Shanghai Stock Exchange listed company information disclosure
Work evaluation method
(revised in 2015)
Chapter 1 General
Article 1 In order to guide and supervise listed companies and related information disclosure obligors
Good information disclosure and related work to protect the legitimate rights and interests of investors, according to the Shanghai Securities
These Measures are formulated in accordance with the relevant provisions of the Stock Exchange Listing Rules.
Article 2 These Measures apply to the information disclosure of listed companies and related work
(hereinafter referred to as "information disclosure work") evaluation. Information disclosure related work includes
The normative operation of listed companies related to information disclosure and the controlling shareholder of listed companies,
Information disclosure of the actual controller and related subjects such as directors, supervisors and senior management personnel
Or standardize the operation.
Article 3 The results of the evaluation of the information disclosure work of listed companies by the Stock Exchange are only
As the basis for the supervision of the Exchange, it does not mean that the information disclosure of listed companies is true.
Judgment of sex and investment value.
Article 4 The Stock Exchange is based on the evaluation results of the information disclosure work of listed companies on the listed public
The division conducts regulatory classification and implements classified supervision.
Market access for refinancing, mergers and acquisitions, etc. of listed companies within the scope of their duties
When issues are subject to continuous regulatory advice, opinions will be submitted with reference to the evaluation results of listed companies.
Chapter II Evaluation Content
Article 5 The contents of the evaluation of the information disclosure work of listed companies are as follows:
under:
(1) Compliance of information disclosure; -2-
(2) The validity of information disclosure;
(3) Implementing the requirements for regulatory transformation information disclosure;
(4) Implementation of information disclosure requirements by industry;
(5) Construction of relevant systems for information disclosure and resource allocation;
(6) The performance of the daily information disclosure of the secretary of the board of directors;
(7) The management of investor relations;
(8) Work related to other information disclosure.
The firm evaluates the compliance of information disclosure of listed companies, focusing on the company.
Whether the information disclosure is true, accurate, complete, timely and fair.
Article 6 The Stock Exchange evaluates the authenticity of information disclosure of listed companies,
Focus on the following aspects:
(1) Whether the information disclosed is based on objective facts or judgments based on facts and
Based on opinions;
(2) Whether the information disclosed reflects the actual situation and whether there are false records;
(3) Whether there are any false cases such as forgery or alteration in the relevant documents for reference.
Article 7 The Stock Exchange evaluates the accuracy of information disclosure of listed companies,
Focus on the following aspects:
(1) Whether the information disclosed is objective, whether it is exaggerated, whether there is ambiguity,
Misleading statement;
(2) Disclosure of predictive information and other related future business and financial status of the company
Whether the information is reasonable, cautious and objective;
(3) Whether the information disclosed has key words or important data errors.
Article 8 The Stock Exchange evaluates the integrity of information disclosure of listed companies,
Focus on the following aspects:
(1) Whether the information disclosed is complete and whether there are major omissions; -3-
(2) Whether the documents provided are complete;
(3) Whether the format of the disclosure information meets the requirements.
Article 9 The Stock Exchange evaluates the timeliness of information disclosure of listed companies,
Focus on the following aspects:
(1) Whether the shares of listed companies are disclosed within the time limit prescribed by the Listing Rules of the Exchange
Major events in which the transaction price of the ticket and its derivatives may have a greater impact;
(2) Whether to disclose periodic reports, performance forecasts and amendments within the prescribed time limit
Announced.
Article 10 The Stock Exchange evaluates the fairness of information disclosure of listed companies,
Focus on the following aspects:
(1) Whether public information is disclosed to all investors at the same time;
(2) Whether to ensure that all investors can obtain the same information on an equal basis,
Disclosure or disclosure to other investors or other investors cannot be obtained from public sources
Significant information;
(3) Filing documents to shareholders, actual controllers and other third parties involves unfairness
Whether it is disclosed in a timely manner in accordance with the relevant provisions of the Stock Exchange;
(4) Whether the company's stock or derivative product transactions are leaked due to information before information disclosure
And an abnormality occurs;
(5) Whether the major information is leaked in advance, causing relevant reports in the public media or
rumor;
(6) Whether it is timely to the Stock Exchange after the completion of the investor relations management activities as required
Reporting.
Article 11 The Stock Exchange evaluates the effectiveness of information disclosure of listed companies.
Focus on the following areas:
(1) Whether the information disclosed reflects the company's situation or clarifies the investment -4-
Issue of the investor;
(2) Whether the information disclosed is concise and clear, and the language is easy to understand;
(3) Whether the information disclosed is comparable and consistent.
Article 12 The Stock Exchange implements the regulatory transformation information disclosure requirements for listed companies.
The situation is evaluated with a focus on the following:
(1) Whether to accurately distinguish the type of announcement and use the through train passage, and in accordance with this
The relevant format guidelines carefully prepare and publish the information disclosure through train announcement;
(2) Whether to submit information disclosure in strict accordance with the requirements of the relevant business rules of the Stock Exchange
Documents and handling securities resumption and trading;
(3) Whether it cooperates with the requirements of the rapid response work of the Institute and timely verifies the market
Company reports, rumors, proactive clarification of market and investor issues;
(4) Are you conscientiously implementing the post-event regulatory requirements in the information disclosure of the Stock Exchange, and timely
Respond to our inquiry and provide additional information on major issues of the company as required.
