What is a restricted stock?
Restricted shares refer to the shares that are restricted from being transferred by shareholders according to laws, regulations or commitments, including shares temporarily locked due to the share-trading reform, internal employee shares, shares placed by institutional investors, and shares held by directors, supervisors and senior managers.
Limited shares are divided into:
1. State-owned shares refer to the shares of listed companies held by institutions or departments that have investment rights on behalf of the state (such as authorized investment institutions of state-owned assets).
2. State-owned legal person shareholding refers to the shares of listed companies held by the largest shareholder, which are state-owned and state-controlled enterprises, wholly state-owned companies, institutions and limited liability companies or joint stock limited companies, and the total proportion of state-owned shares exceeds 50%.
3. Other domestic shares refer to the shares of listed companies held by domestic non-state-owned and state-controlled units (including private enterprises, Sino-foreign joint ventures and wholly foreign-owned enterprises). ) and domestic natural persons.
4. Foreign shareholding refers to the shares of listed companies held by overseas shareholders.
What needs to be paid attention to is the definition of state-owned legal person shareholding. The shares of listed companies held by state-owned enterprises, wholly state-owned companies and institutions are all held by state-owned legal persons. However, when a state-controlled enterprise restructured into a limited company or a joint stock limited company holds shares in a listed company, it must meet the following two conditions before it can be defined as holding shares by a state-owned legal person: (1) is the largest shareholder; (2) Its total proportion with other state-owned shares exceeds 50%. In other words, it is not the actual control standard, but the absolute quantity standard. This determination is consistent with the standards of the state-owned assets department. In this way, some state-controlled listed companies will have an interesting situation: under the condition that the actual controller has not changed (that is, it does not constitute the acquisition of listed companies), the nature of state-owned shares will change.
For example, Dalian Friendship (000679), the major shareholder of Friendship Group, was reorganized (see Investment Bank Bill 2006/0 1/23). After the restructuring of Friendship Group, the shareholding ratio of Dalian State-owned Assets Supervision and Administration Commission (SASAC) in Friendship Group decreased to 30%. After many arguments, listed companies believe that Dalian SASAC can still maintain the actual control of Friendship Group and remains the actual controller of Friendship Group. However, the Reply of the State Council State-owned Assets Supervision and Administration Commission on the Change of State-owned Shares of Dalian Friendship (Group) Co., Ltd. holds that after the reform of Friendship Group, the company will be changed from a wholly state-owned company to a limited liability company with diversified investment subjects. According to the relevant regulations on the management of state-owned shares, 654.38+0.296 million shares held by Friendship Group after the restructuring are non-state-owned. According to the above classification, it should belong to "other domestic stocks".