The New Third Board refers to a national stock trading venue, its full name is the National Small and Medium Enterprises Stock Transfer System. The New Third Board plays a very important role in the construction of my country's multi-level capital market system. In order to suppo

New Third Board refers to a national stock trading venue, its full name is National Small and Medium Enterprise Stock Transfer System . The New Third Board plays a very important role in the construction of the system of the multi-level capital market in my country. In order to support unlisted small and medium-sized enterprises across the country to go public and achieve better development, the New Third Board came into being. So, what is the process for listing on on the New Third Board?

1. New Third Board listing conditions:

(1) was established in accordance with the law and has lasted for two years. Co., Ltd. is changed to Co., Ltd. according to the original book net asset value and the overall share is Co., Ltd. . The duration of existence can be calculated from the date of establishment of the limited liability company;

(2) business is clear and has the ability to continue operating;

(3) corporate governance mechanism is sound and has legal and standardized operations;

(4) shares have clear ownership, and the issuance and transfer of shares is legal and comply with the regulations;

(5) sponsored broker recommended and continuously supervised , company must be recommended by the sponsored broker, and both parties have signed the "Recommended Listing and Continuous Supervision Agreement";

(6) other economic conditions required for the development of the national share transfer system design company.

At the same time, the company's net assets shall not be less than 5 million. If the assets are lower than the registered capital, capital reduction is required. At the same time, it is not required whether the company is a high-tech enterprise. Small and medium-sized enterprises that meet the above conditions can basically meet the listing requirements.

2. Listing process of the New Third Board:

" project establishment , share restructuring , due diligence, kernel, stock transfer company filing, listing", it takes about six or seven months. Among the six tasks, the stock reform is the most important. Because the ultimate goal of listing on the New Third Board is IPO, the stock reform must be in line with the listing to avoid setting up obstacles in the future. Second, the listing of the New Third Board must have two complete accounting years operating history, and the audited net assets should be discounted. Third, the financial analysis of enterprises must comply with the national accounting system, and those that do not meet financial requirements must be adjusted in retrospectively. Fourth, equity transfer must be legal and there must be no dispute. Fifth, if the audited enterprise income and profit increase, taxes must be supplemented and tax payment certificate must be obtained. Sixth, it is recommended that enterprises complete equity incentives before the share reform. The sponsor will provide requirements and guidance on these issues.

According to the provisions of relevant laws, regulations and normative documents, the process for non-listed companies to apply for listing and transfer on the new third board of directors is as follows:

1, company board resolutions, shareholders' meeting resolutions;

2, apply for stock offer transfer pilot enterprise qualifications;

3, sign a recommendation listing agreement;

When a non-listed company applies for listing of its stock in the agency system, it must entrust a sponsoring broker as its recommended sponsoring broker and recommend it to the association. Unlisted companies applying for stock listing shall sign a recommendation listing agreement with the recommended sponsor brokerage firm.

4. Cooperate with the government-sponsored quotation brokerage due diligence investigation;

5. The sponsor’s quotation securities company shall submit recommendation documents and listing filing documents to the association;

6. The association’s filing confirmation;

If the association has no objection to the recommended listing filing documents, it shall issue a registration confirmation letter to the recommended broker within 50 working days from the date of acceptance.

7. Centralized registration of shares;

8. Disclose share transfer instructions;

9. Listing transaction.

Short approval time and more convenient listing management procedures are the advantages of listing and transfer in the New Third Board market. Among them, enterprises can apply for non-listing. The approval service time for the confirmation letter of the qualification requirements for the pilot professional qualification of the company's development share quotation and transfer system is 5 days; the sponsoring brokerage firms will submit the recommended listing filing data documents to the association. If the association has no objection to the student's recommendation listing filing documents, the time for issuing the registration confirmation letter is within 50 working days.

In addition, the time period when enterprises can apply for listing and transfer on the New Third Board also depends on the company's development to determine the due diligence analysis between relevant information intermediary service agencies, relevant intermediary institutions, and the follow-up arrangements after students obtain the association's confirmation letter.

Attachment 1: Can state-owned enterprises or foreign-funded enterprises apply for listing?

Article 2.1 of the Business Rules stipulates that "a joint-stock company application for stocks to be listed on the national share transfer system is not subject to shareholder ownership." Therefore, domestic joint-stock companies that meet the conditions, including private enterprises, state-owned enterprises and foreign-funded enterprises, can apply for listing, and there are no special requirements for the proportion of state-owned or foreign-funded holdings and shareholder background.

If the joint-stock company applying for listing has state-owned shareholders or foreign shareholders, in addition to conventional materials, the application materials need to add "the state-owned equity setting approval document issued by the state-owned asset management department and the foreign-owned stock confirmation document issued by the commerce department".

Attachment 2: Are there industry restrictions on enterprises in high-tech parks applying for listing?

Article 2.1 of the Business Rules stipulates that "a joint-stock company application for stock listing in the national share transfer system...is not limited to high-tech enterprises." From the perspective of promoting industrial structure adjustment, the New Third Board encourages enterprises in strategic emerging industries and emerging formats such as high-tech industry , modern service industry, high-end equipment manufacturing industry, etc. to apply for listing, and also accepts listing applications from traditional industry enterprises.

Attachment 3: How do companies with more than 200 shareholders apply for listing?

Article 1.10 of the Business Rules stipulates that "a joint-stock company with more than 200 shareholders before the implementation of the " non-listed public companies" shall be regulated in accordance with relevant laws, administrative regulations, and departmental regulations and confirmed by China Securities Regulatory Commission, and meet the conditions of these business rules, they may apply for listing from the National Stock Transfer System." Therefore, a joint-stock company with more than 200 shareholders shall confirm in accordance with the relevant regulations of the China Securities Regulatory Commission before applying for listing in the National Stock Transfer System. Regarding the question of how companies with more than 200 shareholders confirm, the China Securities Regulatory Commission issued the "Guidelines for Regulatory Guidelines for Non-listed Public Companies No. 4 Review Guidelines for Application of Administrative Licenses for Unlisted Co., Ltd. with More than 200 shareholders".

3. The standard for transferring to the innovation layer of the new third board :

A. Prerequisites:

A. Prerequisites:

① Since the company was listed, it has completed the targeted issuance of common shares, preferred shares or convertible corporate bonds (hereinafter referred to as convertible bonds), and the cumulative amount of financing is not less than 10 million yuan (excluding the part subscribed with non-cash assets)

② The net assets at the end of the last year are not negative

B.4 set of standards (4 choose 1) :

Standard 1: Net profit in the past two years is not less than 10 million yuan, weighted average return on equity in the past two years is not less than 6%, the total amount of capital as of the start-up date of entry into the hierarchy is not less than 20 million yuan

Standard 2: The average operating income in the past two years is not less than 80 million yuan, and it continues to grow, with an average annual compound growth rate of no less than 30%, and the total amount of equity as of the start-up date of entry into the hierarchy is not less than 20 million yuan

Standard 3: The cumulative R&D investment in the past two years is not less than 25 million yuan, and within 24 months of the start-up date of entry into the hierarchy, The cumulative amount of financing for targeted issuance of common shares shall not be less than 40 million yuan (excluding the part subscribed with non-cash assets), and the market value of stocks calculated by the issuance price of in the is not less than 300 million yuan