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压实券商责任!中证协修订新三板挂牌业务相关要求
券商中国· 2025-07-03 02:18
Core Viewpoint - The China Securities Association (CSA) is revising the "Guidelines for the Content and Directory of Work Papers for Non-Listed Public Companies' Listing Recommendations and Private Placements (Draft for Comments)" to enhance the quality of due diligence by lead underwriters and promote the high-quality development of the New Third Board [1][2][4]. Group 1: Purpose and Background - The revision aims to guide lead underwriters in fully implementing the "Guidelines for Due Diligence Work by Lead Underwriters of the National Equities Exchange and Quotations" [2]. - The previous version of the guidelines was published in January 2021 and has become less effective due to changes in market conditions and ongoing reforms in the New Third Board [3][4]. Group 2: Key Aspects of the Revision - The revision clarifies due diligence requirements for lead underwriters, emphasizing the importance of financial authenticity, compliance of equity, and operational norms [5]. - It reflects a more inclusive approach towards small and medium-sized enterprises (SMEs) by simplifying the due diligence item directory to avoid significantly increasing verification costs [6]. - The guidelines are designed to meet progressive market requirements, facilitating future applications for listing on the Beijing Stock Exchange by aligning with the "Directory of Work Papers for Underwriting Initial Public Offerings" [6]. Group 3: Specific Changes - The scope of application has been adjusted to better align with the management structure of the Beijing Stock Exchange, removing references to the "Selected Layer" as it has been integrated into the Beijing Stock Exchange [8]. - The content structure corresponds with the "Due Diligence Guidelines," consisting of three parts: due diligence documents, records of listing recommendation business, and application documents [8]. - The requirements for work papers have been simplified to better suit the characteristics of SMEs, including the removal of certain verification items that do not align with SME development [9]. - New verification materials specific to the New Third Board have been added, addressing the unique arrangements for simultaneous issuance and entry into the innovation layer [10]. - Additional requirements for verification of private placements of convertible bonds and preferred shares have been included to enhance the universality of the directory [11].