] Group 3: Information Security and Compliance - Both the selecting units and asset appraisal institutions must prioritize information security, adhering to national laws and regulations [6][7] - The selection results must be publicly disclosed, including the chosen institution and associated fees [6][7] - Violations of these regulations by state-owned enterprises or listed companies may result in corrective actions from supervisory bodies [8][9]

Core Points - The regulation aims to standardize the selection of asset appraisal institutions by administrative units, state-owned enterprises, and listed companies, enhancing the quality of asset appraisal services [3] - The selection process must adhere to principles of fairness and justice, utilizing methods such as public bidding and competitive negotiation [5][6] - The evaluation criteria for asset appraisal institutions include qualifications, integrity, management quality, and project experience, with a significant emphasis on quality control [4][5] Group 1 - The selection of asset appraisal institutions must comply with relevant laws and regulations, and decisions should be made by the shareholders' meeting, board of directors, or internal departments [3] - Listed companies must select asset appraisal institutions that are legally registered to provide securities services [4] - The selection documents must include essential information such as appraisal objectives, scope, and evaluation criteria [4] Group 2 - The evaluation of asset appraisal institutions should focus on quality control systems, ethical standards, and past regulatory compliance [5][6] - The pricing evaluation will use the average bid of compliant institutions as a benchmark, with specific scoring formulas [6] - Results of the selection process must be publicly disclosed, including the chosen institution and appraisal fees [6] Group 3 - Institutions involved in the selection process must maintain proper documentation for at least ten years and ensure information security [6][7] - Regulatory bodies will oversee the selection process, and violations may lead to corrective actions or penalties [8][9] - The regulation applies to both statutory and non-statutory appraisal activities, with specific provisions for government procurement projects [12][13]

Core Viewpoint - The forum highlighted the significant contributions of Beijing's accounting and asset evaluation industries in supporting national and capital-level openness, aiming to enhance their international development [1]. Group 1: Expectations from Industry Leaders - The industry should accelerate its internationalization process with a sense of urgency, focusing on collaborative intelligence and systematic development [2]. - Emphasis on enhancing professional capabilities and fostering international competitiveness through digital transformation and high-level talent cultivation [2]. - The need for a supportive ecosystem that facilitates international development, including strategic support from regulatory bodies and industry associations [2]. Group 2: Role of the Accounting and Asset Evaluation Industry - The industry serves as a "navigation instrument" for enterprises going global and a "lubricant" for cross-border cooperation [3]. - There is a call for the industry to actively engage in policy optimization and to leverage Beijing's open policies for cross-border services and talent acquisition [3]. - The industry is encouraged to integrate into the capital's open ecosystem and provide comprehensive international solutions for enterprises [3]. Group 3: Forum Highlights and Insights - The forum featured discussions on macro policies and practical experiences related to enterprises going global, emphasizing the role of professional service institutions in various initiatives [4]. - Insights were shared on the importance of collaboration between professional institutions and industrial capital for successful international projects [4]. - The need for professional partners who understand business, international standards, and local conditions was emphasized [4]. Group 4: Talent Development and Technological Integration - Future professional talent should possess digital literacy, cross-cultural communication skills, and knowledge of sustainable development [5]. - The forum also focused on the integration of technology in professional services, highlighting the importance of AI and big data in enhancing efficiency [6]. - A collaborative ecosystem is essential for resource integration and information sharing among various stakeholders in the industry [6].

Group 1 - The Shenzhen Stock Exchange issued a regulatory letter to Jiangsu Zhongqi Huazhong Tian Asset Appraisal Co., Ltd. and related parties due to issues identified in their asset evaluation practices [1] - Jiangsu Zhongqi Huazhong Tian was involved in the evaluation of the equity value of Shanghai Jingxin Technology Co., Ltd. for Suzhou Hengjiu Optoelectronics Technology Co., Ltd.'s acquisition announcement [1] - The evaluation report issued on January 24, 2025, lacked sufficient objective evidence to support the forecasts of business volume, growth rates, and working capital needs, relying heavily on management's subjective judgments [1][2] Group 2 - The selection of comparable companies by Jiangsu Zhongqi Huazhong Tian was deemed inappropriate due to significant differences in business structure, operational models, company size, and growth stages compared to Jingxin Technology [1][2] - The actions of Jiangsu Zhongqi Huazhong Tian and the signing appraisers violated multiple regulations, including the Asset Appraisal Practice Standards and the Stock Listing Rules [2] - The Shenzhen Stock Exchange urged Jiangsu Zhongqi Huazhong Tian and the involved appraisers to learn from these issues and adhere strictly to relevant laws and regulations to prevent future occurrences [2]

Core Viewpoint - The recent joint notification by the Ministry of Finance, the Financial Regulatory Administration, the National Intellectual Property Administration, and the National Copyright Administration aims to strengthen the standardized management of intellectual property asset evaluation, enhance the ability to utilize and protect intellectual property, and promote the release of intellectual property asset value, thereby accelerating the construction of a strong intellectual property nation [1][2]. Group 1: Importance of Intellectual Property Asset Evaluation - Intellectual property is recognized as a significant intangible asset, and its evaluation and protection are complementary processes [1]. - Objective and fair asset evaluation can provide a pricing basis for patents, trademarks, copyrights, and other intellectual properties, facilitating market recognition and successful transformation of innovative results [3]. Group 2: Requirements for Asset Evaluation Institutions - Asset evaluation institutions must possess relevant professional competence, quality control capabilities, and risk management abilities when undertaking intellectual property asset evaluation [1]. - Institutions are required to strictly adhere to laws, regulations, and asset evaluation standards, ensuring independent, objective, and fair assessments without preset values [1][2]. Group 3: Supervision and Self-Regulation - The notification emphasizes the need for enhanced supervision and self-regulation of intellectual property asset evaluations [2]. - The China Asset Evaluation Association is tasked with strengthening self-regulation and professional guidance for institutions engaged in intellectual property asset evaluation, improving the evaluation standards, and enhancing the professional service capabilities of asset evaluation institutions [2].