Song Liping Of Shenzhen Stock Exchange: A Direct Delisting System Is Proposed.

As the first female general manager of the mainland stock exchange, Song Liping is known for her intelligence and ability and courageous deeds in the industry.

Since its inauguration in Japan in 1988, Nomura Securities has been involved in the securities market for more than 20 years. Song Liping has participated in and witnessed all the important reforms in China's capital market.

During the recent ten years in Shenzhen Stock Exchange, Song Liping has participated in and promoted the construction of the multi-level capital market system of Shenzhen Stock Exchange. In October 2009, the gem was officially launched. Thus, the multi-level capital market structure of the Shenzhen Stock Exchange's main board, SME board, gem and non-listed company share spanfer system is basically established.

But the gem has been established for more than a year, from the initial "three high" issue, listing and stir frying, to some enterprises' performance decline, and the delisting system is absent for a long time.

In particular, the reform of the delisting system, the market hopes to solve many years of shell resources speculation, insider trading, market manipulation and many other sinks. But so far, there is still no timetable for the delisting system of the gem.

" Gem It must be strictly delisted. From the beginning of the launch of the gem, we are repeatedly advocating, the main purpose is to let everyone have a clear expectation, although the specific system is not yet pushed forward, but this expectation can not be changed. In July 12th, when Song Liping accepted an exclusive interview with Beijing financial weekly, he said, "on the delisting issue, the gem will no longer be like the motherboard. Once the enterprise triggers the delisting index of the gem, it will be strictly implemented the delisting system.

Strict delisting

Financial and Economic Weekly: as far as we know, the Shenzhen Stock Exchange has reported the two draft of the gem withdrawal system. What is the basic train of thought in the design of the Shenzhen Stock Exchange's delisting system? What are the main points of the draft?

Song Liping: direct delisting, quick delisting and the phenomenon of backdoor speculation are the basic principles for setting up the gem delisting system.

First of all, we suggest that the gem should adopt a direct delisting system and no longer carry out a long-term "delisting risk warning" system. When the company reaches the deadline for suspension of listing, its stock will stop trading.

The purpose of designing the "delisting risk warning processing" measures is to protect the interests of investors. From the actual operation situation, many stocks that have been implemented "delisting risk warning processing" have a vicious speculation phenomenon. They are prone to insider trading and market manipulation, and form a plate effect, to a large extent, undermining the interests of small and medium-sized investors. In order to avoid a similar situation in the gem, it is recommended that no risk warning handling of delisting be implemented in gem.

Second, we will further shorten the delisting time according to different circumstances, ensure that the companies and the poor companies will exit the market as soon as possible, so that the gem can truly achieve good results and healthy development.

Third, no moratorium is allowed. list The company used asset restructuring to resume listing. We should put an end to the phenomenon of delisting, backdoor listing, insider trading and market manipulation in the process of delisting of listed companies, so as to purify the market environment of gem.

At the same time, on the basis of the experience of small and medium-sized board delisting system, combined with the characteristics of GEM companies, we have added two delisting standards on the basis of the existing delisting standards stipulated in the GEM Listing Rules.

First, it was publicly condemned by the exchanges. We require the GEM companies to be publicly condemned for three times in the last thirty-six months, and we will terminate the listing of the company's shares.

Two, the stock price is lower than the face value. The stock price of GEM companies will be lower than the face value of each share for twenty consecutive trading days, and we will also terminate the listing of the company's shares.

Financial and state weekly: the risk of investors holding stocks has been magnified after no longer implementing the "delisting risk warning processing". How does the Shenzhen Stock Exchange consider the protection of investors' interests?

Song Liping: the Shenzhen Stock Exchange will take supporting measures to deepen the management of GEM investors' appropriateness, strengthen the delisting information disclosure, fully reveal and defuse the risk of delisting, and give 30 trading days' stock trading time before the company's delisting, so that investors can handle the shares held in their hands.

Finance and economics weekly: the current market prohibition of GEM companies' "backdoor listing" is very loud. How does the Shenzhen stock exchange plan to arrange for delisting from the gem?

Song Liping: we explicitly stipulate that the GEM companies which are not allowed to suspend their listing will be backdoor listed through asset restructuring to avoid delisting. At present, the main reason for the ST stocks being fired is the expectation and rumors of asset restructuring. It is common for the companies whose main board to suspend the listing to resume listing through asset restructuring. At the same time, they are also accompanied by a lot of illegal activities such as insider trading and stock price manipulation. To avoid the occurrence of similar situations to the maximum extent, it is necessary to restrict the assets reorganization and backdoor listing of the proposed delisting companies in the system.

