Currently, the China Securities Regulatory Commission no longer issues "no objection letters" for overseas listings, that is, it cancels the issuance of stocks overseas by overseas companies involving domestic interests. and review of legal opinions on listings; the batch pre-selection system for overseas listings of domestic enterprises was also cancelled, and was changed to mature companies and approved ones; at the same time, the original focus on supporting state-owned enterprises was also cancelled. As long as they meet the conditions for overseas listing, Regardless of the ownership form, you can apply for overseas listing.
Generally speaking, domestic enterprises must meet the following conditions for overseas listing:
Comply with my country’s relevant overseas listing requirements The laws, regulations and rules;
The purpose of financing complies with national industrial policies, foreign investment utilization policies and national regulations on fixed asset investment projects; net assets are not less than 400 million Yuan, after-tax profit in the past year is not less than 60 million yuan, and has growth potential. Calculated based on a reasonable expected price-earnings ratio, the financing amount is not less than 50 million US dollars;
Has a standardized legal person structure and a relatively complete internal management system, a relatively stable senior management and a high management level;
Post-listing dividend distribution The interest has a reliable source of foreign exchange and complies with the relevant regulations on national foreign exchange management;
Other conditions stipulated by the China Securities Regulatory Commission;
In addition to meeting the requirements of the my country Securities Regulatory Commission, the performance of domestic companies also has certain requirements for companies to apply for listing. For example, the Hong Kong Stock Exchange’s main board listing requirements require that shareholders’ profits in the most recent year should not be less than HK$20 million. The cumulative shareholder profit in the two years is no less than HK$30 million.
2. Documents that domestic companies need to submit when applying for overseas listing
1. Application report, the content of which should include: company evolution and business overview, restructuring plan and share capital structure, description of compliance with overseas listing conditions, operating performance and financial status (financial statements for the last three fiscal years, after-tax profit forecast for this year and basis), financing purposes. The application report must be signed by all directors or members of the organizing committee and stamped by the company or the main sponsor. At the same time, fill in the overseas listing application brief form.
2. Documents from the local provincial people's government or relevant departments of the State Council agreeing to overseas listing.
3. Analysis and recommendation reports from overseas investment banks on the company's issuance and listing .
4. Reply from the company approval authority on the establishment of a joint-stock company and the conversion to an overseas fundraising company.
5. Resolution of the company’s general meeting of shareholders on overseas raising of shares and listing.
6. Confirmation document of asset assessment by the state-owned assets management department and approval of state-owned equity management.
7. The land and resources management department’s approval of the land use rights assessment confirmation document and land use rights disposal plan.
8. Articles of Association.
9. Prospectus.
10. Reorganization Agreement , service agreement and other related transaction agreements.
11. Legal opinion.
12. Audit Reports, asset evaluation reports and profit forecast reports.
13. Issuance and listing plan.
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