Article 13: The situation of the listed company's implementation of information disclosure requirements by industry
To evaluate the situation, focusing on the following aspects:
(1) Is it in accordance with the relevant industry information disclosure guidelines of the Institute, on a regular basis?
Proactive disclosure of the company's industry and business information in reports and interim reports;
(2) Whether the industry in which the company is located has no disclosure guidelines, is it in the periodic report?
Incorporate the company's industry policies and market dynamics, and deeply analyze the company's industry
Industry and business letter of development trend, business model, core competitiveness, business plan, etc.
interest;
(3) Whether to participate in the formulation and revision of the information disclosure guidelines of the industry
Work actively and provide policy advice and opinions.
Article 14: The establishment of the system and resources for the information disclosure of listed companies
The configuration is evaluated and the following aspects are focused on:-5-
(1) Whether to formulate an information disclosure management system that is suitable for the company's actual situation,
Guarantee the timely and effective transmission, summary and disclosure of important information of the company;
(2) Is there enough staff to be engaged in information disclosure? Is it
Information disclosure provides a good working environment and convenient working conditions;
(3) As the first responsible person for information disclosure, the chairman of the company attaches importance to and supports
Hold information disclosure work to ensure that the company fulfills its information disclosure obligations in compliance with laws and regulations;
(4) Whether the company's directors, supervisors, senior management personnel and related business departments are
Support and cooperate with information disclosure.
Article 15 The Exchange performs duties on the daily information disclosure of the secretary of the board of directors of a listed company.
The situation is evaluated with a focus on the following:
(1) Is it strictly in accordance with the information disclosure business rules and company information disclosure affairs?
Management system, organize the preparation and disclosure of the company's interim and periodic reports;
(2) Whether it maintains a smooth communication channel with the Exchange to ensure information disclosure
Smooth work;
(3) Whether to organize the insider information of major events as required, fill in
Report and update the supervision of directors, supervisors, senior management personnel, shareholding information, etc.
Information, whether to urge the relevant personnel of the company to do a good job in shareholding management;
(4) Whether to regularly organize company directors, supervisors, senior management personnel and related
Staff members participate in securities market laws and regulations and professional knowledge training;
(5) Whether it actively cooperates with the information statistics and organization organized by the firm through the business system
Work on supervision and research.
Article 16 The Stock Exchange evaluates the management of investor relations in listed companies.
Focus on the following areas:
(1) Do you take the initiative to answer the investor's question in time by participating in the “Shangzheng e-interaction”?
Question, interact with investors;-6-
(2) Whether to take the initiative to hold an investor briefing to introduce the company's performance to investors
Or explain major issues;
(3) Whether it actively promotes investor returns through various means such as cash dividends
Level;
(4) Whether to promptly respond to investors' complaints and solicit opinions from investors on a regular basis.
And improve the work of information disclosure and other aspects.
Article 17 The Stock Exchange reviews the work related to other information disclosure of listed companies
Price, focus on the following aspects:
(1) The normative operation of listed companies related to information disclosure;
(II) Significant information disclosure of the controlling shareholder and actual controller and cooperation with the listing
The company fulfills its information disclosure obligations and actively cooperates to resolve competition in the same industry and fulfill its commitments.
condition;
(3) The diligence and diligence of the directors, supervisors and senior management personnel of the listed company;
(4) The controlling shareholder, actual controller and directors and supervisors of the listed company,
The compliance and disclosure of the shares held by the senior management and trading of the company;
(5) Other circumstances of concern to the Stock Exchange.
Chapter III Evaluation Methods and Standards
Article 18 The evaluation of information disclosure of listed companies shall be conducted once a year.
The price period is from May 1 of the previous year to April 30 of the current year.
Article 19 Information on listed companies after the end of the evaluation period of the listed company
The disclosure work is evaluated and scored, and the evaluation of the listed company is determined according to the following four categories.
result:
(1) A: The company's information disclosure work is excellent;
(2) B: The company's information disclosure work is good;
(3) C: The company's information disclosure work is qualified; -7-
(4) D: The company's information disclosure work is unqualified.
Article 20 The evaluation benchmark for listed companies is divided into 80 points. The Stock Exchange is in accordance with these Measures
The specified evaluation criteria and the scoring standards specified in Annex 1 for information disclosure of listed companies
Evaluate the content of the work and add or subtract points on the basis of the benchmark.
The final evaluation score of the listed company is obtained.
Article 21 Each listed company shall be ranked according to the final evaluation score, except for this
In addition to the provisions of the measures, the rankings of all the listed companies according to the evaluation score are as follows:
Evaluation results:
(1) The top 30% (inclusive) is A;
(2) The top 30%-80% (inclusive) is B;
(3) The top 80%-100% (including) is C, but the score is 60 (inclusive)
The following is D.
