据熟悉情况的消息人士周一称，纳斯达克(Nasdaq)将公布对首次公开发行(IPO)的新限制，此举将加大一些中国企业在其股票交易所上市的难度。
消息人士称，尽管纳斯达克不会在规则调整中特别提到中国公司，但此举主要是出于对一些有望在其交易所进行IPO的中国公司缺乏会计透明度，以及与有权势的内部人士关系密切的担忧。
在中美围绕贸易、科技和新冠疫情扩散问题上的紧张关系升级之际，纳斯达克收紧中国小型IPO的举措成为两国金融关系的最新矛盾点。
纳斯达克去年也对上市交易施加了一些限制，寻求抑制中国小型企业的IPO。这些企业的股票通常交投不活跃，因为大部分股票掌握在少数内部人士手中。低流动性使得这些股票对大型机构投资者而言没有吸引力，而大型机构投资者恰恰是纳斯达克想要迎合的对象。
最新收紧上市标准的举措反映出纳斯达克对一些寻求在美IPO的中国企业的疑虑未消。上个月，2019年初在美国IPO的瑞幸咖啡宣布，内部调查发现其首席运营官和其他员工虚报了销售额。
消息人士称，新规则将要求来自中国等国家的企业通过IPO筹资规模达到2,500万美元，或者至少是上市后市值的四分之一。
这是纳斯达克首次对IPO规模设定最低限制。这项调整将阻止目前在纳斯达克上市的几家中资企业上市交易。据路孚特数据，自2000年以来在纳斯达克上市的155家中资公司中，有40家公司的IPO筹资规模低于2,500万美元。
消息人士称，新规则还将要求审计公司确保他们的国际特许经营业务符合全球标准。他们补充道，针对那些审计中国准备IPO企业账目的美国小型企业的审计情况，纳斯达克也将予以检查。
Nasdaq to tighten listing rules, restricting Chinese IPOs
Nasdaq Inc is set to unveil new restrictions on initial public offerings (IPOs), a move that will make it harder for some Chinese companies to debut on its stock exchange, people familiar with the matter said on Monday.
While Nasdaq will not cite Chinese companies specifically in the changes, the move is being driven largely by concerns about some of the Chinese IPO hopefuls’ lack of accounting transparency and close ties to powerful insiders, the sources said.
At a time of escalating tensions between the United States and China over trade, technology and the spread of the novel coronavirus, Nasdaq’s new curbs on Chinese IPOs represent the latest flashpoint in the financial relationship between the world’s two largest economies.
Nasdaq also unveiled some restrictions on listings last year, seeking to curb IPOs by small Chinese companies. Their shares often trade thinly because most stay in the hands of a few insiders. Their low liquidity makes them unattractive to many large institutional investors, to whom Nasdaq is seeking to cater to.
The new tightening of the listing standards reflects the bourse operator’s concerns about some Chinese companies seeking U.S. IPOs. Last month, Luckin Coffee, which had a U.S. IPO in early 2019, announced that an internal investigation had shown its chief operating officer and other employees fabricated sales deals.
The new rules will require companies from some countries, including China, to raise $25 million in their IPO or, alternatively, at least a quarter of their post-listing market capitalization, the sources said.
This is the first time Nasdaq has put a minimum value on the size of IPOs. The change would have prevented several Chinese companies currently listed on the Nasdaq from going public. Out of 155 Chinese companies that listed on Nasdaq since 2000, 40 grossed IPO proceeds below $25 million, according to Refinitiv data.
Small Chinese firms pursue these IPOs because they allow their founders and backers to cash out, rewarding them with U.S. dollars they cannot easily access because of China’s capital controls. The companies also use their Nasdaq-listed status to convince lenders in China to fund them and often get subsidies from Chinese local authorities for becoming publicly traded.
The proposed rules will also require auditing firms to ensure that their international franchises comply with global standards, the sources said. Nasdaq will also inspect the auditing of small U.S. firms that audit the accounts of Chinese IPO hopefuls, the sources added.
U.S. President Donald Trump told Fox Business in an interview last week that he was looking “very strongly” at requiring Chinese companies that list in New York to follow U.S. accounting standards. But he noted that “the problem with that” was that Chinese companies could decide to list in London or Hong Kong instead.
The U.S. Securities and Exchange Commission (SEC) has been locked in a decade-long struggle with the Chinese government to inspect audits of U.S.-listed Chinese companies. The regulator’s accounting oversight arm, the Public Company Accounting Oversight Board (PCAOB), is still unable to access those critical records, it has said.
The PCAOB, which was set up by the 2002 Sarbanes-Oxley Act and is overseen by the SEC, is tasked with policing the accounting firms that sign off on the books of the nation’s listed companies. Its problems with Chinese audit quality have been festering since 2011, when scores of Chinese companies trading on U.S. exchanges were accused of accounting irregularities.
The SEC is planning to host a roundtable this summer for companies, auditors, advisers and other parties to discuss issues with IPOs of foreign companies and their accounting disclosures, one of the sources said.
