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Original title: The special action of governance of listed companies “sword dance”
The special action on the governance of listed companies was officially launched. On December 11, the China Securities Regulatory Commission issued an announcement stating that, according to the “Opinions of the State Council on Further Improvement of the Quality of Listed Companies” (hereinafter, the “Opinions”), To improve the governance of listed companies, the China Securities Regulatory Commission decided to launch a special project on the governance of listed companies from now on Action (hereinafter “special action”).
On October 9 of this year, the State Council issued the “Opinions”, stating that “improving the quality of listed companies is an inherent requirement to promote the healthy development of the capital market and an important part to accelerate the improvement of the socialist market economic system in the new era “. In order to fully implement the requirements of the “Rulings”, the China Securities Regulatory Commission has also unfolded corresponding work, one of which is to launch a special action on the governance of listed companies, urge the companies to conduct self-inspections and rectifications, improve the corporate governance standard system and strengthen the basic requirements for corporate governance, Improve the long-term corporate governance mechanism.
Improve the general level of corporate governance of listed companies in 1-2 years
“Through 1 or 2 years of hard work, focus on the key points, make up for the shortcomings, strengths and weaknesses, so that the overall level of governance of the listed company has improved significantly, and promote the establishment of a listing on the that all parties perform their functions, have their own responsibilities, coordinate operations and verify and balance effectively. The new pattern of corporate governance lays a solid foundation for the high-quality development of publicly traded companies, “he said. Gao Li, spokesperson for the China Securities Regulatory Commission, at a press conference of the China Securities Regulatory Commission on December 11.
The China Securities Regulatory Commission stated that after years of development, listed companies have gradually established a relatively strong organizational structure and corporate governance system, setting a good example for various domestic companies. However, in recent times, some listed companies have caused serious problems such as capital seizures, illegal guarantees, financial fraud and manipulation of mergers and acquisitions due to governance failures, control failures and operational disorder, highlighting the situation that governance of listed companies is “similar in appearance but not in spirit.” Deep-seated problems still exist, such as the inadequate implementation of the legal responsibilities of the “key minority” such as majority shareholders, actual controllers, directors, supervisors and senior managers, the unscientific management of decision-making by companies that publicly traded and imperfect accountability mechanisms.
Future special actions will reportedly focus on three key tasks:
The first is to strengthen the endogenous motivation of corporate governance. Through company self-inspection, on-site inspection and supervision of rectification, listed companies are urged to combine rectification of weak issues with better governance, in order to promote improvement through rectification, and continue to strengthen self-regulation, self-improvement and self-improvement of listed companies. A strong conscience will constitute a long-term mechanism for the standardized governance of public companies.
The second is to improve the corporate governance system and rules, further implement the limits of legal duties and responsibilities of majority shareholders, real controllers, directors, supervisors and senior managers, and strengthen the long-term incentive mechanism of companies. listed.
The third is to build a good corporate governance ecology, do a good job of training the “key minority”, increase publicity of advanced models, improve recognition and recognition, generate market consensus, and create a good atmosphere to improve the level of government of publicly traded companies.
Chen Li, chief economist at Chuancai Securities, said that special actions will be taken on the governance of publicly traded companies to impose regulatory requirements on corporate governance. Suitable for optimizing the current environment of the stock market. For publicly traded companies, strengthening corporate governance is more conducive to enhancing the company’s ability to resist risk.
“When companies seek too high profits, they tend to ignore the emergence of risks. Strengthening corporate governance can prevent the instability of company operations caused by unreasonable systems or inadequate operating mechanisms, and then ensure the normal operation of the company. company”. Chen Li It is believed that the strengthening of corporate governance is also the protection of investors. By continuously improving the self-regulation awareness of listed companies, you will help reduce the transfer of interests from major shareholders and harm the occurrence of investor incidents, thus ensuring the stability and order of the financial market.
Chen Li further pointed out that with the successive implementation and smooth operation of the Sci-Tech Innovation Board and Growth Company Market registration system, the general promotion of the registration system is the general trend. The registration system makes it easier for companies to get on the list more quickly and conveniently, and then obtain direct funding, but the registration system does not stop controlling quality. Paying close attention to the governance of publicly traded companies also lays a solid foundation for implementing a comprehensive registration system.
Self-examination and self-correction are an important link
In addition to focusing on three key tasks, self-examination and self-correction of listed companies are an important part of this special action.
Gao Li expressed the hope that listed companies and their majority shareholders, actual controllers, directors, supervisors and senior executives will take them seriously, conduct an in-depth self-examination, make truthful comments and rectify effectively, firmly maintain corporate governance bottom line, actively implement best practices and effectively promote the China listing. The general level of corporate governance has been effectively improved.
“This special action hopes to become a conscious and self-disciplined action of public companies.” Dong Dengxin, director of the Institute of Financial Securities of Wuhan University of Science and Technology, said that the essence of the special action should be self-awareness and self-discipline of listed companies. Rectification to complete the special action. It cannot be reduced to “responsible” inspection with “policies at the top and countermeasures at the bottom”, and remains on the surface of governance.
Dong Dengxin suggested that typical companies can be established from a regulatory perspective, praising companies with outstanding performance in internal governance and establishing a positive list. Conversely, companies with chaotic internal governance should also be “blacklisted” as a warning and as an important reference for subsequent monitoring and review. “With the internal power of corporate governance and the pressure of external supervision, we will jointly promote the smooth implementation of special actions.”
Regarding how to form a long-term mechanism for standardized governance of listed companies, Chen Li also suggested that according to the registration system, companies should be required to be open and transparent about events, that avoid the use of information asymmetry for personal gain and that an independent board of supervisors can be established to strengthen corporate supervision.
On the other hand, an online voting mechanism should also be established for the general meeting of shareholders of the company. He noted that due to cost and convenience issues, some small and medium investors cannot exercise their right to vote at certain events. The creation of an online voting platform for the general meeting of shareholders helps to help investors participate in important decisions, thus improving corporate governance.
It is worth mentioning that the Securities Regulatory Commission also released the latest advances in the reform of the exclusion system that day.
As one of the key means of improving the quality of listed companies, improving the foreclosure system and strengthening the survival of the fittest have always been the focus of oversight. On November 2, the Central Committee for the Comprehensive Deepening of the Reform also reviewed and approved the “Implementation Plan to Improve the Mechanism for Exclusion of Listed Companies.”
Gao Li revealed at the press conference that the China Securities Regulatory Commission, on the basis of conscientiously summarizing the experience in the pilot reform of the science and technology innovation board and the ChiNext exclusion system, has addressed some of current delisting issues and further improved in six aspects, and proposed Relevant reform measures include: improving delisting standards, simplifying delisting procedures, expanding multiple exit channels, strengthen the main responsibility for the implementation of the delisting of the stock exchanges, strengthen the supervision of the delisting and optimize the mechanisms of protection of investors. At the same time, it plans to carry out the reform of the foreclosure system throughout the market.
“The Shanghai and Shenzhen stock exchanges are currently reviewing the delisting rules and will solicit public comment as soon as possible,” Gao Li said.
(Author: Man Music Editor: Package Fang Ming)