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最近国家国有资产管理局就上市公司国家股配股及股权转让等有关问题发出通知。内容如下: 一、国家股持股单位(含受托行使国家股权单位,下同)在处理上市公司配股时应严格按照国资企发[1994]12号文件规定执行,正确、有效行使股权。在股东大会决定配股事宜时,切实维护国家股利益,不得盲目赞成配股。同时具备以下条件可赞成配股:第一,股份公司确需筹集资金;第二,筹资最佳途径为增加股本;第三,保持现有股权比例不被稀释;第四,国家股股东有能力追加股本投资。如国家股持股单位所持股份在股份公司中不占控股地位,无力阻止配股的,应设法购买配股或有偿转让配股权,不得放弃配股权。
Recently, the State-owned Assets Supervision and Administration Commission of the State-owned Assets Supervision and Administration Commission of the State Council issued a notice on relevant issues such as the rights issue and share transfer of state-owned shares of listed companies. The contents are as follows: I. State-owned shares holding units (including the trusteeship exercising State Equity Units, the same below) shall be executed strictly in accordance with the provisions of State-owned Assets and Enterprises [1994] No. 12 document in the disposal of allotment of shares of listed companies, and properly and effectively exercise their shareholdings. When the shareholders’ meeting decides to issue shares, the interests of state shares should be effectively maintained and the rights issue should not be blindly approved. At the same time, the following conditions may be in favor of the rights issue: First, the stock company really needs to raise funds; second, the best way to raise capital is to increase the capital stock; Third, keep the existing equity ratio not to be diluted; Fourth, the state shareholders have the ability to append Equity investment. If the shares held by state-owned shareholding units do not hold the controlling position in the joint-stock company and are unable to stop the rights issue, they should seek to purchase allotment rights or paid share allotment rights and may not give up the allotment option.