This paper takes the 2025 NASDAQ new rules as the core context, analyzes the dual constraints of the new rules on Chinese concept stocks' IPO and continued listing from the professional perspective of investment banks, systematically decomposes the full-process compliance paths including structure design, fund raising execution, liquidity management, highlights practical operability and key points of risk prevention and control, and provides a clear action guide for Chinese enterprises to go public in the United States. In September 2025, NASDAQ launched a major listing rule amendment proposal, which is currently in the SEC's 90-day review period, and the final result is expected to be announced on December 18. Once approved, it will be implemented in stages in a combined model of "30-day grace period + accelerated delisting procedure". This regulatory adjustment, which is called "the strictest in history" by the industry, has pushed the competition for Chinese concept stocks to go public from "speed race" to "quality competition" by setting hard IPO thresholds and a zero-buffer delisting mechanism, raising unprecedented high requirements for enterprises' full-cycle compliance capabilities. The core constraints of the new rules focus on two dimensions: IPO and continued listing, forming a dual test of "admission + continuation", which directly raises capital thresholds and compliance costs: For Chinese companies (including operating entities in Hong Kong and Macau), the new rules clarify two core hard requirements: Minimum fundraising scale: IPO fundraising shall be no less than US$25 million, three times the previous threshold of US$5 million, which directly filters out small financing enterprises; Public shareholding requirements: The unrestricted public float market value shall reach US$15 million, and the market value calculation strictly excludes executive shareholding, restricted shares and shareholder resale shares, only recognizing the market value contribution of truly publicly offered shares, further compressing operational space. The new rules have stricter requirements for continued listing, completely canceling the traditional rectification buffer space: Market value "life-and-death line": If the company has any situation that does not meet the listing standards, and the market value of its listed securities is lower than US$5 million for 10 consecutive trading days, it will directly trigger an immediate delisting procedure, and will no longer enjoy the maximum 180-day rectification grace period; Invalid appeal mechanism: Even if the company files an appeal, its stocks must be transferred to the over-the-counter (OTC) market for trading during the appeal period, and it cannot regain its NASDAQ trading qualification during the additional rectification period of the hearing panel, which essentially loses its core market liquidity advantage. For enterprises with large market value fluctuations in the early stage of listing, the compliance risk increases significantly. Facing the dual constraints of the new rules, Chinese concept stocks need to build a full-process compliance system of "pre-structure optimization + precise fundraising execution + liquidity management + cross-border compliance coordination" with the support of investment banks, to achieve a smooth transition from listing admission to continued existence. Structure design is the basic project of Chinese concept stocks' compliance, which needs to adapt to cross-border regulatory requirements in advance and lay a solid foundation for subsequent listing and continuation: Optimize classic structure mode: Investment banks assist enterprises to give priority to the "Cayman holding company + domestic VIE" classic structure, which is especially applicable to foreign-investment-restricted industries such as the Internet and education, realizing the compliant connection between domestic assets and overseas listing entities through protocol control. Key operations include: completing ODI filing and Notice 37 registration to ensure compliance of capital outbound and shareholder equity transfer; setting up an equity incentive platform through a BVI company, optimizing the tax transmission path through a Hong Kong company, and using tax treaties to reduce profit repatriation costs. Adapt to the new rules' recognition standards: In view of the seven recognition criteria of "mainly operating business in China" (covering assets, revenue, management composition and other dimensions) in the new rules, investment banks assist enterprises to reasonably plan their business layout and avoid triggering strict supervision from a single dimension. It should be noted that high-risk avoidance measures such as changing directors' nationalities and transferring book assets are not recommended. Compliance should be achieved through real business structure optimization (such as appropriately expanding overseas business and introducing international management talents). Meet cross-border regulatory coordination: Simultaneously take into account the requirements of China's Data Security Law and PCAOB audit review, build a dual-track mechanism of "on-site storage of audit working papers in China + review in Hong Kong", desensitize sensitive data, and realize compliant verification of audit working papers while ensuring data security, so as to avoid delisting risks under the Holding Foreign Companies Accountable Act. Reaching the fundraising scale is the core prerequisite for successful IPO. Scientific pricing and fundraising strategies directly affect the post-listing market value stability, and need to achieve the dual goals of "scale compliance + reasonable valuation": Differentiated fundraising scheme design: Investment banks formulate precise fundraising strategies based on the enterprise's fundamentals. For technology enterprises with clear growth, adopt the combination mode of "cornerstone investment + bookbuilding", lock in long-term capital such as sovereign funds and ESG special funds in advance, to ensure that the fundraising amount steadily exceeds the threshold of US$25 million; For leading enterprises in niche sectors, introduce industrial investors, which not only supplement funds but also enhance market credibility and improve valuation recognition. Scientific pricing and risk reservation: The rationality