Management Measures for Listed Reserve Enterprises in Nansha District, Guangzhou

Normative Document No.2 [2024] of Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality

Notice by Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality on Issuing the Management Measures for Listed Reserve Enterprises in Nansha District, Guangzhou

All towns (subdistricts), departments of and agencies directly under Nansha Economic and Technological Development Zone (Nansha District),

The Management Measures for Listed Reserve Enterprises in Nansha District, Guangzhou is hereby issued to you for your compliance and implementation. Problems encountered in the implementation shall be directly reported to Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality.

Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality

January 31, 2024

Management Measures for Listed Reserve Enterprises in Nansha District, Guangzhou

Article 1 The Measures is formulated to implement the principles proposed in the Notice by Guangzhou Municipal Financial Regulatory Administration on Issuing the Action Plan of Guangzhou Municipality on Accelerating the Listing and High-quality Development of Leading Enterprises to drive Industrial Development (2023-2025) (Normative Document [2023] No.11 of Guangzhou Municipal Financial Regulatory Administration), further improve the mechanism for coordinating enterprise listing, enhance targeted guidance and services, as well as widely cultivate and step up efforts to support enterprises' development by virtue of the capital market.

Article 2 This Measures shall apply to enterprises that have commercially registered in Nansha, have been listed and not delisted, or intend to be listed on domestic or international stock exchanges, or intend to be listed on National Equities Exchange and Quotations (NEEQ, hereinafter referred to as the new third board) or Guangdong Equity Trading Center.

Article 3 Listed reserve enterprises shall be managed by the Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality (the Office of the Leading Group for Enterprise Listing in Nansha District) (hereinafter referred to as the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office)) and the members of the Leading Group.

Article 4 Classification of listed reserve enterprises.

According to the listing processes of enterprises and the following requirements, listed reserve enterprises are divided into listed enterprises, key listed reserve enterprises and cultivation-based listed reserve enterprises.

(i) Listed enterprises that meet the following requirements shall be managed as  listed reserve enterprises:

1. The enterprise has completed initial public offering (IPO) and successfully been listed on a domestic exchange or has filed its overseas listing at China Securities Regulatory Commission (CSRC) and has completed initial public offering (IPO) and been listed on the capital market of a country or region with which China Securities Regulatory Commission (CSRC) had signed a Memorandum of Understanding (MoU);

2. The enterprise has not been delisted.

(ii) Key listed reserve enterprises shall meet all the following requirements:

1. The enterprise, with relatively standardized operation, has established a sound corporate governance structure and has no major illegal acts or violations within 2 years before being recogized as a listed reserve enterprise;

2. The enterprise has been restructured into a joint stock limited company or is undergoing a shareholding reform;

3. The enterprise's production and operation meet the requirements of national industrial policies and environmental protection;

4. The enterprise has been basically qualified for being listed in domestic or international stock exchanges.

(iii) Cultivation-based listed reserve enterprises shall meet all the following requirements:

1. The enterprise has a clear scope of business and the ability to operate sustainably;

2. The enterprise has a sound governance mechanism and operates in a lawful and standardized manner;

3. The enterprise is able to meet the requirements for being listed in domestic or international stock exchanges within 3 to 5 years after being recogized as a listed reserve enterprise.

Article 5 Application, classification-based filing and dynamic management of listed reserve enterprises.

(i) Application

The enterprise shall submit the following documents to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) to apply for inclusion in the pool of listed reserve enterprises:

1. Registration Form for Listed Reserve Enterprises in Nansha District;

2. Financial statements and audit reports for 2 years before inclusion in the pool (enterprises that have been established for less than 2 years shall submit the abovementioned documents to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) after 2 years).

3. Restructuring and Listing Guidance Agreement signed between enterprises and securities companies (or sponsors) (if any).

(ii) Classification-based filing

1. After receiving the application documents from a listed reserve enterprise, the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall classify the enterprise according to Article 4 of this Measures and its industry, core competitiveness and development potential.

2. The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall inform the enterprise of the result at the end of each quarter. If the gap between the time when the enterprise submits the application documents and the end of the current quarter is less than 15 working days, this time limit shall be extended to the next quarter.

