Guidelines of the Shenzhen Stock Exchange for One-Stop Business for Information Disclosure by Listed Companies
2018-06-23 1142
- Document Number:No. 134 [2018] of the Shenzhen Stock Exchange
- Area of Law: Securities
- Level of Authority: Industry Regulations
- Date issued:03-23-2018
- Effective Date:03-23-2018
- Status: Effective
- Issuing Authority: Shenzhen Stock Exchange
Notice of the Shenzhen
Stock Exchange on Issuing the Guidelines of the Shenzhen Stock Exchange for
One-Stop Business for Information Disclosure by Listed Companies (2018
Revision)
(No. 134 [2018] of the Shenzhen Stock Exchange)
All listed companies:
For the purposes of further maximizing the front-line regulatory function of
the exchange, maintaining the market order, preventing and controlling market
risks and protecting investors' lawful rights and interests, the Shenzhen Stock
Exchange has revised the Guidelines of the Shenzhen Stock Exchange for One-Stop
Business for Information Disclosure by Listed Companies, which are hereby
issued and upon which the Guidelines of the Shenzhen Stock Exchange for
One-Stop Business for Information Disclosure by Listed Companies (2015
Revision) issued by the Shenzhen Stock Exchange on May 26, 2015 shall be
repealed.
Annex: Guidelines of the Shenzhen Stock Exchange for One-Stop Business for
Information Disclosure by Listed Companies (2018 Revision)
Shenzhen Stock Exchange
March 23, 2018
Guidelines of the Shenzhen Stock Exchange for One-Stop Business for Information
Disclosure by Listed Companies
(Revision 2018)
(No. 134 [2018] of the Shenzhen Stock Exchange)
Chapter I General Provisions
Article 1 For the purposes of urging listed companies to further establish the
market-oriented operation concept, strengthening the information disclosure
responsibilities of listed companies, regulating one-stop business for
information disclosure by listed companies and protecting investors' lawful
rights and interests, these Guidelines are developed according to the Company
Law, the Securities Law, the Measures for the Administration of the Information
Disclosure by Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange
(2014 Revision), the Rules of the Shenzhen Stock Exchange for Stock Listing on
ChiNext (2014 Revision) (hereinafter referred to as the “Listing Rules”) and
other relevant provisions.
Article 2 The Guidelines shall apply to the one-stop services of companies
listed on the Shenzhen Stock Exchange (“SZSE”) for information disclosure.
Article 3 For the purposes of these Guidelines, “one-stop business for
information disclosure” means the information disclosure method that listed
companies directly submit the information and announcements to be disclosed to
the designated disclosure media through the technical platform of the SZSE and
the SZSE conducts ex post examination according to these Guidelines as well as
other rules, detailed rules, guidelines, notices, measures and memorandums
issued by the SZSE (hereinafter referred to as “other relevant provisions of
the SZSE”).
Article 4 One-stop services for information disclosure is one of the methods of
information disclosure by listed companies. Listed companies disclosing
information by one-stop means (hereafter referred to as “one-stop disclosure”)
shall comply with the relevant laws, administrative regulations, departmental
rules, regulatory documents, these Guidelines and other relevant provisions of
the SZSE, as well as the provisions of the bylaws on information disclosure.
Article 5 According to the relevant laws, administrative regulations,
departmental rules and other relevant provisions of the SZSE, the SZSE shall
conduct ex post form examination of the information disclosed by listed
companies by one-stop means, without assuming any liability for the
authenticity of the content.
Article 6 In the event of any mistake, omission or misleading content in the
information disclosed by a listed company by one-stop means, the company shall,
according to the relevant laws, administrative regulations, departmental rules,
regulatory documents, these Guidelines and other relevant provisions of the
SZSE, publish a supplementary announcement or correction announcement in a
timely manner.
Chapter II Scope of One-stop Business for Information Disclosure
Articles 7 Except the listed companies whose annual information disclosure
assessment results are D, companies listed on the SZSE shall disclose
information by one-stop means, in principle.
Where a company falls under such circumstances seriously affecting its quality
of information disclosure as unsound governance, weak internal control, various
suspected violations of laws and regulations, widely questioning of its
information disclosure on the market, and refusal to cooperate with
supervision, the SZSE may remove it from the scope of entities qualified for
one-stop business for information disclosure.
Article 8 The scope of announcement on the one-stop business for information
disclosure shall be separately prescribed by the SZSE. SZSE may, according to
the needs of business development, adjust the scope of announcement on a
regular or irregular basis.
Article 9 A listing company conducting one-stop disclosure of an announcement
set out in Article 8 of these Guidelines shall adopt the one-stop means. Where
a single disclosure application of a listed company covers several
announcements, the disclosure may be conducted by one-stop means only when each
announcement complies with the provisions of Article 8 of these Guidelines.
Chapter III General Provisions on the Handling of the One-stop Business for
Information Disclosure
Article 10 A listed company shall file an application for one-stop disclosure
in the “Special Business Area for Listed Companies,” the “Special Business Area
for SME Board,” or the “Special Business Area for ChiNext” on the technical
platform of the SZSE for disclosure business on the trading day.
The technical platform of the SZSE shall automatically send the one-stop
disclosure information to the designated media within the specific period:
(1) Where a listed company submits an announcement from 6:00-7:30 on the
trading day and the expected disclosure date is the current day, the technical
platform shall automatically send the relevant announcement to the designated
website for disclosure at 7:30 on the current day.
