This week, Advanced Micro-Fabrication Equipment Inc. China (688012) received formal registration approval from the China Securities Regulatory Commission for its acquisition of a 64.69% stake in Hangzhou Zhonggui Electronic Technology Co., Ltd. and its related fundraising project. This marks the first case on the STAR Market to utilize the expedited review procedure for mergers and acquisitions (M&A) and reorganizations. From acceptance by the Shanghai Stock Exchange on April 24th to registration approval by the CSRC on May 11th, the entire process took only 10 working days, significantly shorter than the conventional review timeline, fully demonstrating the operability of the "2+5+5" review mechanism on the STAR Market.
The institutional framework for the expedited review procedure originates from the revised "Rules for the Review of Major Asset Restructurings by Listed Companies" issued by the Shanghai and Shenzhen stock exchanges in May 2024. It represents an important measure to implement the new "National Nine Articles," "Six Articles on M&A," and "Eight Articles for the STAR Market," aiming to provide an efficient review channel for high-quality listed companies with standardized operations and high-quality information disclosure. According to the rules, to qualify for the expedited procedure, a listed company must have a market capitalization exceeding 10 billion yuan and have received an 'A' rating in information disclosure evaluations for the past two years. Advanced Micro-Fabrication Equipment Inc. China, with its market capitalization consistently above 100 billion yuan and consecutive 'A' ratings in disclosure, fully meets these criteria. Eligible transactions are subject to the "2+5+5" mechanism—acceptance within 2 working days, issuance of review opinions within 5 working days after acceptance, and a 5-working-day CSRC registration phase—significantly compressing the review cycle.
It is noteworthy that the expedited review procedure does not lower standards but achieves "speed for the excellent" by reinforcing the responsibilities of intermediaries and ensuring compliance verification. In the Advanced Micro-Fabrication Equipment Inc. China project, intermediaries including the independent financial advisor, law firm, and accounting firm provided clear verification opinions on transaction compliance, the target company's sci-tech innovation attributes, and synergistic effects, laying a solid foundation for the rapid review. Investment banking professionals point out that the essence of the expedited procedure is the optimal allocation of regulatory resources. By opening a fast track for leading companies with sound governance and excellent disclosure, it enhances efficiency while encouraging listed companies to improve their own quality.
From an institutional perspective, while a previous project by China Shenhua on the main board addressed the question of whether the expedited procedure "could work," the Advanced Micro-Fabrication Equipment Inc. China project on the STAR Market proves the system's applicability there as well. The successful completion of these two transactions involving different entities and rationales indicates that the expedited review procedure possesses cross-market applicability. With one successful case each on the main board and the STAR Market, the predictability of transaction timelines for high-quality companies has significantly increased. Previously, the review cycle was a major concern for many companies considering M&A. Now, the 10-working-day example provides a clear benchmark for subsequent sci-tech innovation enterprises.
Since the release of the "Eight Articles for the STAR Market," several new share issuance projects for asset acquisition have been launched on the STAR Market, with industrial integration becoming the main theme. The successful completion of the Advanced Micro-Fabrication Equipment Inc. China project will further encourage STAR Market enterprises to utilize M&A and reorganization tools to achieve high-quality development. From a broader perspective, the expedited review procedure is changing market expectations for M&A and reorganizations. As more high-quality companies become willing to initiate M&A, the pace of industrial integration will accelerate, and the resource allocation function of the capital market will be more fully realized. This system provides strong support for technological innovation and industrial integration M&A, injecting new momentum into the capital market's service to the real economy. The Advanced Micro-Fabrication Equipment Inc. China project demonstrates that with reasonable institutional design and standardized market participants, review efficiency and transaction quality can be achieved simultaneously. As more eligible reorganization transactions enter this "expressway," the M&A and reorganization ecosystem in China's capital market is expected to enter a more active and efficient new phase.
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