Shanghai and Shenzhen Stock Exchanges launch the same-day criteria for the Main Board's "light assets, high R&D investment" designation

On March 27, the Shanghai and Shenzhen stock exchanges respectively issued on their official websites newly revised recognition standards for “light-asset, high R&D investment.”

The main purpose of this revision is to newly add recognition standards for the “light-asset, high R&D investment” on the main board market. The “light-asset” recognition standard is that the proportion of tangible assets to total assets is no more than 20%; the “high R&D investment” recognition standard is that the average R&D investment over the most recent three years accounts for no less than 15% of operating revenue, or that the cumulative R&D investment over the most recent three years is no less than RMB 300 million and the average R&D investment over the most recent three years accounts for no less than 5% of operating revenue.

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Industry insiders believe that, with the Shanghai and Shenzhen stock exchanges adding the recognition standards for “light-asset, high R&D investment” on the main board market, in the future main-board companies that meet the relevant recognition standards will no longer be subject to restrictions on the ratio for refinancing to replenish liquidity. This is also a proactive response to market participants’ demands, providing convenience for light-asset, science-and-technology innovation (tech innovation) companies that have needs to replenish liquidity.

Recognition standards basically unified

On March 27, the SSE released a newly revised “Guiding Opinions No. 6—Recognition Standards for Light-Asset and High R&D Investment for Issuance and Listing Review Rules of the Shanghai Stock Exchange” (hereinafter referred to as the “Guiding Opinions No. 6”).

This “Guiding Opinions No. 6” adds recognition standards for “light-asset” and “high R&D investment” for listed main-board companies. Based on experience from the Sci-Tech Innovation Board (STAR Market) pilot and the actual situation of the main-board market, it clarifies that the “light-asset” recognition standard for listed companies on the Shanghai main board is that the proportion of tangible assets to total assets is no more than 20%; the “high R&D investment” recognition standard is that the average R&D investment over the most recent three years accounts for no less than 15% of operating revenue, or that the cumulative R&D investment over the most recent three years is no less than RMB 300 million and the average R&D investment over the most recent three years accounts for no less than 5%.

On the same day, the SZSE released on its official website a newly revised “Operational Guidance No. 8—Recognition Standards for Light-Asset and High R&D Investment for Stock Issuance and Listing Review of the Shenzhen Stock Exchange” (hereinafter referred to as the “Guidance No. 8”).

As of June 30, 2025, the SZSE had already clarified the recognition standards for “light-asset, high R&D investment” for listed companies on the ChiNext (entrepreneurial board). This newly revised “Guidance No. 8” is intended to further clarify the recognition standards for “light-asset, high R&D investment” for listed main-board companies, and to make adaptive adjustments to the ChiNext standards.

Specifically, the “Guidance No. 8” adds recognition standards for “light-asset” and “high R&D investment” for listed main-board companies. Combining experience from the ChiNext and the actual situation of the main-board market, it clarifies that the “light-asset” recognition standard for listed companies on the Shenzhen main board is that the proportion of tangible assets to total assets is no more than 20%; the “high R&D investment” recognition standard is that the average R&D investment over the most recent three years accounts for no less than 15% of operating revenue, or that the cumulative R&D investment over the most recent three years is no less than RMB 300 million and the average R&D investment over the most recent three years accounts for no less than 5%.

By this point, the recognition standards for “light-asset, high R&D investment” for listed main-board companies across the SSE and SZSE have basically been unified.

In addition, considering the market-wide median of the proportion of average R&D investment over the most recent three years to operating revenue, and to avoid differences among boards, the “Guidance No. 8” adjusts the research-investment ratio lower limit in the ChiNext “high R&D investment” recognition standard—“the cumulative R&D investment over the most recent three years is no less than RMB 300 million and the average R&D investment over the most recent three years accounts for no less than 3% of operating revenue”—from 3% to 5%.

Strengthening support for sci-tech innovation

The SSE and SZSE stated that this newly revised “Guiding Opinions No. 6” and “Guidance No. 8” are intended to further enhance the flexibility and convenience of refinancing, in order to support sci-tech innovation with greater efforts.

On February 9 this year, the Shanghai, Shenzhen, and Beijing exchanges also issued, respectively on their official websites, measures to optimize a package of refinancing initiatives. The SSE, SZSE, and Beijing exchange clarified that for high-quality listed companies that are representative and recognized by the market, with standardized corporate governance and information disclosure, they will optimize the refinancing review and further improve refinancing efficiency.

Some investment-banking professionals believe that the Shanghai and Shenzhen stock exchanges’ addition of the recognition standards for “light-asset, high R&D investment” on the main-board market means that, in the future, main-board companies that meet the relevant recognition standards will no longer be subject to refinancing and liquidity replenishment ratio restrictions. For previously listed main-board companies, the proportion of funds used for refinancing to repay loans for liquidity replenishment could not exceed 30%.

In the view of industry insiders, the new policy is also a positive response to market participants’ demands. A senior investment-banking professional at a leading securities firm said that in the past, regulators imposed strict restrictions on refinancing and liquidity replenishment for main-board companies, with the liquidity replenishment and loan repayment ratio not exceeding 30%. R&D investment and other items were also categorized as part of such restrictions, so when companies refinance, they had to plan capital expenditure fundraising projects such as buying land and building buildings. Many companies do not have suitable fundraising projects, but because they have high asset-liability ratios and urgently need financing to improve their capital structure, they had no choice but to fabricate projects. Later, they would change the projects, which led to many problems. The significance of this refinancing policy adjustment is major, especially in providing convenience for light-asset, tech-innovation companies that need liquidity replenishment.

Donghai Securities, however, believes that this arrangement will break down institutional barriers between boards, strengthen capital support for companies with key core technologies, drive capital and assets to cluster in areas with high efficiency and high growth potential, and accelerate the formation of a virtuous cycle of “technology-industry-finance.”

What is worth noting is that after A-share refinancing volumes experienced a decline for consecutive years, they reached a turning point in 2025. According to Choice data, based on the issuance date perspective, in 2025, A-share seasoned equity offerings raised RMB 1.14 trillion, up 452% year over year. And this growth momentum continued into this year as well—in this year’s first quarter (as of March 27), A-share seasoned equity offerings raised RMB 117.59 billion, up 2% year over year.

Also, according to statistics, since the beginning of this year, 114 A-share companies have already released plans for share placements, which is nearly 40 more than in the first quarter of last year.