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Why did JD.com, Alibaba and Meituan go public in the United States?

| 1Person Answer

第一

A股上市有连续三年盈利要求,而美国的纳斯达克交易所是不设盈利门槛的。互联网企业往往需要经过漫长的成熟期后才能盈利,很有可能在上市时达不到A股的盈利要求。

第二

国内法律有外资限制。网络科技企业互联网公司大多极度烧钱,需要大量的资金来成长,这类企业初始融资都是依赖外资(早年国内风投还没兴起),比如阿里拿了日本软银的资金。但是我国法律又规定,境外资金投资电信相关企业(含互联网在内)有非常严格的限制,合资企业基本上不可能获批。为了解决这个问题,合资企业纷纷采取VIE架构,绕过这一层政策监管。但是到了上市的时候,证监会把VIE架构视为规避法律政策,合法性有问题,不给境内上市。

电信行业限制外商投资

第三

A股实行审核制,上市周期长,可能苦战几年都没法上市。美股实行注册制,上市周期短,快的话几个月就可以上市。

第四

A股不支持“同股不同权”。互联网科技企业,创始人的投票权往往要远高于股权,例如东哥对京东的持股比例15.1%,而投票权却高达78.4%,这与A股要求的“同股同权”不相符。

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见锐度、见洞察,聚焦互联网和新商业的创新媒体

First

A-shares require three consecutive years of profitability, while the Nasdaq exchange in the United States does not set a profit threshold. Internet companies often need to go through a long period of maturity before they can make a profit, and it is very likely that they will not meet the profit requirements of A-shares when they go public.

Second

Domestic laws have restrictions on foreign investment. Most Internet technology companies and Internet companies are extremely money-burning and require a lot of funds to grow. The initial financing of such companies all depends on foreign investment (in the early years, domestic venture capital had not yet emerged). For example, Alibaba took funds from Japan's SoftBank. However, Chinese law also stipulates that there are very strict restrictions on foreign capital investing in telecommunications-related companies (including the Internet), and joint ventures are basically impossible to be approved. In order to solve this problem, joint ventures have adopted the VIE structure to bypass this layer of policy supervision. However, when it came to listing, the China Securities Regulatory Commission regarded the VIE structure as circumventing legal policies and having legal issues, and did not allow domestic listing.

Telecommunications industry restricts foreign investment

Third

A-shares are subject to an audit system, and the listing cycle is long. It may take several years of hard work to go public. The US stock market has a registration system, and the listing cycle is short. If it is fast, it can be listed in a few months.

Fourth

A shares do not support "same shares, different rights". In Internet technology companies, the voting rights of founders are often much higher than equity. For example, Dong Ge holds 15.1% of JD.com, but his voting rights are as high as 78.4%, which is inconsistent with the "same shares, same rights" required by A shares.

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