The China Securities Regulatory Commission revised and issued the "Guidelines for Corporate Governance of Listed Companies" to be implemented from January 1, 2026.

The China Securities Regulatory Commission has revised the "Listed Company Governance Guidelines," which will take effect from January 1, 2026. The main revisions to the "Governance Guidelines" this time include the following contents: 1. Improve the supervision system for directors and senior management personnel, comprehensively regulate appointments, performance, resignations, etc., and urge directors and senior executives to faithfully and diligently fulfill their duties. 2. Improve the incentive and restraint mechanisms for directors and senior management personnel, requiring listed companies to establish a compensation management system, stipulating that the compensation of directors and senior executives should be commensurate with the company's business performance and individual performance, promoting a better alignment of interests between directors/senior executives and the company. 3. Regulate the behavior of controlling shareholders and actual controllers. Strictly limit competition among peers that may have a significant adverse impact on listed companies, further improve the review responsibilities and decision-making requirements for related party transactions. 4. Ensure alignment with other rules. Based on the Securities Law and the Measures for the Administration of Independent Directors of Listed Companies, improve the provisions on public solicitation of shareholder rights, as well as the responsibilities of the nomination committee and the compensation and assessment committee of the board of directors, enhancing the coordination of rules. The original text below: Listed Company Governance Guidelines Chapter 1 General Principles Article 1: In order to standardize the operation of listed companies, enhance the level of corporate governance, protect the legitimate rights and interests of investors, and promote the stable and healthy development of China's capital market, based on the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, and related laws, administrative regulations, etc., the basic principles determined, and learn from domestic and foreign corporate governance practices, these guidelines are formulated. Article 2: These guidelines apply to joint stock limited companies established in accordance with the Company Law and whose stocks are listed for trading on securities exchanges within China. Listed companies should implement the spirit of these guidelines, improve corporate governance. The articles of association of listed companies and documents related to governance should comply with the requirements of these guidelines. Encourage listed companies to explore and enrich corporate governance practices according to their own characteristics to enhance corporate governance. Article 3: Listed companies should implement the development concepts of innovation, coordination, greenness, openness, and sharing, promote the spirit of excellence entrepreneurs, actively fulfill social responsibilities, and form good corporate governance practices. Corporate governance of listed companies should be sound, effective, transparent, strengthen internal and external supervision, ensure the legitimate rights of shareholders, ensure fair treatment, respect the basic rights of stakeholders, and effectively enhance the overall value of the enterprise. Article 4: Shareholders, actual controllers, directors, and senior management personnel of listed companies should exercise rights and fulfill obligations in accordance with laws, administrative regulations, departmental regulations, regulatory documents (referred to as laws and regulations) and self-discipline rules, maintain the interests of...