The Release Of Regulatory Signals Is Released Under The Registration System.

Recently, the heavy penalties imposed by the regulators on the science and technology enterprises and the science and technology enterprises have triggered a heated debate in the market. The core of the market discussion is that with the opening of the science and technology board, the operation is approaching one year, and how to improve the regulation under the registration system. Recently, a number of enterprises and intermediaries can be regarded as regulators to release enough information to the market. Under the registration system, some answers are emerging.

At the same time, this year is also the key time to implement the registration system in the capital market. The experience of the company can provide a wealth of reference and reference for other sectors.

So how do we manage to control the listed companies under the registration system? From the current information, focusing on intermediaries and focusing on information disclosure is the two core direction.

However, under the registration system, the supervision of the company can not rely solely on the strength of supervision. At present, the binding force of the market has not yet been effectively mobilized, so as to further promote the regulatory matrix under the complete registration system in the true sense, including the landing of the Chinese version of class action.

Close attention to intermediaries and letters

In recent days, two science and technology companies, including 100 technologies and hang Ke technology, announced that they had received a written decision on the administrative supervision measures of the SFC. At the same time, the two companies will not be accepted by the SFC for administrative supervision and management measures related to the issuance of securities related documents by the issuer within one year.

"One year's time can't carry out the public offering financing to the enterprise still has the very small influence, although to the science and innovation plate enterprise, just listed is not a year the financing demand is not so intense, but to the market this is a stern punishment signal. If the listed company has been listed for two to three years can not be fined for a year, then the impact on the company is not small." A large brokerage investor in Beijing told reporters.

Specifically, the reasons for the two companies' punishment are derived from information disclosure and are related to Beek power company. In August 2019, due to the delay in the payment of customers' Zhongtai motor vehicles, Beek, Shenzhen, filed a lawsuit against Zhongtai, with the object of litigation as high as 621 million yuan.

As a result, it triggered a shock wave of A share Beek power "serial debt", involving Rong Bai technology, hang Ke technology, and other listed companies such as technology, New Zealand and so on.

The SFC investigation found that hang Ke technology did not disclose the situation of suspension of execution of contracts and the risk of inventory price drop resulting from it, and the relevant prepaid disclosure was incorrect. On the other hand, the SFC found that Rong Bai technology did not fully disclose the substantial increase in credit risk of Beek's power and the fact that it did not disclose the power of Beek's "return payment", which was to repay overdue accounts with its own commercial acceptance bill.

Dong Dengxin, director of the financial and Securities Research Institute of Wuhan University of Science and Technology, told reporters that the registration system is not only to strengthen the supervision of IPO information disclosure at the source, but also to strengthen the supervision or tracking of information disclosure after listing. The biggest feature of registration system is inclusiveness. To a certain extent, small defects like this are unavoidable. Registration system does not mean that there are no loopholes or problems in the process of audit, but the most important thing in the implementation of registration system is to use information disclosure as the core of regulation.

It is worth noting that not only the listed companies have been punished, but also the intermediaries have been severely punished. Specifically, four insurance agents involved in the IPO project of two companies were also taken to supervise the talks. The audit institutions of both companies are Tianjian certified public accountants, and the SFC adopted the decision of Tianjian certified public accountants and certified public accountants to issue warning letters.

Undoubtedly, we should pay close attention to the intermediary organization, which is another major feature of the registration system of the Chuang Chuang board. The head of the relevant department of the Shanghai Stock Exchange said that in the examination of the registration system, we must give full play to the role of intermediaries in the verification.

And at the same time, the two companies were punished. A number of intermediary agencies of 4 companies in the preparatory board were fined. The Shanghai Stock Exchange said that in the field supervision, the Shanghai Stock Exchange combed the problems of the sponsor representatives, the certified public accountants and the signature lawyers in the previous 4 on-site supervision projects, and checked the work in accordance with the relevant regulations. This is obviously also a reflection of the intermediary responsibility of the compacting registration system of the Chuang Chuang plate.

In fact, compared with the on-site inspection of general IPO projects, the on-the-spot inspection of the Chuang Ke Chuang board is an on-the-spot supervision based on the intermediary agency. In order to urge the sponsor to be diligent and conscientious, earnestly undertake the responsibility of checking and checking the sponsor project, and improve the quality of the information disclosure of the public issuance of the Kechuang board, the Shanghai Stock Exchange opened the supervision of the on-site supervision of the science and technology board in June 2019.

? ? ? The Shanghai Stock Exchange also said that the on-site supervision of sponsor institutions is an active exploration of the Shanghai Stock Exchange in order to better fulfill its audit responsibilities and play a better role in auditing functions in accordance with the concept and practical requirements of establishing the science innovation board and the pilot registration system. It is also the implementation of the securities issuance registration system, the compaction of intermediary agencies, and the supervision of the sponsors. Diligence and due diligence.

Timely follow up of class actions

However, the experience of the past years has told the market that strict supervision by regulators is not enough. In fact, in recent years, the SFC's punishment has been increasing, and the proportion of illegal investigations has also risen sharply. However, there is still room for improving capital market supervision.

On the one hand, before the implementation of the new securities law, the upper limit of administrative penalty of the SFC is relatively low, and it is not enough for the listed companies to be deterred. On the other hand, under the existing rules, it is far from enough to mobilize market forces to restrain the illegal behaviors of listed companies and intermediaries.

Therefore, in the discussion of the listed companies being punished centrally, some market views also clearly pointed out that the market constraint mechanism including the Chinese version of class action system should be implemented as soon as possible.

"The use of class action mechanism under registration system has proved effective in many mature markets. Compared with regulatory penalties, listed companies are more afraid of litigation claims from the market, while the regulatory power is limited, and the market constraint mechanism can also adequately solve the problem of insufficient supervision coverage." A securities litigation lawyer of a large law firm in Beijing thinks.

In the recent eleventh opinions of the CPC Central Committee and the State Council on the construction of a more perfect institutional mechanism for the market allocation of factors, it is also clearly stated that we should improve the investor protection system and promote the improvement of the securities civil litigation system with Chinese characteristics.

At present, the Chinese version of class action system needs to land. One of the highlights of the revised Securities Law is the further introduction and introduction of the representative litigation system in the protection of securities rights, which is also considered by the market to be an attempt of the Chinese version of the class action system.

However, the implementation of the upper law does not mean that the "class action" can be directly landed, because the ninety-fifth section of the new securities law provides only the principle provisions for the civil litigation system of securities, which is the starting point rather than the end point of the current civil Securities Litigation Reform. The follow-up reform depends on the continuous promotion of the relevant regulations, judicial interpretations and enforcement rules by the SFC, the Supreme People's court and the investor protection agency.

"The market discipline mechanism represented by class action is an indispensable constraint force under the registration system. It is suggested that some judicial practices concerning the representative system of the registration system can be started from the" Chuang Chuang board ", which can also provide references for the promotion of other sectors. The lawyer said before.

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