Basic contents of offline placement of new shares

Offline placement of new shares refers to the offline placement of shares by some institutional investors, such as China International120,000 shares, and its listing date has a lock-up period. Generally, a three-month online offering is to issue shares to investors. This is what we usually call subscription of new shares.

(1) Subscription procedures for online auction issuance

The specific procedures for online bidding of new shares are as follows:

1. When issuing new shares by competitive bidding, the lead underwriter must apply to the stock exchange with the approval document of the China Securities Regulatory Commission, and organize the implementation after examination. The issuer shall, at least 2-5 working days before the implementation of the tender, in the newspapers and periodicals designated by the China Securities Regulatory Commission and

Local newspapers and periodicals publish prospectus and issuance announcement as required.

2. Any individual or institutional investor who holds a stock account of a stock exchange may participate in the subscription of new shares, except for stocks explicitly prohibited by laws and regulations. Investors who have not yet opened a stock account may do so through the securities registration and settlement institution of the exchange.

And the local registration agency shall register in advance, open a stock account, and deposit enough subscription funds in the securities business department approved to start stock trading business before entrusting bidding subscription.

3. Investors should handle the entrusted subscription of new shares by bidding within the business hours of the specified auction date, which is similar to the ordinary entrusted subscription of stocks. The subscription price shall not be lower than the reserve price set by the company, the subscription amount shall not exceed the limit stipulated in the issuance announcement, and each stock account can only be declared once.

4. When applying for new shares by competitive bidding, the lead underwriter is the sole underwriter, and the number of applications is the actual number of new shares issued, and the sales price is the reserve price.

5. The principle of closing a new share auction (i.e. subscription confirmation) is the call auction method. That is to say, under the same price, the purchase declaration is arranged according to the principle of price priority and time priority. When the cumulative effective subscription amount above the declared subscription price reaches the declared sales amount (that is, the actual number of new shares issued), this price is the issue price. When the purchase declaration of the declared price cannot be fully satisfied, the transaction shall be conducted according to the principle of time priority. When the cumulative number of valid declarations does not reach the actual number of new shares issued, all valid declarations will be closed at the reserve price. The balance of the declared subscription shall be handled in accordance with the underwriting agreement signed by the lead underwriter and the issuer.

6. After the actual issue price is generated by the computer host, it is immediately announced to the public through the market transmission system, and the transaction (subscription) return data is immediately sent to the securities business departments.

7. After the issuance of new shares by competitive bidding, the fund settlement will be incorporated into the daily clearing and settlement system, and the securities registration and settlement institution of the exchange will transfer the subscription funds from the settlement account of the securities company to the settlement account of the lead underwriter; At the same time, the securities business department

Print the "Transaction Transfer Delivery Voucher" according to the transaction receipt, and go through the delivery procedures with investors (subscribers).

8. After the bidding is completed, the registration of new shares will be automatically completed by the computer host after the bidding, and will be handed over to the lead underwriter and issuer by the securities registration and settlement institution of the exchange in the form of floppy disk. In case of doubt, investors can hold valid certificates and relevant documents to inquire with securities registration and settlement institutions and their dispatched offices.

9. When issuing new shares by competitive bidding, investors only need to pay the commission fee according to the regulations, and do not need to pay any other fees such as commission, transfer fees and stamp duty.

10. The securities business department participating in the new share auction may charge the underwriting fee to the lead underwriter according to the proportion of 3.5‰ of the actual transaction (subscription amount), and the securities registration and settlement institution of the exchange shall be responsible for the daily disbursement.

(2) The subscription procedures for online pricing issuance

I. The specific principles of online pricing issuance are as follows:

1. When the total effective subscription amount is equal to the stock issuance amount, investors subscribe for shares according to their effective subscription amount.

2. When the effective subscription amount is less than the stock issuance amount, after the investor subscribes for the stock according to the effective subscription amount, the balance shall be handled according to the underwriting agreement.

3. When the total effective subscription amount is greater than this stock issue, the host computer of the stock exchange will automatically determine a declaration number for every 65,438+0,000 shares, and then draw lots, and each winning number will subscribe for 65,438+0,000 shares.

Second,