What is "delisting of listed companies"?

Delisting refers to the situation that a listed company actively or passively terminates its listing because it does not meet other listing standards of the Exchange, that is, a listed company becomes a non-listed company. Delisting can be divided into active delisting and passive delisting.

A listed company voluntarily or passively terminates its listing because it does not meet other listing standards of the Exchange, that is, it changes from a listed company to a non-listed company.

The standard for A-share companies to withdraw from the market due to performance factors is to suspend listing for three consecutive years (temporarily keep the code and qualification). If they continue to lose money in the next six months, they will face delisting.

Another delisting situation occurs when the company is privatized. After the major shareholder or strategic investor repurchases all the outstanding shares, it can be announced that the company will be changed from a listed company to a private company. For example, after China Petrochemical (600028) privatizes its listed subsidiaries, these subsidiaries will be delisted one by one.

Extended data:

Delisting can be divided into active delisting and passive delisting:

Active delisting means that the company actively applies to the regulatory authorities for cancellation of the license according to the resolutions of the shareholders' meeting and the board of directors. Generally, there are the following reasons: when the business term expires, the shareholders' meeting decides not to renew it; The shareholders' meeting resolved to dissolve; Dissolution due to merger or division; Bankruptcy; Adjust the structure and layout according to market demand.

Passive delisting means that the company is forced to revoke its license by the regulatory authorities, which is generally a major risk caused by major violations of laws and regulations or poor management.

Deletion clause

Suspension of listing

China Stock Exchange has the following regulations on delisting of listed companies, and has set several levels that may eventually lead to delisting according to the severity of the situation.

If a listed company loses money for two consecutive years, the loss time reaches 65,438+0 years, the net assets are lower than the face value, or there are major illegal acts in the company's operation, the exchange will give special treatment to the company's shares, that is, the ST system. Marked stocks are called "ST stocks"

For ST company, if there are any problems again, such as continuing to lose money next year, so as to reach the upper limit of losses for three consecutive years in the company law, PT will be carried out. PT system is a special arrangement adopted by the stock exchange to suspend the stock circulation of listed companies, with the purpose of enhancing market liquidity and earnestly safeguarding the interests of the majority of small and medium-sized investors.

When the exchange adopted the PT trading system, it also stipulated that in any 1 year within three years from 1998 1, if PT company can turn losses into profits, it can apply to the exchange for resumption of listing, which can be resumed after being approved by the China Securities Regulatory Commission. In the first section of Chapter 10 of the new listing rules, which came into effect on May 6, 2000, there are four cases of suspension of listing:

(1) The total share capital and equity distribution of listed companies have changed, and they no longer meet the listing conditions.

(2) The listed company fails to disclose its financial status as required, or the financial accounting report contains false records.

(3) The listed company has committed major illegal acts.

(4) The listed company has suffered continuous losses in the last three years.

In case of any of the first three situations, the Exchange will suspend its stock listing according to the decision of the China Securities Regulatory Commission; In case of the fourth situation, this Exchange will suspend its stock listing. Since the publication of the annual report of a listed company, the Exchange has suspended its shares, and made a decision on whether to suspend the listing of the company's shares within three working days after the suspension, and reported it to the China Securities Regulatory Commission for the record.

A listed company shall, in accordance with the decision of the Exchange or the China Securities Regulatory Commission to suspend listing, publish a notice of suspension of listing in designated newspapers and periodicals. Since the announcement, the exchange has stopped trading its shares on a daily basis.

During the suspension of listing of listed companies, listed companies shall still perform relevant obligations according to law. The exchange provides "specialized transfer" services for investors, provides a way out for the circulation of stocks of these companies, and protects the interests of small and medium-sized investors as much as possible.

Termination of listing

According to Articles 157 and 158 of China's Company Law, if a listed company has one of the following five circumstances, it shall be terminated by the securities administration department of the State Council:

(1) The company's total share capital and equity distribution, etc. Has changed, no longer meets the listing conditions and cannot be eliminated within the time limit.

(2) Failing to disclose the financial status as required, or making false records in the financial accounting report, which has serious consequences after investigation.

(three) the company has a major illegal act, which has serious consequences after investigation.

(4) The company has suffered continuous losses in the last three years, and the company that has not been eliminated within the time limit is dissolved, ordered to close by the administrative department or declared bankrupt according to law.

Termination of listing means losing the qualification for listing on the exchange, also known as delisting. The Securities Law also clearly stipulates that unqualified listed companies should be delisted in accordance with the provisions of the Company Law.

According to the Listing Rules of this Exchange, after receiving the notice of the China Securities Regulatory Commission to terminate the listing of its shares, a listed company shall publish a notice of the termination of the listing of its shares in a designated newspaper, and specify the following contents:

(1) Stock type, abbreviation, stock code and date of termination of listing.

(2) The decision of the China Securities Regulatory Commission to terminate the listing.

(3) Other contents required by the China Securities Regulatory Commission.

(4) Other contents deemed necessary by the Exchange. However, there is no precedent for companies to withdraw from the China and Shenzhen stock markets.

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