Core Viewpoint - The Hong Kong capital market is experiencing new opportunities with the introduction of the "Tech Company Special Line" and the upgrade of listing rules, providing clearer paths and more efficient options for companies to go public [1] Group 1: Listing Preparation - The first step for companies planning to list in Hong Kong is internal evaluation and decision-making, assessing financial status, business model, market competitiveness, and corporate governance to meet listing requirements [3] - Selecting intermediary institutions is crucial, with companies needing to appoint sponsors, lawyers, and accountants, ensuring that sponsors are licensed by the Hong Kong Securities and Futures Commission [3] - Financial and compliance reviews are essential, including financial audits to ensure compliance with Hong Kong Financial Reporting Standards and addressing potential compliance issues [3] Group 2: Application and Approval - Submitting the A1 application is the formal initiation of the listing process, with sponsors assisting in submitting the application form and paying fees, including a draft prospectus, financial reports, and legal opinions [4] - The Hong Kong Stock Exchange's review phase includes multiple rounds of Q&A, focusing on business sustainability, financial authenticity, and corporate governance compliance [4] Group 3: Issuance and Listing - After passing the hearing, companies enter the issuance and listing phase, where determining the issue price and attracting investor subscriptions are key [6] - Roadshows and pricing are critical, with companies needing to promote their business and financial status to institutional investors, balancing investor demand with corporate interests [6] - The case of Golden Leaf International shows a successful issuance with a subscription rate of 11,400 times, highlighting market recognition [6] Group 4: Post-Listing Support - Post-listing, companies must engage in effective market support to maintain stock price stability and market confidence, utilizing mechanisms like the "green shoe" option for price stabilization [8] - Companies are required to comply with ongoing disclosure requirements from the Hong Kong Stock Exchange, regularly releasing financial reports and significant announcements [9] Group 5: Value of Professional Institutions - The IPO process in Hong Kong typically takes 6-12 months, influenced by company preparation and market conditions, with professional intermediary institutions playing a vital role [10] - Early engagement with qualified and experienced sponsors is crucial for companies planning to list in Hong Kong, aiding in precise planning of the listing path [11]

保荐人需对发行人进行全面、独立的尽职调查，确保其符合TSE上市标准及信息披露要求。具体包括： 注：TSE要求保荐人"合理勤勉"（Reasonable Diligence），若后续发现未披露重大问题，保荐人可能承担连带法律责任。 2. 上市申请与流程协调 保荐人作为发行人与TSE、监管机构（如日本金融厅，FSA）的主要沟通桥梁： 3. 发行定价与路演支持 东京证券交易所（TSE）作为全球主要证券交易所之一，其IPO（首次公开募股）过程中，保荐人（主干事承销商，Lead Underwriter/Sponsor）扮演核心角色，负责协调各方、确保发行合规性，并维护市场秩序。以下从职责概述和核心要点两方面 梳理相关规则（基于《金融商品交易法》（FIEA）及TSE上市规则）。 一、东京证券交易所IPO保荐人的主要职责 保荐人通常是具备丰富经验的证券公司（需持有FIEA规定的"第一种金融商品交易业牌照"），其职责贯穿IPO全流程，核心包括 以下方面： 1. 尽职调查（Due Diligence） 3. 与发行人及其他中介的协作 4. 不同上市板块的差异化要求 TSE设有多个板块（如主板"一部/二部"、新兴企业市场"Moth ...

Core Viewpoint - The role of sponsors in the IPO process on the London Stock Exchange (LSE) is critical for ensuring compliance with listing standards, adequate information disclosure, and maintaining market integrity. Group 1: Responsibilities of LSE IPO Sponsors - Sponsors are responsible for conducting comprehensive due diligence on the issuer to ensure transparency in business, financial, legal, and operational conditions [2] - They lead the preparation and review of the prospectus, ensuring compliance with the UK Prospectus Regulation and LSE requirements, with a focus on accuracy and completeness [2] - Sponsors must verify the issuer's compliance with LSE listing standards, including business authenticity, financial compliance, legal risks, and management capability [3] - Continuous post-IPO supervision is required to ensure adherence to listing rules and timely, accurate disclosures [3][4] Group 2: Key Points for LSE IPO Sponsors - Sponsors must demonstrate that they have taken "all reasonable steps" in due diligence, as failure to do so may result in liability for disclosure violations [5] - The "single responsibility principle" holds sponsors ultimately accountable for the overall accuracy of the prospectus, with potential regulatory penalties for misleading content [6] - For AIM market issuers, sponsors have heightened responsibilities for ongoing support and must implement internal quality control processes to mitigate risks [7] - AIM sponsors must closely monitor operational stability and report any non-compliance with public holding or market value requirements to the LSE [9]

