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First, there has been some relaxation in hard conditions. Whether it is a registration system.
There are still some hard conditions for issuance and listing under the current approval system. These conditions are on the STAR Market.
For example, under the approval system, enterprises are required to make profits for several consecutive years, and the Science and Technology Innovation Board and the pilot registration system allow non-profitable enterprises to go public.
Under this premise, the Science and Technology Innovation Board and the pilot registration system should implement a stricter information disclosure system, which is the core content.
Second, we will implement an issuance review system centered on information disclosure. The issuer is the first person responsible for information disclosure, and intermediaries should be diligent and conscientious to effectively play the role of gatekeeper in information disclosure verification. Issuers and intermediaries should fully disclose the information necessary for investors to make value judgments and investment decisions, and ensure that the information disclosure is true, accurate and complete.
The audit work is carried out on the Shanghai Stock Exchange.
The auditors should have reasonable suspicions about the relevant submitted materials and the information to be disclosed, fully inquire, and ask very professional questions and strictly check them. In layman's terms, an audit is to audit a real company.
Third, the implementation of a market-oriented issuance and underwriting mechanism, institutional investors.
is a participant. In the process of the pilot registration system, the issuance of new shares, the scale of the issuance, the market value of the issuance, and the pace of issuance must be determined by marketization, which is significantly different from the current practice. In the pricing of new share issuance, the investment research and pricing ability of institutional investors should be brought into play, and a mechanism for inquiry, pricing and placement with institutional investors as the main participants should be established.
Fourth, strengthen the responsibilities of intermediaries and greatly increase the cost of violations of laws and regulations. The responsibilities of intermediaries such as brokers, accounting firms, and law firms have been further strengthened to protect the interests of investors. The pilot registration system further strengthens the due diligence of intermediaries.
Obligations and verification and gatekeeping responsibilities, strict regulatory measures will be taken against intermediaries and related personnel who violate laws and regulations, strong accountability for violations of laws and regulations, the implementation of law management, strict law enforcement, and accountability for violations, greatly increasing the cost of violations of laws and regulations. It is necessary to strike hard at information disclosure, falsification, fraudulent issuance, and other behaviors, and earnestly maintain a standardized and orderly market environment.
Fifth, improve and improve more sound supporting measures. Establish a good environment for the rule of law, the market, and creditworthiness, especially to improve the construction of the rule of law, and the pilot registration system will place more emphasis on the systematic and coordinated nature of work, enhance the comprehensiveness and effectiveness of supervision, adopt more abundant means to improve the capacity for continuous supervision, strengthen the connection between justice and law enforcement, and promote the improvement of relevant legal systems and judicial interpretations.
and explore and improve the first civil litigation that is compatible with the registration system.
Legal system.
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Hello, the main difference between the registration system and the approval system is whether the audit authority makes a judgment on the value of the company, which is the fundamental criterion for the division between the registration system and the approval system. The registration system means that when the issuer is preparing to issue a formality, it must completely, truthfully and accurately submit all kinds of information disclosed in accordance with the law to the competent authority and apply for registration for formal review. As for the nature of the issuer's business, the issuer's financial strength, quality and development prospects, the number of issuances and ** and other substantive conditions are not considered as the requirements for issuance review.
No value judgments are made. After the submission of the application documents, if there is no objection from the competent authority after the statutory period has passed, the application will automatically take effect; The approval system means that the issuer must not only fully disclose the true status of the enterprise when issuing the first company, but also must meet the necessary conditions stipulated by the relevant laws and the first administrative authority, and also conduct a substantive review of whether the issuer meets the issuance conditions. ”
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Features of the registration system.
Under the registration system, the issuance review agency only conducts a formal examination of the registration documents, and does not make substantive judgments.
If the disclosure method is appropriate, the management body shall not refuse to register on the grounds that the issuance is unfair or other conditions, or that the prospects of the company proposed by the issuer are not reasonable.
The registration system advocates ex post facto control.
The core of the registration system is that as long as the materials provided by the issuer are not false, misleading or omitted, even if the issuer has no investment value, the competent authority has no right to interfere, because voluntary deceiverment is considered to be an inalienable right of investors.
Characteristics of the approval system.
The approval system, the so-called principle of substantive management, is represented by the corporate laws of European countries.
In accordance with the requirements of the issuance approval system, the issuance of the first must not only be conditional on the full disclosure of the real situation, but also must meet a number of substantive conditions suitable for issuance formulated by the first management agency.
Qualified issuing companies can only obtain the issuance qualification after being approved by the ** management authority and issue ** in the **market**.
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What are the differences between the registration system and the approval system?
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1. Different listing conditions and review standards: Compared with the approval system, the conditions of the registration system will be broader, according to the positioning of the sector and the characteristics of science and technology enterprises, the registration system allows enterprises that meet the positioning of the science and technology innovation board, have not yet made a profit or have accumulated unmade losses to be listed on the science and technology innovation board, and allow special equity structure enterprises and red-chip enterprises that meet the relevant requirements to be listed on the science and technology innovation board.
2. The issuance review system is different: according to the regulatory requirements, the registration system only requires that the information provided by the company is true and effective, and the corporate governance operation regulator does not need to interfere too much, but is tested and judged by the market. However, the approval system not only requires the provision of true and effective information, but also has jurisdiction over the actual operation of the company, and the relevant rules and regulations must be met before it can be listed.
