China Securities Regulatory Commission, Contents and Formats for Information Disclosure by Companies That Offer Shares to the Public Guidelines (No.21): Prospectuses for Public Issue of Bonds by Securities Companies

Issued: August 29 2003
Effective: October 8 2003

Main contents: Securities companies applying for public issue of bonds must prepare a prospectus and a summary in accordance with the Guidelines for submission to the China Securities Regulatory Commission (CSRC) (Article 2). Whether or not the Guidelines have made clear stipulations, all information that has a significant effect on the investment decisions of investors must be disclosed (Article 3). If there are reasons (such as commercial secrecy) that make it inconvenient to disclose certain information, the issuer may apply to the CSRC for an exemption (Article 5). All disclosed information must be true, accurate, complete, fair and timely, and the financial report must be audited and signed by two or more qualified accountants (Article 7). The summary of the prospectus must be published in at least one CSRC-designated newspaper or periodical and, meanwhile, the full text must be published on a CSRC-designated website two to five working days prior to the issue (Article 14). Article 12 sets out the general requirements for the prospectus and the summary thereof. Part Two specifies all detailed requirements of the format and contents of the prospectus, and Part Three sets out the statements that the issuer is required to make in the summary of the prospectus.
Related legislation: PRC Company Law (Amended), Oct 27 2005, CLP 2005 No.10 p21; PRC Securities Law (Amended), Oct 27 2005, CLP 2006 No.1 p31 and Administration of Securities Company Bonds Tentative Procedures, Aug 29 2003, CLP 2003 No.7 p7