Core Viewpoint - The core responsibility of IPO sponsors at the Hong Kong Stock Exchange is to ensure that issuers meet listing requirements, provide accurate and comprehensive information disclosure, and protect investor interests [2][23]. Group 1: Definition and Role of Sponsors - Sponsors are licensed financial institutions recognized by the Stock Exchange, responsible for providing IPO sponsorship services [3]. - Their key roles include comprehensive verification of the issuer's compliance, financial authenticity, and business sustainability [3]. Group 2: Main Responsibilities of Sponsors - Responsibilities are divided into three phases: pre-listing, listing application, and post-listing [4]. - The core responsibilities include due diligence before listing and ongoing supervision after listing [4]. Group 3: Pre-Listing Phase: Due Diligence - Due diligence is the most critical responsibility, requiring sponsors to demonstrate "reasonable diligence" to verify issuer information [5]. - Business due diligence involves checking the issuer's main business, market position, competitive advantages, and assessing industry prospects [5]. - Financial due diligence includes auditing financial statements, confirming the accuracy of financial data, and evaluating the issuer's financial condition against listing criteria [6]. - Legal due diligence involves verifying the issuer's legal structure, compliance status, and identifying significant legal risks [7][8]. - Corporate governance due diligence assesses the composition and operation of the board and internal control systems [9]. Group 4: Listing Application Phase: Assistance and Communication - Sponsors guide issuers in preparing the prospectus to ensure compliance with Stock Exchange requirements [10]. - They communicate with the Stock Exchange to address inquiries and assist issuers in adjusting application documents [11]. - Compliance checks confirm that issuers meet listing conditions and do not have disqualifying issues [12]. Group 5: Post-Listing Phase: Ongoing Supervision - Sponsors must fulfill ongoing supervision responsibilities for 12 months post-listing, extendable to 24 months in certain cases [13]. - They monitor timely disclosure of significant events and verify the accuracy of periodic reports [13]. - Ensuring compliance with listing rules and checking the effectiveness of corporate governance structures are also key responsibilities [14]. Group 6: Key Points of Sponsor Responsibilities - Sponsors must maintain independence and avoid conflicts of interest [16]. - They are responsible for ensuring the prospectus contains all significant information and does not omit negative information [17]. - Ongoing supervision effectiveness is crucial, especially for smaller issuers [18]. - Identifying and disclosing major risks faced by the issuer is essential [19]. - Sponsors must educate and train the issuer's directors and executives on post-listing responsibilities [20]. - Industry-specific requirements must be addressed, particularly for biotech companies and companies with dual-class share structures [21]. Group 7: Liability of Sponsors - Sponsors may face civil, regulatory, and criminal liabilities if issuers engage in false disclosures or violations post-listing [22].

Core Viewpoint - The recent trend of multiple investment bankers from Industrial Securities taking high-level positions in companies they previously sponsored for IPO raises concerns about the effectiveness of internal controls and the potential for financial fraud in these companies [1][3][4]. Group 1: Issues with Investment Banking Practices - Several investment bankers from Industrial Securities have joined companies they sponsored for IPOs shortly after the listings, which raises questions about the integrity of the IPO process and the effectiveness of ongoing supervision [2][3][4]. - Notable cases include Li Weilan, who became CFO and Secretary of the Board at Foxit Software shortly after its IPO, and Wen Guoshan, who took a similar role at Alade [2][3][6][7]. - The phenomenon of investment bankers transitioning to executive roles in their sponsored companies is not common, particularly within the supervision period, highlighting potential conflicts of interest [3][8]. Group 2: Financial Performance Concerns - Companies like Foxit Software and Green通科技 experienced significant profit increases before their IPOs, followed by drastic declines in performance post-listing, raising doubts about the authenticity of their financial data [9][18][21]. - For instance, Green通科技's revenue and net profit saw substantial growth from 2019 to 2022, but both metrics dropped significantly in the years following its IPO [10][11][12]. - Foxit Software's IPO was marked by a high issuance price and significant overfunding, yet it has reported continuous losses since its second year post-IPO [18][21]. Group 3: Regulatory and Internal Control Implications - The rapid movement of investment bankers to executive roles in their sponsored companies during the supervision period poses challenges to the independence of ongoing oversight and raises concerns about potential collusion [23]. - The China Securities Regulatory Commission (CSRC) has issued warnings to Industrial Securities regarding deficiencies in their internal control processes, particularly in project initiation and quality control [23]. - The CSRC's actions indicate that the effectiveness of the internal control "three lines of defense" at Industrial Securities is under scrutiny, suggesting a need for improved governance and compliance measures [23].

