How long does it take for the CSRC to accept the approval?

Under normal circumstances, it usually takes 3 to 6 months from the approval of the shareholders' meeting to the approval of the CSRC. However, approval does not mean that private placement can be implemented, and listed companies also need to obtain written approval documents from the CSRC, which usually takes 20 to 30 days.

The process of private placement is as follows:

1. The company draws up a preliminary plan, conducts pre-communication with the China Securities Regulatory Commission, and obtains consent;

2. The company convened the board of directors, announced the private placement plan, and proposed to convene a general meeting of shareholders;

3. The company convened a general meeting of shareholders to announce the private placement plan; Submit the formal application materials to the China Securities Regulatory Commission;

4. The application is approved by the China Securities Regulatory Commission, and the company announces the approval documents;

5. The company held a meeting of the board of directors to review and approve the specific contents of private placement and make an announcement;

6. Implement the private placement plan;

7. The company's announcement of issuance and share change report.

The role of private placement is as follows:

1. Use the market-oriented valuation premium of listed companies (relative to the book value of the assets of the parent company) to enlarge the assets of the parent company through the capital market, thus enhancing the asset value of the parent company;

2. It meets the regulatory requirements of the CSRC for listed companies, fundamentally avoids the related transactions and horizontal competition between the parent company and listed companies, and realizes the complete autonomy of listed companies in finance and operation;

3. For group companies with low holding ratio, the control of listed companies can be further strengthened through private placement;

4. For listed companies and groups of state-owned enterprises, the management level is reduced, a large number of external problems are internalized, and transaction costs are reduced. The market value-oriented mechanism can be strengthened more effectively through equity incentives;

5. The importance of timing. At present, the valuation of listed companies is still at a low level. At this time, it is more beneficial for the group to obtain more shares by means of private placement, and it is more beneficial from the perspective of future reduction.

6. Private placement can be used as a new M&A means to promote the growth of high-quality leading companies through M&A;

7. Non-public shareholders and powerful investors with strong risk tolerance can transfer funds to listed companies at prices close to or even exceeding the market price, so as to minimize the investment risks of minority shareholders.

To sum up, China Securities Regulatory Commission will make a decision on whether to accept or not within 5 working days after receiving the application documents for fixed increase of listed companies. It takes three months from the acceptance of the application documents to the decision of approval, and then a written approval document will be issued within 20 to 30 working days.

Legal basis:

Article 39 of the Measures for the Administration of Securities Issuance of Listed Companies

A listed company may not make a non-public offering of shares under any of the following circumstances:

(1) There are false records, misleading statements or major omissions in the application documents for this issuance;

(2) The rights and interests of the listed company have been seriously damaged by the controlling shareholder or actual controller and have not been eliminated;

(3) The listed company and its subsidiaries provide external guarantees in violation of regulations and have not been lifted;

(4) Directors and senior managers are subject to administrative punishment by the China Securities Regulatory Commission within 36 months, or are publicly condemned by the stock exchange within 12 months;

(5) The listed company or its current directors and senior managers are placed on file for investigation by the judicial organs for suspected crimes, or are placed on file for investigation by the China Securities Regulatory Commission for suspected violations of laws and regulations;

(six) the audit report issued by the certified public accountant on the financial statements of the latest year and the first period. However, unless the major impact of the matters involved in the reservation, negative opinion or inability to express opinions has been eliminated or the issuance involves major restructuring;

(seven) other circumstances that seriously damage the legitimate rights and interests of investors and the interests of the public.