Article 22 The following work of a listed company is outstanding during the evaluation period.
The Stock Exchange adds points according to the prescribed standards:
(1) Improving the effectiveness of information disclosure;
(2) Implementing the requirements for regulatory transformation information disclosure;
(3) Implementation of information disclosure requirements by industry;
(4) Construction of relevant systems for information disclosure and resource allocation;
(5) The situation in which the secretary of the board of directors performs daily information disclosure;
(6) Improving the level of investor relations management.
The accumulated points for listed companies shall not exceed 20 points; the same work shall be subject to the provisions of the preceding paragraph.
For multiple items, add points according to the highest score, and do not repeat the extra points.
Article 23: Listed companies and related responsible persons during the evaluation period due to information
Disclosure of work violates compliance requirements by the firm to take regulatory measures or to provide disciplinary action
For the points, the Exchange will reduce the points according to the prescribed standards. -8-
The Stock Exchange imposes classified punishment on listed companies and related responsible persons on the same matter,
Deduct points according to the highest score, no deductions; the Stock Exchange on the same matter for listed companies and
The responsible person has taken a number of regulatory measures or disciplinary actions, according to the highest score
Points, no deduction points, but due to the deadline for rectification is not in place again to take regulatory measures or
Except for disciplinary action.
Article 24 A listed company has one of the following conditions during the evaluation period.
The results of the evaluation shall not be A:
(1) The stock is traded on the risk warning board;
(2) The company that was listed on the first listing in the most recent fiscal year, and the operating profit in the year of listing
Run has lost more than 50% in the previous year or lost in the year of listing, and listed companies are saying in the IPO
The book does not explicitly indicate the risk of decline in performance or there is no other legal exemption
situation;
(3) The annual financial accounting report is issued by the accounting firm as non-standard and unreserved
Opinion audit report;
(4) The accounting firm issues non-standard and non-reserved internal control of the listed company.
Opinion audit report or disclosure of non-financial report internal control in the audit report
trap;
(5) The company's profit in the most recent fiscal year is lower than the profit forecast or industry
80% of the performance commitment, and not listed by the management of the listed company beforehand, and no afterwards
Reason for law control;
(6) The company or its directors, supervisors, senior management personnel, controlling shareholders, and
The controller has violated relevant securities laws and regulations, or is suspected of violating relevant securities laws and regulations.
The rules are investigated by the competent authorities;
(7) Other circumstances as determined by the Stock Exchange.
Article 25 A listed company has one of the following conditions during the evaluation period, -9-
The evaluation result is not higher than C:
(1) The annual financial accounting report was issued by the accounting firm to issue a reserve audit
Report, or may only be issued due to significant uncertainty in the company’s ability to continue as a going
Express an opinion audit report;
(2) The profit achieved in the most recent fiscal year is lower than the profit forecast or performance
50% of the commitment, and it is not owned by the management of the listed company. It cannot be known beforehand and cannot be done afterwards.
Reason for control;
(3) Other circumstances as determined by the Stock Exchange.
Article 26 If a listed company has one of the following conditions during the evaluation period,
The evaluation result should be D:
(1) The company is publicly condemned by the Stock Exchange or has been notified twice in a row;
(2) The annual financial accounting report was issued by the accounting firm and could not express opinions.
(Imported because of the significant uncertainty of the company's ability to continue to operate)
Except for the opinion of the opinion) or the audit report of the negative opinion;
(3) Other circumstances as determined by the Stock Exchange.
Chapter IV Evaluation Implementation
Article 27 A listed company shall, after the end of the evaluation period, attach
Form 2 requirements, self-assessment of company information disclosure work, and submission to the firm
Self-assessment form for information disclosure work. Among them, the company involved in the self-assessment
The application is filed and the specific reasons must be stated.
Article 28 The information disclosure supervision department of the Stock Exchange discloses the company information disclosure
The self-assessment form shall be verified, and the evaluation work shall be submitted in accordance with the provisions of these Measures.
Add or subtract points and form preliminary evaluation results, and report to the final meeting of the General Office of the Stock Exchange.
Determine the evaluation results of listed companies. -10-
Article 29 The company's evaluation results will be notified to the listed company in a timely manner. Company pair
If the evaluation result is objectionable, it may be within 3 trading days from the date of notification of the evaluation result.
Submit a written objection to the Firm, and the Office will reply within 3 trading days after receiving the objection
complex.
Article 30 The Stock Exchange shall record the results of the evaluation of information disclosure work of listed companies.
Letter file, notify the regulatory authorities of the listed companies of the China Securities Regulatory Commission and the listing of the listed company
Supervision Bureau.
Chapter V Supplementary Provisions
Article 31 The present Measures shall be interpreted by the Exchange.
Article 32 These Measures shall be implemented as of the date of promulgation.
Attachment: 1. Listed Standards for Information Disclosure of Listed Companies
2. Listed company information disclosure work self-evaluation form -11-
attachment1:
Listed company information disclosure work score standard table
Classification No. Case Add (subtract) sub-standard
Extra points
improve
information
Disclosure
effective
Sex