Core Insights - The article discusses the performance of securities firms in the IPO market during the first half of the year, highlighting the competitive landscape and the dominance of leading firms [1][4]. Group 1: IPO Performance - A total of 38 securities firms successfully secured IPO approvals in the first half of the year, with Guotai Junan Securities leading with 26 approvals, surpassing the long-time leader CITIC Securities [2][5]. - The head effect in the industry is intensifying, as many smaller firms received few approvals, with 21 firms having no more than 3 approvals each [3][9]. Group 2: Project Composition - Guotai Junan's IPO approvals were primarily from the Beijing Stock Exchange, accounting for 18 out of 26 approvals, which is nearly 70% of their total [5]. - CITIC Securities had a more balanced portfolio with 22 approvals, including 9 from the Beijing Stock Exchange and 7 from the Sci-Tech Innovation Board [5][6]. Group 3: Challenges for Smaller Firms - The article notes that 56% of the firms received 3 or fewer approvals, indicating significant challenges for smaller firms in securing quality projects [9][10]. - Smaller firms struggle with project quality and competition, often lacking the resources to compete for high-tech projects against larger firms [11][12]. Group 4: Strategic Adjustments - Some smaller firms are focusing on regional markets and mergers and acquisitions to enhance their project pipelines, with firms like Changjiang Securities and Caitong Securities outlining plans to strengthen their M&A capabilities [12]. - There is a trend among smaller firms to prioritize the New Third Board and Beijing Stock Exchange businesses as key areas for growth [12].

Core Insights - The IPO business in A-shares and Hong Kong has shown signs of recovery in 2025, with A-share IPO financing amounting to 37.355 billion yuan, a year-on-year increase of 14.96%, and the number of IPOs reaching 51, up 15.91% [2][4]. In Hong Kong, the IPO financing total has surged to 104.721 billion HKD (approximately 95.663 billion yuan), reflecting a staggering year-on-year growth of 785.99% [2]. A-share Market Developments - The China Securities Regulatory Commission (CSRC) has introduced new policies to deepen the reform of the Sci-Tech Innovation Board, including the establishment of a growth layer and the reactivation of listing standards for unprofitable companies [2][11]. - The number of IPO projects accepted by the Shanghai, Shenzhen, and Beijing exchanges has significantly increased, with 67 projects accepted in June alone, compared to only 30 in the first half of 2024 [6][7]. Brokerages and Investment Banks - Brokerages are experiencing a structural recovery in their investment banking businesses, with top firms leveraging bond underwriting and cross-border mergers to achieve growth despite an overall decline in average revenues [4][12]. - The competitive landscape among brokerages is shifting, with a notable increase in the number of successful IPOs from smaller firms, while larger firms maintain stable project volumes [9][10]. Hong Kong Market Dynamics - The Hong Kong IPO market has seen a significant uptick, with 28 brokerages participating in new stock issuances, and Chinese brokerages leading in the number of deals [13][14]. - The total IPO financing in Hong Kong has surpassed 100 billion HKD, exceeding the total amounts raised in the previous three years and accounting for one-third of the average annual IPO financing from 2018 to 2021 [14][15]. Future Outlook - The overall market activity is expected to increase in 2025 due to a series of capital market reforms, which will enhance the trading environment and boost investment banking revenues [12]. - Positive market factors are anticipated to provide a favorable environment for high-quality IPO projects, suggesting a continued prosperous outlook for the Hong Kong IPO market in the latter half of 2025 [16].

Group 1 - In the first half of the year, 24 securities firms assisted in 43 IPO projects, raising a total of 26.634 billion yuan [1] - The top three firms by project count are Huatai United, Guotai Junan, and CITIC, each sponsoring 5 projects [1] - By fundraising amount, CITIC leads with 4.087 billion yuan, followed by Huatai United with 3.879 billion yuan and Guotai Junan with 2.160 billion yuan [1] Group 2 - The total underwriting and sponsorship fees reached 1.966 billion yuan, with six firms exceeding 100 million yuan in fees [1] - The leading firms in underwriting and sponsorship fees are Huatai United (254 million yuan), CITIC (207 million yuan), and Guotai Junan (176 million yuan) [1] - Other notable firms in the fee rankings include Shenwan Hongyuan (141 million yuan) and Dongxing (116 million yuan) [1]

Group 1 - In the first five months of 2025, a total of 43 new companies were listed in the A-share market, representing a year-on-year increase of 13.16% compared to 38 companies in the same period last year [2] - The total net fundraising amount for these 43 new listings was 24.939 billion yuan, which is a 2.13% increase from 24.418 billion yuan in the same period last year [2] - The top three underwriting institutions for IPOs were Guotai Junan, Huatai United, and CITIC Securities, each handling 5 listings [2] Group 2 - A total of 21 law firms provided legal services for the 43 new listed companies, with Shanghai Jintiancheng leading with 8 cases, followed by Beijing Zhonglun with 6 cases, and Beijing Hairun Tianrui with 3 cases [4] - In the accounting sector, 15 accounting firms provided auditing services for the new listings, with Rongcheng leading with 8 cases, followed by Lixin with 7 cases, and Zhonghui with 6 cases [4]