The first board market usually refers to the main board market (including small and medium-sized board), and the second board market refers to the growth enterprise market. Compared with the first board market and the second board market, some insiders call the OTC market the third board market. The development of the third board market includes two stages: the old third board market (hereinafter referred to as "the third board") and the new third board market (hereinafter referred to as "the third board"). The Third Board is the "Agency Share Transfer System" established on July 65438+6, 200 1 year. The "New Third Board" is developed on the basis of the "Old Third Board". [ 1]

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The listing of the New Third Board needs to meet the following requirements:

1. Requirements for subject qualification listing: Companies listed on the New Third Board must be unlisted joint-stock companies.

2. Operation life requirement: the duration must be two years.

3. Profitability requirements of the companies listed on the New Third Board: They must have stable and continuous operation ability.

4. Asset requirements: unlimited.

5. Main business requirements: The main business must be prominent.

6. Requirements for growth and innovation ability: Zhongguancun high-tech enterprises will gradually expand the pilot scope to other high-tech industrial development zones.

2 List Standard Editor

The listing criteria of the New Third Board shall meet the following conditions:

The listing standard of the New Third Board is 1. It was established according to law and has existed for two years. Where a limited liability company is converted into a joint stock limited company according to the original book net asset value, the duration can be calculated from the date of establishment of the limited liability company. (fiscal year)

New Third Board Listing Criteria II. Clear business and sustainable management ability.

New third board listing standard 3. The corporate governance mechanism is sound and its operation is legal and standardized.

3 List for editing

Listing conditions

Listing conditions of the New Third Board:

(1) meets the conditions for the existence of the New Third Board for two years. (The overall restructuring of a limited company can be calculated continuously);

(2) The main business of the New Third Board is outstanding and has a record of continuous operation; Conditions that must be met.

(3) The company listed on the New Third Board has a sound governance structure and standardized operating conditions;

(4) The issuance and transfer of shares of companies listed on the New Third Board are legal and compliant;

(5) The registered address of the new third board listed company is in the pilot national high-tech park;

(6) The local government issued a letter of confirmation on the pilot qualification of listing the New Third Board. [2]

Agency role

The function of listing the New Third Board:

(1) Financial support for companies listed on the New Third Board: According to different regional parks and government policies, enterprises can enjoy park and government subsidies.

(2) Convenient financing for companies listed on the New Third Board: After the company is listed, it can implement private placement of shares, improve the company's credit rating and help enterprises to raise funds faster.

(3) Wealth appreciation of companies listed on the New Third Board: the shares of enterprises and shareholders can be circulated at higher prices in the capital market to realize asset appreciation.

(4) Share transfer of companies listed on the New Third Board: Shareholders' shares can be legally transferred to improve the liquidity of shares.

(5) Listing of New Third Board listed companies: Once the transfer mechanism is determined, the company can enjoy the "green channel" first.

(6) Development of companies listed on the New Third Board: It is conducive to improving the company's capital structure and promoting the company's standardized development.

(7) The publicity effect of the companies listed on the New Third Board: establish the company brand and improve the company's popularity. [2]

4 editors of listed companies

1. The companies listed on the New Third Board must be high-tech park enterprises in Beijing, Shanghai, Tianjin and Wuhan.

2. The net profit of the companies listed on the New Third Board should be above 3 million.

3. It is best for companies listed on the New Third Board to have their own invention patents, and it is best for companies with two high schools and six new types.

4. The company listed in Zhongguancun, Beijing is called the New Third Board listed company. Companies listed on the New Third Board in Wuhan, Tianjin and Shanghai are called OTC markets.

5 List Process Editor

The process of applying for listing the New Third Board:

To apply for the listing process of the New Third Board, it is necessary to sign a recommendation listing process agreement with the sponsoring brokerage firm, as its recommendation, the sponsoring brokerage firm will recommend the listing process of the New Third Board to the association. The process of applying for listing on the New Third Board mainly includes:

New Third Board Listing Process 1. The limited company to be listed is transformed into a joint stock limited company as a whole. The entity applying for listing on the New Third Board must be an unlisted company limited by shares. Therefore, the company to be listed as a limited company needs to start the share reform procedure first, and the company will convert its shares into a limited company based on the audited net asset value on the base date of share reform.

New Third Board Listing Process II. The sponsoring brokerage firm conducts due diligence on the joint-stock company to be listed, prepares the filing documents for listing recommendation, and undertakes the recommendation responsibility. When recommending the stocks of unlisted companies to be listed on the New Third Board, the sponsoring brokers shall conduct due diligence, carefully prepare the filing documents for listing recommendation, and bear the recommendation responsibility. When conducting due diligence, the sponsoring brokerage firm shall set up a special project team for each joint-stock company to be recommended. The project team should coordinate with accounting firms, law firms and other intermediaries, and after completing the corresponding audit and legal investigation, according to the due diligence guidelines of the sponsoring brokers, put forward solutions to major problems such as investment defects, related transactions and horizontal competition in the history of the companies listed on the New Third Board, and make filing documents and other application materials.

New Third Board Listing Process 3. The sponsoring brokerage firm shall set up a core institution to be responsible for the audit of filing documents. The sponsoring brokerage firm should not only set up a special project team to be responsible for due diligence, but also set up a core institution to be responsible for reviewing the filing documents and issuing audit opinions. According to the core opinions, the sponsoring brokerage firm decides whether to recommend the listing of the company's New Third Board to the association. If it decides to recommend, it shall issue a recommendation report (including due diligence, internal opinions, recommendation opinions and matters needing attention of investors, etc.). ) and submit the filing documents to the association.

