Every hot review | China's mid -term hiring full -time directors cannot commit "procrastination"

Author:Daily Economic News Time:2022.06.28

The secretary is one of the "key gentlemen" of the company's governance, but this "key Mr." has become dispensable in the middle of China (SZ000996, a stock price of 7.70 yuan, and a market value of 2.657 billion yuan). Recently, the Beijing Securities Regulatory Bureau issued a letter of attention to remind China to appoint the secretary of the board of directors as soon as possible, and asked the company to submit a written rectification report in the next month. According to public information, this is not the first time that the regulatory authorities have urged China to appoint a full -time director in the middle period, and the company's attitude is dragging and dragging. For 6 years.

In the middle of China, there are not a few companies that have "delayed procrastinations". According to data, more than 200 companies in A shares do not have a full -time secretary. Most of the positions are performed by other executives.

Recently, a large state -owned enterprise's certificate told the author that the daily work of the secretary needs to be fully covered with corporate governance, management of investor relationships, and connecting the affairs of the regulatory authorities. As small as investors 'telephone, email, interactive platform reply, and new guidelines and rules issued by regulatory supervision, it takes a lot of time to prepare and implement the process of participating in capital operation, coordinating the board of directors and shareholders' meeting. The secretary of the agency is less to participate in the above matters, and more to assign another coordinator to play the role of the director. Therefore, companies that do not have full -time directors are prone to faults such as inconsistency and unqualified.

For example, in the middle of China, the annual reports and semi -annual report disclosure between 2016 and 2018 repeatedly leaked, and a warning letter was issued by the regulatory authorities for failing to disclose the process of cooperation in time.

In addition, the author found that China has not interacted with investors in the Shenzhen Stock Exchange for nearly two months, and even simple questions such as "shareholders" have not responded. In the long run, it is bound to have an impact on the confidence of small and medium investors' shareholding and block potential investors.

In the author's opinion, the secretary of the dealership is lacking, and many times can only complete the "lower limit" of the duties of the directors. If regular disclosure and response supervision, the letter can only be guaranteed without quality, on time but not timely. In the context of increasing importance to letters, it is difficult to meet the needs of investors and regulatory.

The "Stock Listing Rules" shows that during the vacancy of the board of directors, the board of directors should designate the duties of a director or senior management personnel on behalf of the board of directors. If the vacancies exceed three months, the chairman shall be the secretary of the board of directors on behalf of the board of directors. However, the "Stock Listing Rules" for re -appointing the secretary of the director did not make a hard constraint.

In this regard, the author has two suggestions.

First, you can follow the New Third Board and give the newly -owned secretary to give time constraints. At present, if the New Third Board Company wants to enter the innovation layer, it is necessary to set up the secretary of the secretary of the national stock transfer system as the company's executive, and the company that has not hired the secretary with relevant qualifications in time and lasted for more than 3 months. It will be reduced to the basic layer. Similarly, the main board and GEM company can also set up a period of time. For example, a full -time director must be appointed within 6 months or within 1 year after the departure of the former director. Perform corresponding punishment.

Second, the establishment of an internal talent training system for full -time director reserves of talents, meet the requirements of relevant work years and assess those who have approved the admission can compete and be promoted to a full -time director, thereby reducing or eliminating the long -term prominent chief secretary.

Daily Economic News

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