China Securities Regulatory Commission, Contents and Formats for Information Disclosures by Companies that Offer Securities to the Public Guidelines (No. 16): Listed Company Takeover Report

Issued: November 28 2002
Effective: December 1 2002
Interpreting authority: China Securities Regulatory Commission
Applicability: The Guidelines do not apply to takeovers and changes of shareholdings of listed companies that were completed or that have occurred but whose registration of the change in share ownership has not been completed before December 1 2002.

Main contents: Any natural person, legal person or other organization that acquires or is likely to acquire the control of a listed company through a takeover transaction is required to prepare and disclose a Listed Company Takeover Report in accordance with the Procedures (Article 2). The report shall disclose the details of the purchaser(s), its (their) shareholdings in the target company, trading of the shares in the target company during the last six months, major transactions between the purchaser(s) and the target company, source of funds for the takeover, any action to be taken in relation to the target company following the takeover, impact of the takeover on the target company, financial information of the purchaser (in the case of a legal person or other organization), documents for inspection and other major matters (Part Two). A summary of the report shall be placed in a prominent position in the report that shall contain at least the details of the purchaser(s) and its (their) shareholdings in the target company (Part Three).
Related legislation: PRC Securities Law (Amended), Oct 27 2005, CLP 2006 No.1 p31 and Administration of the Takeover of Listed Companies Procedures, Sep 28 2002, CLP 2002 No.9 p43