GEM companies meet the conditions for termination of listing. Delisting 。 At the same time, in order to fully protect the interests of investors and guarantee the trading rights of investors, we ask the company to issue a stock spanfer system after the delisting, and provide investors with a channel and platform for the spanfer of shares, providing buffer zones for small and medium investors to hold losses, thereby reducing market turbulence.

Finance and economics weekly: you have mentioned that the delisting system of gem is very complex and difficult to design. Where are the difficulties?

Song Liping: on the one hand, the design of the delisting system is difficult to implement in the index system. Many international indicators, such as liquidity indicators, are hard to apply to us. This is related to the structure of our investors. Compared with the Hongkong market, their personal investors account for only 30%, while we account for 70%. This determines that our liquidity is higher than that of the world market. If we use liquidity indicators, the volume of foreign trade within a year and half a year will be lower than certain indicators to withdraw from the market.

There are also accounting indicators and financial indicators. Take financial fraud as an example, the securities market around the world stipulates that financial fraud is a major problem. For example, when domestic enterprises go to the Tokyo market to be listed, they are found to be faking the annual reports. The Tokyo market will give the enterprises 20 trading days, and then let the enterprises withdraw from the market. Then we have to ask ourselves whether this indicator can be used here, and whether we can do it.

In addition to indicators, another key to the delisting system is the operability of the system. We need to consider how much impact the delisting will have on investors. Of course, the less the impact on investors, the better.

To combine these conditions, including the domestic market environment and the structure of investors, combined with successful international practices, we set out a set of indicators that are feasible, and feel that the system will be launched as soon as possible.

"Financial and Economic Weekly": the gem delisting system can not be promulgated, is it because the regulators do not agree on the delisting system? One view is that the delisting system of several sectors should be launched together, and the other is that the gem delisting system can go ahead. How does the Shenzhen Stock Exchange look at this issue?

Song Liping: from the perspective of our exchange, we hope that the gem delisting system will be introduced first. Because gem is a brand new market, there are no problems left over by history. As soon as possible, establishing and perfecting the direct delisting system does not involve the existing market. interest The adjustment of the pattern is conditional on the first try to explore and establish and perfect the delisting system that is in line with the reality of China's capital market.

From a global perspective, the gem rarely succeed, but we must make the gem successful. Because it is of great importance to economic restructuring, innovation and risk management of investors. In addition, for some investors with relatively high risk preference, it is also a necessary asset management tool. To achieve the success of the growth enterprise market, the delisting system is a necessary factor.

Puzzlement in fund-raising supervision

Finance and economics weekly: after the market reform of IPO system, the issue of "three high" (high share price, high P / E ratio and high fund-raising) in IPO has been more notable. In particular, the use of capital raised by GEM companies. How to treat over recruitment?

Song Liping: over raising is bad for capital efficiency and return on investment. But recently, we saw that with the breaking of new shares and the drop in price earnings ratio of the two tier market, the phenomenon of over raising has also eased, and even the situation of corporate fund-raising has begun to appear. The Dongbao gem (23.180,1.48,6.82%), which was purchased in June 29th, originally planned to raise 184 million yuan, but according to the issuing price of 9 yuan / share, the actual fund-raising was only 171 million yuan. {page_break}

This shows that over raising is a phased problem. At least, the phenomenon of over recruitment is changing.

Finance and economics weekly: market opinion holds that the supervision over the capital raising fund of gem can be more stringent so as to prevent companies from abusing excessive funds. How does the Shenzhen Stock Exchange recommend "stricter" regulatory proposals?

Song Liping: it is not just over raising funds for the gem, but the supervision of listed companies to raise funds has always been very strict. In the fund-raising supervision of the gem, we have spanplanted the management system of the small and medium-sized board's capital account, and have used the fundraising to bind with the sponsor, so that the sponsor should sign the large amount of withdrawals from the fund raising account. Where should money be used? Sponsors should be held responsible. Among them, the use of fund-raising funds for the two class market stocks is resolutely stopped.

But in fact, the extent to which the exchange is to be managed is a matter of confusion.

