Relevant documents of the new share issuance regime and new share listing rules

The rules for the rise and fall of new shares are as follows:

1) Shanghai ** Exchange.

Provisions, Initial Public Offerings.

In the first day of the bidding stage, the valid application shall not be higher than 120% of the issuance and not less than 80% of the issuance; In the continuous bidding stage, the valid application shall not be higher than 144% of the issuance, and the non-excitation shall be less than 64% of the issuance. 14:55 to 15:00

The valid application between 00 shall not be higher than 120% of the opening price of the day and shall not be less than 80% of the opening price of the day. According to this regulation, Shanghai's first-day gain has reached 144%. When intraday trading** is more than 10% higher than the opening price**or**, the Shanghai ** exchange also suspends trading for 30 minutes for the first time.

Gains or losses of 20% or more will be suspended until 14:55 on the same day.

2) Shenzhen ** Exchange.

The effective bidding range for the public auction of new shares is also set at 20% of the issue**. Unlike Shanghai, the Shenzhen ** Exchange will change the ** price on the first day of listing from the previous "collective auction."

Changed to "collective pricing", that is, according to the "time priority" principle of one-time centralized matching of transaction declarations, the last transaction** before 14:57 is used as the pricing basis.

If the day's trading **** or ** exceeds 10% or more of the opening price, trading will be suspended for 30 minutes; **or**20% or more will be suspended from trading until 14:57 on the same day.

Extended Materials. 1. The first day of the IPO price limit is:

1. Call auction on the first day of listing on the main board and small and medium-sized board**.

20% cap, 20% cap after opening, so the maximum increase on the first day of listing is limited to 44% of the issue**.

2.GEM.

and the science and technology innovation board within 5 days after the listing of the price limit, after 5 days of price limit is 20%. The risk of GEM and SME board is higher than that of the main board and SME board, so there are requirements for customer funds when opening.

3.About***.

There is no limit on the price of the first day of listing, but a temporary suspension system is set up, and the proportion of the price limit after that is 30%.

2. Under what circumstances is there no limit to the rise and fall?

1.The first day of an IPO. But when the ** rises and falls to a certain level or the turnover rate reaches a certain amount, there will be a suspension mechanism.

2.G shares resumed trading on the first day. Pilot reform of non-tradable shares in the G-share index.

3. st**。

Trading resumed on the first day of suspension.

Therefore, the majority of shareholders and friends still have to remain rational, with the call bidding schedule, some corporate seats and institutional seats can always buy a large number of new shares on the first day of listing, while Xiao Ming Brother scattered investors can not buy orders at 12 o'clock in the evening. The reason is that there are fast runways. Some commercial and institutional seats always have a lot of new shares to buy on the first day of the IPO, while small investors can't buy even at 12pm**.

The reason is that there are fast runways.

The issuance system refers to a series of norms that an issuer must follow when applying for issuance, including the regulations on the issuance supervision system, issuance method and issuance pricing.

**There are three main types of issuance systems, namely the approval system, the approval system and the registration system, and each issuance regulatory system corresponds to a certain market development status. In the process of gradual development and maturity of the market, the issuance system should also be gradually changed to meet the needs of market development. Among them, the approval system is the mode of fully planned issuance, the approval system is the intermediate form of transition from the approval system to the registration system, and the registration system is the issuance system commonly used in the mature market.

**There are three main types of issuance systems, namely the approval system, the approval system, and the registration system, and each of the issuance regulatory systems corresponds to a certain market development status.

Registration.

China** is preparing to fully implement the registration system and let the market supervise listed companies, which is the progress of the system.

New Company Law, Chapter 5, Section 1 Shares**** Lusou's share issuance.

Section 1 Share Issuance Article 126 The capital of the **** shares is divided into shares, and the amount of each share is equal. The company's shares take the form of **. ** is a certificate issued by the company certifying the shares held by the shareholder.

Article 127 The principle of fairness and impartiality shall be applied to the issuance of shares, and every share of the same type shall have the same rights. For the same type of issuance of **, the issuance conditions and ** per share shall be the same; The same price shall be paid for each share subscribed by any unit or individual. Article 128 **Issuance** may be at par amount, or it may exceed the par amount, but shall not be less than the par amount.