3. Different pricing methods: the rhythm of new stock issuance under the registration system, the scale, etc. are determined by marketization, and the level of issuance must not only conform to the laws of the market, but also consider the excavation and research ability of intermediaries, and the issuance market is generally attended by institutional investors in the main inquiry, pricing, and placement mechanism. However, the space for issuance under the approval system is relatively narrow, and there are few market institutions to study and judge, and there are few participants, and it is mainly agreed between the issuer and the underwriting company.
4. The most important difference between the registration system and the approval system is the audit authority, audit conditions, forms, rules and regulations, etc. For the registration-based system, the issuance review agency only conducts a formal review of the materials and statements submitted by the registration-based company, and does not make specific substantive judgments, and the main judgments are handed over to the market and the research and excavation of the participating entities. The approval system needs to be reviewed by the regulatory authorities when the company is listed, and it can only be listed after the review is passed.
5. The important characteristics of the registration system and the approval system are: the registration system is only a formal review, while the approval system is a substantive review, and their important difference is that the audit agency makes a substantive judgment on the value of the company, one is the verification and judgment of the authenticity of the information disclosed by the approval authority, and the other is that the approval agency makes a judgment on the investment value of the disclosed content. When defining the approval system in the issuance, the substantive review is generally taken, while the registration system agency checks whether the content of the disclosure is complete and whether the format meets the requirements, and at the same time adheres to the principle of freedom in the market economy, does not prohibit or restrict the issuance of a type of issuance by administrative organs, and advocates post-event control.
The approval system not only requires the administrative authorities to verify and judge the authenticity of the disclosed contents, but also requires the administrative organs to make judgments on the investment value of the disclosed contents, conduct substantive reviews on whether the issuer meets the issuance conditions, and advocate ex-ante control.
6. Since the issuance cost and related requirements of the registration-based system will be much lower and the risk is larger, the threshold for participating in the registration-based science and technology innovation board is also relatively high, requiring 2 years or more of investment experience, and ensuring that the average daily assets of the account are more than 500,000 yuan within 20 trading days.
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The differences between the registration system and the approval system are manifested in different forms, different times, different purposes, and different applicable areas.
1. The form is different.
The registration-based issuance review agency only conducts a formal review of the registration documents and does not make substantive judgments.
The approval system is a substantive management, and the issuance must not only be subject to the full disclosure of the real situation, but also must meet the substantive conditions of the issuance formulated by the management agency, and the purpose of the approval system is to prohibit poor quality public offerings.
2. The time is different.
In terms of issuance costs, the cost of registration-based issuers will be lower, the efficiency of listing will be higher, and the consumption of social resources will be less.
The approval system has a large workload, generally requires a long time to market, and consumes more resources in the market.
3. The purpose is different.
The registration system advocates ex post facto control.
The approval system advocates prior control.
4. The applicable areas are different.
The most common way for U.S. companies to go public is the registration system.
The most common way to go public in Europe and China is the approval system.
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Hello, the registration system refers to a system in which the applicant for issuance discloses all information and materials related to the issuance in accordance with the law, and sends legal documents to the competent authority for review, and the competent authority is only responsible for reviewing whether the information and materials provided by the applicant have fulfilled the obligation of information disclosure.
The difference between it and the approval system is that the issuance review agency only conducts a formal examination of the registration documents and does not make substantive judgments. The approval system is substantive management, the first issuance must not only be subject to the full disclosure of the real situation, but also must meet the substantive conditions of the issuance formulated by the first management agency, and the purpose of the approval system is to prohibit poor quality public offerings.
In addition, compared with the approval system, the registration system has lower costs, higher listing efficiency, and less consumption of social resources, and the capital market can quickly realize the function of resource allocation. At present, the most common listing method for U.S. companies to go public is the registration system, and the most common listing method in Europe and China is the approval system.
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What are the differences between the registration system and the approval system?
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The differences between the registration system and the approval system are as follows:
1. The strictness of the audit is different
Registration-based system: **The regulatory authority only does a formal check on the documents provided by the applicant and does not make substantive judgments on the actual business situation, financial situation, company prospects, etc.;
Approval system: **The regulatory authority should not only conduct a formal inspection of the applicant's conditions, but also conduct a substantive inspection of its financial status and business status, and then make a value judgment on the applicant's conditions, so as to decide whether to approve its issuance.
2. The difficulty of delisting is different:
Registration-based system: Listing becomes easier, the shell resources of listed companies are naturally less valuable, companies with poor performance are more likely to be delisted, and junk stocks will gradually be marginalized;
Approval system: In the quasi-system era, it is not easy for enterprises to go public, and they have to go through layers of screening, so the shell resources of listed companies are very valuable, even if some listed companies have suffered large losses year after year, it is not easy to delist, because some companies that cannot be listed will be listed on the backdoor and reorganized by backdoor.
Legal basisArticle 21 of the ** Law of the People's Republic of China.
The supervision and management agency or the authorized department shall be responsible for the registration of the issuance application in accordance with the statutory conditions. **The specific measures for the registration of public offerings are stipulated by ***.
In accordance with the provisions of the first exchange, the first exchange can review the application for public offering, determine whether the issuer meets the issuance conditions and information disclosure requirements, and urge the issuer to improve the content of information disclosure.
In accordance with the provisions of the preceding two paragraphs, the person who participates in the registration of the issuance application shall not have an interest in the issuance applicant, shall not directly or indirectly accept gifts from the issuance applicant, shall not hold the registered issuance application, and shall not contact the issuance applicant privately.
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What are the differences between the registration system and the approval system?
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