The first stage is before the establishment of the securities market, from the pilot of 1984 to the early 1990s. The characteristics of stock issuance in this stage are: first, the face value is not uniform, with 100 yuan and 200 yuan, which are generally issued at face value; Second, the distribution targets are mostly internal employees and the local public; Third, most of the issuance methods are self-issuance, with no underwriters and less intermediary participation. After 1984, China carried out a certain scale of joint-stock system pilot, which later became a "historical legacy". Among them, 90 companies were officially listed in 1993 after being audited by the then State Commission for Economic Restructuring. For example, Bohai Group/KLOC-0 issued 8 million shares in 1984, and/KLOC-0 listed 29.7 million public shares in 1994.
The second stage is from the establishment of the securities market in the early 1990s to the present. At present, the reform of distribution mode is basically around the securities market, aiming at making full use of the electronic trading system in the securities market in order to be faster, more convenient, fairer and lower in cost.
19 1 to 1992, subscription cards are sold in limited quantities. This method has obvious disadvantages, such as snapping up, causing social unrest, and intercepting application forms privately, which seriously violates the principle of "three publics". Due to the Shenzhen 8. 19 incident, this method is no longer used.
1992, Shanghai took the lead in adopting the lottery method of unlimited subscription card, and 1992 issued the Notice of the State Council on Further Strengthening Macro-management of the Securities Market, which was confirmed. This method basically avoids the main disadvantages of limited issuance and embodies the principle of "three publics", but because of the uncertainty of subscription amount, it causes unnecessary waste of social resources. In addition, the subscription cost is too high and the investment risk is huge, which has a negative impact on the secondary market.
1August 8, 1993, 1993, the State Council Securities Commission promulgated the Measures for Stock Issuance and Subscription, which stipulates that the issuance method can be: unlimited issuance of application forms linked to bank savings deposits. Compared with the "unlimited subscription card", the method linked with savings deposits greatly reduces the waste of social resources, reduces the cost of the primary market, and can attract social idle capital and attract new investors to enter the market. However, there is a phenomenon of winning prizes at high prices, which is very speculative.
1994 is issued in full advance, proportional placement, online bidding and online pricing. The online auction issuance method is to determine the reserve price in advance, and investors declare at a price not lower than the reserve price, and clinch a deal according to the principle of time priority and price priority. Due to poor transparency, the subscription of new shares has become a veritable idiot, and it is too speculative. There are too many uncontrollable factors in this issuance method, which makes investors and brokers bear great risks. Therefore, only three stocks, such as Hasubao, were piloted in 1994, and were not adopted afterwards.
19951October 20, 10, the CSRC stipulates that the method linked to savings deposits can be continued and online pricing can be recommended. After approval, online bidding can be piloted. Full prepayment and proportional placement are extensions of the linkage between savings and deposits, but they are more convenient and time-saving. It also includes two ways: full prepayment, proportional placement, immediate refund of balance (launched in 1995) and "full prepayment, proportional placement and balance transfer". Compared with the latter, the former greatly shortens the capital occupation time, improves the capital efficiency, can cultivate the original investors in the issuing place and attract a large amount of funds to enter the secondary market.
165438 on February 26, 996, the CSRC stipulated that the issuance methods are: online pricing, full prepayment, and linking with savings deposits. Online pricing issuance is similar to the offline issuance mode of "full advance, proportional placement and immediate refund of balance", except that all work is automatically carried out by using the exchange network. Compared with other used distribution modes, it is the most perfect one. It has the advantages of high efficiency, low cost, safety and quickness, avoiding capital outflow and completely eliminating the first-and-a-half market. Since 1996, it has been widely used. Because the subscription of new shares is almost guaranteed, it has attracted many large funds to participate in it, creating a large number of specialized households for subscription of new shares.
1August, 1998 1 1 day, the CSRC stipulated that all new shares with more than 50 million shares in public circulation (including 50 million shares) can be put into the fund, and those with less than 50 million shares in public circulation will not be put into the fund.
1On July 28th, 1999, the CSRC also stipulated that companies with a total share capital of less than 400 million yuan will still issue shares by online pricing, full advance payment or linking with savings deposits. Companies with a total share capital of more than 400 million yuan can issue shares by combining online issuance to ordinary investors and placing shares with legal persons. In April 2000, the limit of 400 million yuan was lifted, and all the shares issued by the company could be placed with legal persons. On February 13, 2000, the CSRC issued the Notice on Issues Concerning the Placement of New Shares to Investors in the Secondary Market: Trial Measures for the Placement of New Shares to Investors in the Secondary Market in the Issuance of New Shares. This method means that when issuing new shares, a certain proportion of new shares will be changed from online public offering to placing to investors in the secondary market, and investors will voluntarily subscribe for new shares according to the market value of listed circulating securities they hold and the converted subscription limit.
Among the above methods, limited subscription card issuance, unlimited subscription application form lottery, full advance payment and deposit-linked methods belong to offline issuance. These methods have many shortcomings, such as many issuance links, high subscription cost, heavy social workload, low efficiency and difficult control of investment risks in the primary market. With the development of electronic trading technology, these methods are gradually eliminated. Online bidding and online pricing belong to online distribution. The main disadvantages of these methods are: the role of absorbing incremental funds is not as obvious as that of offline issuance, and the subscription funds are mostly stock funds.
In order to solve two problems in the stock issuance market: first, the primary market has accumulated a lot of funds; Second, the quality of issuing companies is improved and pricing is rationalized. 1998, the CSRC began to try the rights issue of investment funds, 1999, the rights issue of legal person shares began. The purpose is to avoid the sharp fluctuation of the stock price in the secondary market when issuing large-cap stocks, and give full play to the technical advantages of institutions in evaluating the intrinsic value of enterprises, so as to make reasonable pricing. In 2000, the new issuance method of placing shares to investors in the secondary market made the subscription in the primary market more fair.
Although these new methods have achieved certain results, there are still some problems: first, the manipulation behavior of the primary market subscription institutions. At present, most of the issuing companies are small and medium-sized board stocks with less than 6,543.8 billion shares, and the winning rate of institutions or legal persons is high. Although there are restrictions on holding shares for 6 months and 3 months, the capital cost is not high; Institutions often increase the return of their original shares by controlling the price in the secondary market. This situation of adjustable income and relatively stable cost violates the principle of fairness in stock issuance. Second, internal transactions have increased. Because the subscription income in the primary market is controllable, placing means the privilege of income distribution, and internal transactions are prone to occur among listed companies, institutions and legal persons. Third, it may lead to the infiltration of funds such as financing and securities lending. Fourth, it has increased the difficulty of supervision. The current situation of China's securities market supervision is that there are many laws and regulations, the implementation is not strict, or the implementation lacks the necessary technical means. In this case, it is easy to leave hidden dangers by adopting new distribution methods, such as finding problems late or not handling them in time.