(2) Where a listed company submits an announcement from 7:30-8:00 on the
trading day and the expected disclosure date is the current day, the technical
platform shall send the relevant announcement to the designated website for
disclosure in a real-time manner.
(3) Where a listed company submits an announcement from 8:00-11:30 on the
trading day and the expected disclosure date is the current day, the technical
platform shall automatically send the relevant announcement to the designated
website for disclosure at 11:30 on the current day.
(4) Where a listed company submits an announcement after 11:30 on the trading
day, the technical platform shall automatically send the relevant announcement
to the designated website for disclosure after 15:30 on the current day.
(5) Where a listed company submits an announcement from 12:00-16:00 on a single
trading day or on the last day of consecutive non-trading days, and the
expected disclosure date is the current day, the technical platform shall
automatically send the relevant announcement to the designated website for
disclosure after 16:00 on the current day.
The relevant aforesaid announcements shall be concurrently sent to other
designated disclosure media.
The SZSE may, in light of the reality of the one-stop business, adjust the
period of one-stop disclosure.
Article 11 A listed company handling one-stop disclosure in the special
business area shall use the Digital Certificate of the SZSE (hereafter referred
to as the “digital certificate”).
A listed company shall appropriately keep the Digital Certificate and password
and assume the legal liability arising from the handling of business with the
Digital Certificate that is deemed the act of the listed company.
Article 12 A listed company shall maintain the consistency between the
information disclosed by one-stop means in the newspaper and that disclosed on
the website. Where the requirements for the disclosure of the announcements on
some business types in the designated newspaper are different from those for
disclosure on the designated website, the listed company shall pay full
attention thereto and take corresponding measures to meet the respective
requirements.
Chapter IV Procedures of Handling the One-stop Business for Information
Disclosure
Article 13 Where a listed company involves one-stop business for information
disclosure, its board secretary shall prepare for announcement texts and
reference documents in advance in accordance with the Listing Rules, the
Formats of Interim Announcements of Listed Companies and other requirements,
and handle the one-stop business for disclosure in accordance with the
Guidelines for the One-stop Business for Information Disclosure by Listed
Companies issued by the SZSE.
Article 14 The basic procedures for a listed company to file an application for
one-stop disclosure through the special area of online business are as follows:
(1) The listing company shall confirm identity with the digital certificate and
logs on the “Special Business Area for Listed Companies,” the “Special Business
Area for SME Board,” or the “Special Business Area for ChiNext.”
(2) The listing company shall create an application for one-stop disclosure
through the special business area on a trading day, a single non-trading day or
the last day of the consecutive non-trading days. The listed company shall
select and add the types of announcements, check the completeness of the
recordation materials, examine whether the announcements satisfy the relevant
requirements in contrast of the business focus of the types of announcements,
and enter the business parameters. The listed company shall upload the
documents to be disclosed and recordation documents.
(3) The listed company shall confirm and submit the application for information
disclosure to the technical platform of the SZSE.
(4) If the application for information disclosure fails to meet the standards
for one-stop disclosure, the information shall be disclosed after passing the
pre-examination of the SZSE.
(5) If the application for information disclosure meets the standards for
one-stop disclosure, the technical platform will remind the listed company of
conducting internal review again to ensure the accuracy and completeness of the
types of announcements, announcement documents, recordation documents and
business parameters, among others.
(6) The technical platform of the SZSE shall automatically send the one-stop
disclosure information that has passed the internal review of the listed
company to the designated media within the prescribed period.
(7) The listed company shall confirm receipt with the designated media in a
timely manner.
(8) The designated website shall publish the information immediately after
receiving the one-stop disclosure information and the designated newspaper
shall publish the information on following day after receiving the one-stop
disclosure information.
(9) While the listed company publishes the information announcements on
one-stop disclosure in the designated disclosure media, the technical platform
of the SZSE shall automatically load the information announcements disclosed by
one-stop means to the business supervision system of the company management
department of the SZSE for ex post review.
Article 15 The listed company shall pay special attention to the selection of
the types of announcements on one-stop disclosure, and ensure that the types of
announcements selected are complete and integral, all sub-types of
announcements involved in the events covered are selected correctly, and the
types of announcements are selected completely, without replacing the types of
one-stop announcements with the types of pre-examination announcements.
The listed company shall pay special attention to the entering of the business
parameters involved in one-stop disclosure to ensure that the business
parameters are entered accurately and completely. The accuracy and completeness
of the selection of types of announcements and the entering of business
parameters by a listed company shall be included in the indicators for
examination of information disclosure.
Article 16 When the SZSE conducts ex post review of the one-stop disclosure
information, the listed company shall actively cooperate with the supervision
and administration of the SZSE, answer (or reply to) the inquires of the SZSE
in a timely manner, and submit the supplementary materials, etc.
Chapter V Supplementary Provisions
Article 17 Listed companies and their relevant personnel that violate these
Guidelines and other relevant provisions of the SZSE when handling one-stop
business for information disclosure shall, according to the Listing Rules, the
Detailed Implementation Rules of the Shenzhen Stock Exchange for
Self-regulatory Supervision Measures and Disciplinary Actions and other
relevant provisions, be subject to self-regulatory supervision measures or
disciplinary actions.
Article 18 The power to interpret these Guidelines shall remain with the SZSE.
Article 19 These Guidelines shall come into force on March 23, 2018, upon which
the Guidelines of the Shenzhen Stock Exchange for One-Stop Business for
Information Disclosure by Listed Companies (2015 Revision, No. 231 [2015],
SZSE) issued by the SZSE on May 26, 2015 shall be repealed.