Some companies say that the reason for abandoning the Shenzhen Stock Exchange and listing in Hongkong or neighboring markets is that "the Shenzhen stock exchange is too strict". For example, some listed companies should invest in small loan companies, and the Shenzhen Stock Exchange advises them to be "cautious".

Finance and economics weekly: has the Shenzhen Stock Exchange formed the basic concept of fund-raising supervision?

Song Liping: from the start of the operation of small and medium-sized boards, we are discussing whether the use of funds should be managed or not. Previously, the supervision concept of Shenzhen stock exchange is that listed companies, especially small and medium-sized enterprises, should develop their main businesses after listing. They can not raise funds to invest in unfamiliar industries.

But now it seems that the problem of raising funds in the use of enterprises can not be generalized, and some are worth exploring. Some companies do not invest their money in the main business, because capital is profit driven, which is also the market mechanism of decentralized decision-making.

At that time, we had a view internally. Should we have the decision-making power and management power within the enterprise, should we not intervene in this decision? The first person in charge of raising funds is the senior manager of a listed company and his management team. But the contradiction is that the management team is decided by the board of directors, and the investors can not decide the appointment of the management team. Some decisions of the management team are not acceptable to investors. So investors want regulators to manage more.

We always ask investors to invest in accordance with prospectus and refinancing instructions. If an enterprise wants to change its investment direction, it should abide by certain procedures. If it fails to fulfill its procedures and changes the direction of the investment, it will adopt regulatory measures. Regulation is mainly about managing these procedural things. More content, other international exchanges also do not care.

So generally speaking, we think the exchange should have a boundary for the capital management of enterprises.

New three board puzzle

The financial and state weekly: the expansion of the new three boards (the unlisted Limited by Share Ltd's share spanfer system) and the reform of the supporting system are called the "first project" of the construction of China's capital market in 2011. According to the statement by regulators, the market generally expects this reform to be launched after the two sessions this year, but the reform has not yet been solved. Is there any difficulty in pushing forward?

Song Liping: we also expected that the new three boards should be launched. But now the management is cautious about this matter. The new three boards actually do exist some difficult problems. I can guess that one of the difficulties lies in investor protection and investor legal remedies.

One reason for this problem is that investors are immature. Since the start of the gem, China has implemented the system of investor appropriateness, so that "suitable investors" can enter the corresponding market. The fundamental purpose of this system is to protect the interests of small and medium-sized investors, but the other connotation of the system is "investment risk conceit".

But in fact, once the market starts and the individual enterprises fail, it is clear that "risk conceit" has been made clear in advance, but our investors are not used to it and refuse to take risks. This will bring about some social problems and bring great pressure to supervision.

On the other hand, there are defects in the legal remedies of investors in China. Under the circumstances of enterprise violation, there are lawyers in mature markets instead of investors for litigation and compensation. In this respect, our market still lacks many, at least the legal relief efficiency is not too high. If investors want to trace back to legal liability, how to ensure efficiency is beyond the scope of management of the Securities Regulatory Commission and the exchange. This is a judicial issue.

In addition, the US stock market has adopted a "wide access and strict management" mode. Its OTCBB market (OTC trading system, also known as the billboard market) has listed as many as thousands of enterprises, but its strict laws and enforcement have made the market operate orderly. In contrast, China's securities market as a whole is putting the "gateway" in the doorway, but there are some defects in the subsequent supervision.

Finance and economics weekly: how to divide the regulatory responsibilities of the new three board market after expansion and Reform in the future? What tasks will the Shenzhen Stock Exchange undertake?

Song Liping: at present, the Zhongguancun (7.32,0.02,0.27%) stock quotations spanfer system is under the supervision of China Securities Association. The Shenzhen stock exchange is commissioned by the association to do some work, such as providing trading system, implementing real-time monitoring, and undertaking information disclosure and annual report disclosure.

As for the future organizational framework and the division of responsibilities, it has not been determined yet. But it is certain that the trading system is provided by the Shenzhen Stock Exchange. Our system still has a large capacity to provide these services. In addition, after the launch of the new three boards, although the listed companies are small businesses, the number of listed companies is large, the area is large, and the impact is large. Therefore, supervision should be strengthened, and supervision resources should also be strengthened. It will not be said that as a small business, the regulation of him will weaken. But at present, the regulatory resources of China's Securities Regulatory Commission are also very limited, and the SFC is also overloaded, so the regulatory pressure is still very large.