New Third Board Listing Process 4. After the kernel is passed, the sponsoring securities firm will report the filing documents to China Securities Association for review. China Securities Industry Association is responsible for reviewing the filing documents submitted by the sponsoring brokers, and making a decision on whether to file. If the Securities Industry Association decides to accept it, it shall issue a notice of acceptance and review the filing documents. If you have any objection, you can submit written or oral feedback to the sponsoring brokerage firm, and the sponsoring brokerage firm will reply; If there is no objection, a filing confirmation letter shall be issued to the sponsoring brokerage firm. [ 1]

6 List Benefits Editor

Benefits of listing the new third board

There are many benefits to listing the New Third Board. For unlisted high-tech joint-stock companies with high technology content and strong independent innovation ability in the initial stage, listing the New Third Board can bring the following benefits:

The advantage of listing the New Third Board is 1, which is conducive to broadening the company's financing channels.

Benefits of listing on the New Third Board II. Improve the capital structure of the company.

Benefits of listing on the New Third Board 3. Guide the company to standardize its operation.

Benefits of listing on the New Third Board 4. It is conducive to improving the liquidity of the company's shares and bringing positive wealth effects to the company.

Benefits of listing on the New Third Board 5. It is conducive to improving the possibility of listing the company.

New Third Board Listing Evaluation

The New Third Board may bring huge wealth, but it may also expose investors to risks: in the face of the evaluation of the listing of the New Third Board, the risks that the expansion of the New Third Board may bring. Before the evaluation, most of the companies listed on the New Third Board were of good quality, and the investment risk was relatively small. However, the quality of listed companies in the New Third Board is uneven after evaluation, and the investment risk is high; China only stipulates that the listed companies of the New Third Board can make an evaluation with reference to the information disclosure standards of listed companies and voluntarily disclose more information. In other words, China's requirements for information evaluation of listed companies in the New Third Board are small, flexible and risky. In China, the current stock trading of the New Third Board is centralized and paired in the way of call auction, which may lead to the risk that investors cannot buy or sell stocks. [ 1]

Advantages of listing on the New Third Board

Xie Geng, general manager of the National Small and Medium-sized Enterprise Share Transfer System Co., Ltd. revealed at the Chongqing Financial Open Forum that the National Small and Medium-sized Enterprise Share Transfer System has completed industrial and commercial registration, and the market system will be opened to investors before the end of the year and implemented according to the new system. At that time, the stocks of the original network system, STAQ system and stock transfer system will be translated to this "new third board". Xie Geng said that there are several obvious trends in the construction of China's capital market: First, the service target has changed from large and medium-sized enterprises to small and medium-sized enterprises, and from relatively mature industries and formats to emerging industries and formats; Second, with the increase of residents' income and financial needs, diversified products and tools supported by the corresponding capital platform are needed to adapt; Third, with the advancement of financial globalization and the improvement of the scale and efficiency of cross-border capital flows, the development of the capital market should be more international. [3]

When will the New Third Board be listed?

The listing time of the New Third Board is about 3-6 months, and the specific listing time depends on the processing speed of brokers and agents. The qualification requirement of 3 years was changed to 2 years.

The cost and preferential policies of listing the New Third Board.

Compared with the main board, small and medium-sized board and growth enterprise market, the cost for enterprises to apply for listing and transfer in the New Third Board is much lower. The cost is generally around 6.5438+0.2 million yuan (fluctuating according to the specific situation of the project and different main board brokers), and the operating cost after listing in the New Third Board market is less than 30,000 yuan per year. According to the Administrative Measures of Zhongguancun National Independent Innovation Demonstration Zone for Supporting Enterprises' Restructuring and Listing, enterprises can apply for restructuring subsidies, each enterprise can support 200,000 yuan, and enterprises listed in the share quotation transfer system can get 500,000 yuan of financial support. After the park enterprises recommended by the sponsoring brokers get the confirmation letter of the listing quotation document of the China Securities Association, each broker can get 200,000 yuan of financial support.

New Third Board Listing Process and Time Period

According to the provisions of relevant laws, regulations and normative documents, the procedures for non-listed companies to apply for listing and transfer of the New Third Board are as follows:

1. Resolutions of the board of directors and shareholders' meeting of the company

2. Apply for the qualification of pilot enterprise for share quotation transfer.

3. Sign the recommendation listing agreement.

When a non-listed company applies for listing its shares in the agency system, it must entrust a sponsor as its recommendation sponsor and recommend it to the association. A non-listed company applying for stock listing shall sign a recommendation listing agreement with the sponsoring securities firm.

4. Cooperate with the due diligence of the sponsoring quotation broker.

5. The sponsoring brokerage firm shall submit the filing documents for listing recommendation to the Association.

6, the association for the record to confirm

If the Association has no objection to the filing documents for listing recommendation, it shall issue a filing confirmation letter to the sponsoring brokerage firm within 50 working days from the date of acceptance.

7. Centralized registration of shares

8. Disclosure of the description of the transfer of share quotation.

9. Listing transactions

Short approval time and convenient listing procedures are the advantages of the listing and transfer of the New Third Board. Among them, the examination and approval time for the enterprise to apply for the pilot qualification confirmation letter for the transfer of shares by unlisted companies is 5 days; Recommend the sponsoring brokers to submit the filing documents for listing recommendation to the Association. If the association has no objection to the recommended listing filing documents, the time for issuing the filing confirmation letter is 50 working days. In addition, the time period for enterprises to apply for the listing of the New Third Board also depends on the company's determination of relevant intermediaries, due diligence of relevant intermediaries and follow-up arrangements after obtaining the confirmation letter from the association.