Article 129** Adopt paper form or other forms prescribed by ***** oversight and management bodies. ** The following main particulars should be indicated:

a) the name of the company;

2) the date of establishment of the company;

3) ** type, par amount and number of shares represented;

d) **. **Signed by the legal representative and stamped by the company. The word "initiator" shall be indicated.

Article 130 The ** issued by the company may be either registered ** or bearer**. If the company issues ** to the promoter or legal person, it shall be registered **, and shall record the name or name of the promoter or legal person, and shall not establish another account name or register the name of the representative. Article 131 Where a company issues a registered name, it shall keep a register of shareholders to record the following matters:

1) The name and address of the shareholder;

2) the number of shares held by each shareholder;

3) The number of the ** held by each shareholder;

4) The date on which each shareholder acquired the shares. If the bearer ** is issued, the company shall record the quantity, number and issuance date of the **. Article 132 The Company may make separate provisions for the issuance of other types of shares other than those provided for in this Law.

Article 133 After the establishment of the shares, they shall be formally delivered to the shareholders. No delivery to shareholders prior to the incorporation of the company**. Article 134 When a company issues new shares, the general meeting of shareholders shall make resolutions on the following matters:

1) the type and amount of new shares;

2) New share issuance**;

3) the start and end dates of the new share issuance;

4) The type and amount of new shares to be issued to the original shareholders. Article 135 When the company is approved by the ***** supervision and administration authority to issue new shares to the public, it must announce the prospectus and financial accounting report of the new shares, and prepare a stock subscription letter. The provisions of Articles 88 and 89 of this Law shall apply to the public offering of new shares by a company.

Article 136 A company issuing new shares may determine its pricing plan on the basis of the company's operating conditions and financial situation. Article 137 After a company issues new shares and raises sufficient funds, it must go through the registration process with the company registration authority to change the registration and make an announcement.

Before the listing and issuance, the listed company signs the issuance contract with the issuer to determine the method of issuance and clarify the responsibilities of all parties. The method of issuance is generally divided into two types: underwritten issuance and ** issuance.

1.Underwritten issuance

It is a one-time purchase of all or part of the new issuance of the listed company by the first issuer, and advance all the capital equivalent to the first issuance.

Since financial institutions generally have relatively strong funds and can advance in advance to meet the needs of listed companies in urgent need of a large amount of funds, listed companies are generally willing to transfer their newly issued ** one-time to ** business underwriting. If the number of shares issued by a listed company is too large, and it is difficult for a company to underwrite, it can also be underwritten by several companies.

2.Consignment issuance

It is issued by the listed company itself, and only entrusts the company to promote it on behalf of the company, and the company only charges a certain handling fee to the listed company.

**Listed underwritten issuance, although the listed company is able to raise a large amount of capital in a short period of time to meet the urgent need for funds. However, the underwriters who are generally underwritten are only acquired at the primary issue price or lower, which inevitably makes the listed company lose part of its due gains. For listed companies, although they can obtain more funds than underwriting issuance, the whole remuneration time may be very long, so that the listed company can not get the funds it needs in a timely manner.

In addition, in order to give the public a deep impression of great potential and prosperity as soon as it is listed, listed companies often consider the following factors when choosing the timing of listing:

1) At the time of preparation and the foreseeable future period, **** is optimistic.

2) It is necessary to fully prepare for the business in the coming year, so that the public can generally expect that the company will be better than this year when the company will be listed; Don't go public when the company is at its peak and you don't see big changes in the future, or give the public the impression of a growing company.

3) In the company's internal management system, dividends, dividends system, employee internal distribution system has been determined, the future development policy has been clear after the listing, which will give the exchange and the public a sense of stability, otherwise, the changes after the listing will not only affect the first, serious may also cause the suspension of listing.

When investors look at a company that is preparing to go public, they can take a look at and analyze how it was issued and whether it is mature or not, and sometimes we can see some deeper information than we can understand by reading its listing announcement.

Answer]: B Analysis] The issuer should disclose the shareholding intentions and intentions of shareholders who hold more than 5 shares before the public offering in the public offering and listing documents; If the shareholder holds more than 5 shares**, it must be announced 3 trading days in advance.