21st Century Business Herald reporter Cui Wenjing reported from Beijing
On the eve of the "May Day" holiday, the Science and Technology Innovation Board ushered in a new standard for listing.
On the evening of April 30, the China Securities Regulatory Commission (CSRC) issued the Guidelines for the Evaluation of Science and Technology Innovation Attributes (Trial) (hereinafter referred to as the "Guidelines"), and the Shanghai Stock Exchange simultaneously issued the Interim Provisions on the Application and Recommendation of the Issuance and Listing of Enterprises on the Science and Technology Innovation Board (hereinafter referred to as the "Interim Provisions").
The two documents were released to the public for public comment on April 12, and this is the official version after the consultation.
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Compared with the Consultation Paper, there is only one important change - the new "industrialization" requirement is added to the assessment criteria for invention patents. The specific expression is: "more than 50 invention patents (including national defense patents) that form core technologies and are applied to the main business" are adjusted to "more than 50 invention patents (including national defense patents) that form core technologies and are applied to the main business and can be industrialized".In this regard, the interviewed insurance agency analysis said:
This provision ostensibly emphasizes the industrialization of invention patents, but in essence, it is to guide enterprises to carry out realizable patent research and development, which will help to get rid of enterprises planning to IPO with relatively weak profit potential, and is conducive to the protection of investors' interests.In addition, the Guidelines also raise the threshold for listing on the Science and Technology Innovation Board from three aspects, including increasing the amount of R&D investment in the past three years to a cumulative amount of more than 80 million yuan, adjusting the number of invention patents applied to the company's main business to more than 7, and increasing the minimum compound growth rate of operating income to 25% in the past three years.
"Four changes" in the listing threshold of the Science and Technology Innovation Board
The new "National Nine Articles" stipulate that the threshold for listing on the Shanghai and Shenzhen stock exchanges will be raised. On April 30, the "Guidelines" were released, and the threshold raising standards for the Science and Technology Innovation Board were clarified.
Compared with the old version of the listing standards, the increase in the listing threshold of the STAR Market is mainly reflected in four points, one of which is the new content after the public consultation on April 12.
First of all, this new content is to emphasize the industrialization of invention patents.
In order to land on the STAR Market, enterprises need to provide a total of more than 50 invention patents. In the past, the requirement for these invention patents was to "form core technologies and apply them to the main business", but according to the Guidelines, new conditions need to be met on the basis of the above requirements to "be industrialized".
What does this constraint mean?
According to the analysis of the interviewed insurance agency, on the one hand, it means that the regulation encourages enterprises to carry out realizable and industrially valuable patent research and development, rather than "patents for the sake of patents", and this provision will help to remove enterprises with weak profit potential and improve the investability of IPOs of new stocks on the Science and Technology Innovation Board.
On the other hand
The judgment of "whether it can be industrialized" is relatively subjective, which not only leaves an opportunity for investment banks and enterprises to explain and "beautify", but also brings flexible space for supervision.Secondly, invention patents not only add the requirement of "being able to industrialize", but also increase the requirements for the number of invention patents used in the main business, from the previous "more than 5" to "more than 7".
In addition, in terms of the scale of R&D investment, the amount of R&D investment in the last three years has been adjusted from "cumulative more than 60 million yuan" to "cumulative more than 80 million yuan".
At the same time, in terms of operating performance, the compound growth rate of operating income in the last three years has been increased by 5 percentage points to no less than 25% on the original basis. After the adjustment, if an enterprise wants to be listed, it needs to meet the constraints: the compound growth rate of operating income in the last three years has reached 25%, or the amount of operating income in the last year has reached 300 million yuan.
"Each adjustment may not seem large at first glance, but together it is a strong constraint, and it is expected that many companies will not be able to meet the listing requirements of the STAR Market due to the above standards. For these companies, if they have sufficient funds and are not in a hurry to go public, they can extend the preparation period, if they want to go public as soon as possible, the Beijing Stock Exchange may be a good choice, and in addition, the mergers and acquisitions currently encouraged by supervision are also the paths that such companies can consider. The interviewed insurance agent analyzed.
The probability of on-site supervision increases
Consolidating the responsibilities of intermediaries and forcing intermediaries to fulfill their responsibilities has been one of the key regulatory directions of the CSRC for a long time. The Guidelines and Interim Provisions also further strengthen the responsibilities of intermediaries, especially sponsors.
There are only two major revisions to the Interim Provisions, one of which is the new sponsorship requirement to promote scientific and technological innovation and the development of new quality productive forces.
The specific new requirements are:
The sponsor institution shall comply with the national strategy and industrial policy guidance, based on promoting the development of new quality productivity, implement the concept of high-quality development, accurately grasp the positioning of the Science and Technology Innovation Board, and recommend "hard technology" enterprises with key core technologies, outstanding scientific and technological innovation capabilities, outstanding ability to transform and apply scientific research achievements, outstanding industry status or high market recognition, and strong growth potential to apply for the Science and Technology Innovation Board.How to understand this requirement?
According to the analysis of the interviewed insurance agents,
It further highlights the "hard technology" attribute and gives a series of limited requirements. It will not only help investment banks better grasp the principle of enterprise selection, but also consolidate the responsibilities of sponsors - if the enterprises sponsored by investment banks are too far from the above requirements, there may be a suspicion of "over-packaging", and investment banks are likely to be subject to extended inspection and on-site supervision as a result.The reason for the insurance agency's emphasis on on-site supervision is related to the Guidelines for the Application of Issuance and Listing Review Rules No. 3 - On-site Supervision (hereinafter referred to as "On-site Supervision") issued by the Exchange on April 30, which clearly stipulates that the coverage of on-site supervision will be broadened.
The "On-site Supervision" stipulates that the on-site supervision method of "random selection" is added, and according to the results of the practice quality evaluation of the sponsor institution oriented by the quality of the listed company, the accepted projects are randomly selected and the on-site supervision of the sponsor is initiated. It is clarified that if a matter that has a significant impact on whether the issuer meets the issuance conditions, listing conditions or information disclosure requirements after the deliberation of the listing review committee meeting and before the listing and trading of stocks or depositary receipts occurs, the exchange may initiate on-site supervision as necessary.
At the same time, the On-site Supervision clarifies the principle of "one supervision to the end", that is, the withdrawal of the application by the issuer or the withdrawal of sponsorship by the sponsor will not affect the implementation of the supervision work, nor will it affect the exchange's handling of the problems found by the supervision in accordance with regulations.
The promulgation of these regulations has made the insurance agents feel that "the pressure on their shoulders is greater, and they can no longer help enterprises to 'test risks'." At present, we should strictly follow the standards stipulated in the "Guidelines" to strictly control the 'hard technology' attributes of the sponsor enterprise and reduce the probability of being fined. ”
However, due to the zero acceptance of the Shanghai and Shenzhen Stock Exchanges after the Spring Festival, the proportion of on-site inspections is not less than one-third, and the insurance agents have not yet explored the boundaries of the new version of the listing requirements, the interviewed insurance agents have not submitted new IPO projects for several months. "Don't dare to submit, wait and see. Bao Dai said.
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