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These problems urgently need to be rectified! The special action on corporate governance of listed companies came to an end in stages, and 3867 companies completed their self-examination…
The Securities Regulatory Commission completed the first phase of the self-inspection of the special action on listed company governance. On the whole, the internal rules and regulations of listed company governance are basically complete, and the awareness of listed companies to return investors has been increasing. The cash dividend rate has stabilized at more than 30%. However, there are some Problems such as irregular behavior of controlling shareholders and actual controllers, capital appropriation and illegal guarantees still occur; the ability and level of directors and supervisors to perform their duties need to be improved, and the independence of independent directors is insufficient.
The Securities Regulatory Commission stated that in the next step, it will follow the principle of “classification and phases” to promote the substantive rectification of self-examination issues, strengthen the application of self-examination results, continue to strengthen and improve the governance and supervision of listed companies, and promote the formation of a strengthened and standardized governance of listed companies. New pattern.
3867 companies submit reports and self-inspection phase ends
The China Securities Regulatory Commission launched a special action for listed company governance (hereinafter referred to as the special action) on December 11, 2020. It is planned to use two years to promote the overall improvement of listed company governance through three stages of company self-inspection, on-site inspection, and rectification and improvement. .
At present, the self-inspection task of the first phase of the special action has ended. 3867 companies listed before June 30, 2020 have all submitted self-inspection reports. Since the launch of the special action, listed companies have used the opportunity of self-examination to systematically study regulatory rules, comprehensively sort out system procedures, thoroughly investigate governance issues, and conduct rectification while self-examination, which further strengthened the endogenous motivation of the company’s standardized governance; supervisory departments have participated in the entire process and repeatedly The supervision has achieved the first comprehensive survey of the governance status of listed companies in China in recent years, laying the foundation for the next on-site inspection, formulation of regulations, and academic research.
The China Securities Regulatory Commission stated that improving the governance of listed companies is a complex and arduous task that requires the continuous advancement of listed companies, securities regulatory authorities and relevant parties. With the efforts of all parties, listed companies have gradually become model models for practicing modern corporate systems. The self-examination results show that the internal rules and regulations of listed company governance are basically complete, and the corporate governance system based on the company’s articles of association, the “three meetings” rules of procedure, information disclosure management system, investor relationship management system, etc., should be fully implemented; listed companies The organizational structure has continued to improve. The “three meetings and one level” have become standard equipment. Some companies have set up full-time corporate governance departments based on actual conditions. The division of labor and collaboration between organizations has become smoother; the operation of the “three meetings” has become increasingly standardized, and the decision-making process has become more open and transparent. The procedures basically comply with the relevant requirements of laws and regulations; the communication mechanism between listed companies and investors has been further smoothed, and institutional investors’ willingness to participate in the governance of listed companies has increased; listed companies have continued to increase their awareness of returning investors, and the cash dividend rate has stabilized at more than 30%.
However, there are also some issues that cannot be ignored and deserve attention. The self-examination also found that some problems urgently need to be rectified, mainly including the irregular behavior of the controlling shareholder and the actual controller, the illegal use of funds and illegal guarantees that still occur; the ability and level of directors and supervisors to perform their duties needs to be improved and independent The independence of directors is insufficient, and the secretary of the board of directors lacks performance guarantee; the transparency of the company needs to be further improved, the shareholding structure of some companies is opaque and non-compliant, and the phenomenon of not disclosing major matters in accordance with the regulations occurs from time to time; the implementation of the internal control system is not in place and incompatible The separation of duties is not thorough enough, and some listed companies have weak or even out of control over their subsidiaries.
It is understood that after the launch of the special action on the governance of listed companies, the China Securities Regulatory Commission immediately deployed various local securities regulatory bureaus and the Shanghai and Shenzhen Stock Exchanges to carry out the first phase of self-examination and self-correction. Among them, the self-examination of listed companies against the list is the core task of the first phase of the special action. In response, the China Securities Regulatory Commission established a special working group, issued a list of special self-inspections on the governance of listed companies, and provided full guidance for the self-inspection of listed companies.
The special action lasts for two years
This round of special action is to implement the “Opinions of the State Council on Further Improving the Quality of Listed Companies”, and highlights serious problems such as capital occupation, illegal guarantees, financial fraud, and mergers and acquisitions caused by governance failures, control failures, and operational disorder caused by some listed companies. The unscientific and unbalanced governance of listed companies still exists, reflecting the inadequate implementation of “key minority” statutory responsibilities such as controlling shareholders, actual controllers, directors, supervisors, and senior managers, unscientific decision-making and management of listed companies, and accountability The mechanism is imperfect and other deep-seated problems.
The special action focuses on three key tasks. The first is to strengthen the endogenous power of corporate governance. Through company self-inspection, on-site inspection, and supervision of rectification, listed companies are urged to combine rectification of weak issues with improved governance, so as to promote improvement through rectification and continuous improvement. The self-regulation, self-improvement, and self-improvement awareness of listed companies form a long-term mechanism for the standardized governance of listed companies. The second is to improve the corporate governance system and rules, further implement the limits of duties and legal responsibilities of controlling shareholders, actual controllers, directors, supervisors, and senior managers, and strengthen the long-term incentive mechanism of listed companies. The third is to build a good ecology of corporate governance, do a good job of training for “key minority”, increase publicity of advanced models, increase recognition and recognition, build market consensus, and create a good atmosphere for improving the governance level of listed companies.
The self-examination and self-correction of listed companies that have ended is an important part of this special action. The Securities Regulatory Commission stated that in the next step, it will follow the principle of “classification and phases” to promote the substantive rectification of self-examination issues, strengthen the application of self-examination results, continue to strengthen and improve the governance and supervision of listed companies, and promote the formation of a strengthened and standardized governance of listed companies. New pattern.
The reporter learned that on the basis of guiding and encouraging listed companies to conduct self-inspection, self-correction, and self-regulation, the China Securities Regulatory Commission will also guide and organize on-site inspections by dispatched agencies to promote improvement through rectification and enhance self-regulation, self-improvement, and self-improvement of listed companies. The awareness of standardized corporate governance has transformed the concept of standardizing corporate governance from regulatory promotion to conscious action, forming and improving a long-term mechanism for standardized governance, and consolidating the foundation for the stable and healthy development of the capital market.
Song Zhiping, president of the China Association of Listed Companies, said recently that improving the quality of listed companies is the requirement of my country’s economic development, the development of listed companies, and the requirements of investors. Listed companies should pay attention to improving the level of corporate governance, continuously improving and strengthening, and actively assuming social responsibilities, focusing on strengthening the main business, strengthening governance, improving performance and value, enhancing core competitiveness, and doing ESG reporting.
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