(iii) Dynamic Management

Dynamic management shall be adopted for the enterprises included in the pool of listed reserve enterprises. An enterprise will be excluded if it falls into one of the following circumstances:

1. The enterprise has registered its business in another place or stopped its business activities;

2. The enterprise fails to fill in the form of its basic information and submit to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) as scheduled or fails to cooperate with the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) in collecting relevant information;

3. The enterprise fails to fulfill obligations as a listed reserve enterprise or cooperate with relevant authorities of Nansha district in listing training or counselling;

4. The enterprise has not joined relevant trainings organized by relevant authorities of Nansha district for 2 consecutive years;

5. The enterprise has been included in the catalogue of enterprises with irregular operations or the list of defaulters; The enterprise has violated laws or administrative regulations related to market supervision, taxation, land, environmental protection, customs or others, or has received administrative or judicial penalties after being included in the pool of listed reserve enterprises; The enterprise falls into other circumstances where the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) considers that it shall be excluded;

6. The enterprise voluntarily applies to be excluded from the pool.

The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall inform the enterprise of the exclusion result. An enterprise that has been excluded from the pool may apply to be included again if it meets relevant requirements.

Article 6 Services for listed reserve enterprises.

(i) Straight-through service system. A "green channel" shall be offered for dealing with important matters involved in the listing of listed reserve enterprises. The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall help listed reserve enterprises solve problems and difficulties encountered in the listing process.

(ii) A listed reserve enterprise may apply to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) for assistance from members of the Leading Group for Enterprise Listing in Nansha District. The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall coordinate the members to solve the problem. The enterprise can also directly contact the liaison of the Leading Group for Listing in Nansha District. The liaison shall proactively inform the enterprise of procedures and required documents and help to solve the problem.

(iii) For a general issue raised by listed reserve enterprises, the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall analyze and coordinate with relevant parties for solutions. If necessary, such an issue shall be submitted to the meeting of Leading Group for Enterprise Listing in Nansha District for solutions. For a major matter or matter that needs to be solved jointly by several departments, the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall submit it to the plenary meeting of the Leading Group for Enterprise Listing in Nansha District for solutions. .

(iv) For the matters that need to be resolved for listed reserve enterprises, the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall follow up on and urge the implementation of the decisions agreed at the meeting of the Leading Group for Enterprise Listing in Nansha District.

Article 7 Rights and obligations of listed reserve enterprises

Listed reserve enterprises shall enjoy corresponding rights and fulfill corresponding obligations in accordance with relevant regulations:

(i) Rights of listed reserve enterprises

1. Enjoy green-channel services. The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall coordinate to solve problems and difficulties encountered in the listing process;

2. The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) shall regularly or irregularly organize trainings on capital market, and activities like policy promotions, corporate roadshows and  industry-finance matchmaking, help enterprises communicate with domestic and international stock exchanges, National Equities Exchange and Quotations (NEEQ) and Guangdong Equity Trading Center, and organize brokers, law firms, accounting firms and other intermediaries to provide consultation services for listed reserve enterprises;

3. Listed reserve enterprises that are eligible for investment funds from Nansha District People's Government shall be supported;

4. Listed reserve enterprises are encouraged to show their corporate images on investment and financing matchmaking platforms such as Nansha District Enterprise Listing Service Center, in a bid to obtaining financing from investment institutions.

5. Listed reserve enterprises that obtain financing by virtue of multi-level capital markets shall be supported according to relevant policies issued by Nansha District People's Government.

(ii) Obligations of listed reserve enterprises

1. Listed reserve enterprises shall submit complete registration forms for inclusion in the pool to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) ;

2. Listed reserve enterprises shall submit materials about their development (including but not limited to major financial indicators) to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) every December.

3. Listed reserve enterprises shall join at least 3 (including 3) trainings organized by relevant departments of Nansha District every year.

4. Listed reserve enterprises shall timely report to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) the progress of major issues during listing (including but not limited to buy-in of intermediaries, shareholding reform, filing counselling, internal review of brokers, acceptance counselling, application of initial public offering, document acceptance, pre-examination, preliminary examination, submitting to the meeting for approval, listing, etc.)

Article 8 The financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) is responsible for leading the establishment and information maintenance of the listed reserve enterprises pool of Nansha District. Listed reserve enterprises that actively cooperate with listing training and counselling shall be commended, otherwise relevant awards applied for that year shall be suspended. Members of the Leading Group for Enterprise Listing in Nansha District shall make a list of leading enterprises and excellent enterprises in the industry, and submit it to the financial authority of Nansha Development Zone (Nansha District Enterprise Listing Office) on a quarterly basis.

Article 9 Enterprise information shall be provided to government for data statistics in accordance with laws and regulations.

Article 10 This Measures shall enter into force from the date of issuance and shall be valid for 3 years. Where there is any adjustment or change to relevant laws, regulations, or policies within the validity term of the Measures, such adjustment or change shall prevail.

Form of Disclosure: Active Disclosure

Issued by Financial Work Bureau of Nansha Economic and Technological Development Zone of Guangzhou Municipality on February 21, 2024