of the pricing mechanism is directly related to the post-listing market value safety. Investment banks conduct valuation calculations through comparable company analysis and DCF model. For technology enterprises, focus on the industry price-to-sales ratio, for traditional industries, focus on profit stability, and dynamically adjust the pricing range by collecting institutional feedback through roadshows. It is recommended to set the post-listing market value corresponding to the offering price at more than twice the safety threshold of US$5 million, leaving sufficient market value fluctuation space; At the same time, use the green shoe option (15% over-allotment of shares) to stabilize the first-day trading price, restrict concentrated share reduction by original shareholders through the 180-day lock-up period, and avoid sharp market value fluctuations. Under the new rules, liquidity and market value management in the early stage of listing have become the key to avoiding delisting risks, which need to run through the whole process before and after IPO: Optimize equity structure to improve liquidity: Investment banks assist enterprises to adjust their equity structure, ensure that the public float ratio is not less than 15%, and the institutional shareholding ratio is not less than 30%, improve stock trading activity through diversified shareholder structure, and avoid the market value falling below the threshold passively due to insufficient liquidity. Strengthen investor relations construction: Organize targeted roadshows before listing, focus on conveying business growth logic, compliance advantages and industry barriers to U.S. institutional investors, and enhance international capital recognition; After listing, build a常态化 investor relations system, strictly disclose quarterly reports and major events in accordance with SEC requirements, maintain efficient communication with the market through earnings conference calls, industry summits and other channels, and guide investors to form reasonable expectations. Establish dynamic market value monitoring mechanism: Investment banks jointly with the market value management team set an early warning line of US$5-6 million. When the market value is close to the threshold, immediately start the emergency plan: stabilize the stock price through company share repurchase and major shareholder share increase; launch small-scale private placement to introduce strategic funds, and control the issuance scale to avoid excessive equity dilution; optimize the business disclosure caliber, highlight core business growth data and profit expectations, and guide the market to revalue the enterprise. Chinese concept stocks need to meet both the CSRC filing requirements and NASDAQ rules. Investment banks need to lead the construction of a cross-regulatory coordination system to resolve cross-border regulatory conflicts: Dual-track financial compliance: Build a dual-standard report system of CAS (Chinese Accounting Standards) and US GAAP (U.S. Generally Accepted Accounting Principles) in advance, ensure that key indicators such as revenue recognition and ESG cost accounting meet the requirements of the listing place, focus on verifying the authenticity of net profit and cash flow stability, and avoid regulatory inquiries due to differences in financial caliber. Balance information disclosure between transparency and security: Information disclosure needs to balance "adequacy" and "security": It is necessary to fully disclose sensitive information such as VIE structure risks and cross-border data flow mechanisms, respond to SEC requirements for adequate information disclosure; At the same time, avoid leaking core business secrets and sensitive data, and reduce compliance risks through desensitization treatment, vague expression and other methods. Accurate docking of audit compliance: In response to the audit regulatory requirements under the Holding Foreign Companies Accountable Act, investment banks coordinate audit institutions to formulate compliance plans, connect with PCAOB review through the Hong Kong joint inspection mechanism, only provide "secure version" audit working papers reviewed by the CSRC, and avoid sensitive information from directly leaving the country. At the same time, we can use the CSRC's "three-color channel" review mechanism. Enterprises with strong technological innovation attributes and good compliance records can apply for a green channel, shortening the filing cycle by more than 40% and improving listing efficiency. Under the background of the new rules, compliance is the "admission ticket" for Chinese concept stocks to go public, and sustained value growth is the fundamental guarantee for sustainable development. Investment banks should assist enterprises to establish a dual-wheel drive model of "full-cycle risk prevention and control + long-term value enhancement": Before listing: Carry out comprehensive compliance due diligence, focus on investigating potential historical problems such as shareholding on behalf of others, non-arm's length treatment of related-party transactions, unsubstantiated capital contribution, etc., formulate special rectification plans, and ensure that risks are eliminated before submitting the application; During listing: Set up backup fundraising plans, in view of the under-subscription risk caused by market fluctuations, reserve strategic investors in advance or adjust the offering size to ensure that the US$25 million fundraising threshold is met; After listing: Carry out regular compliance self-inspection, focus on verifying core indicators such as market value, public shareholding volume and information disclosure, predict compliance risks 3-6 months in advance, and avoid touching the delisting red line. Focus on core business growth: Guide enterprises to concentrate resources on deepening the core track, increase R&D investment and market expansion, support market value stability through sustained performance growth, and fundamentally avoid the risk of market value falling below the threshold; Flexibly use financing tools: After listing, reasonably use quarterly small-scale additional issuance, convertible bonds and other financing tools, supplement development funds without triggering compliance risks, and help business expansion; Layout cross-market listing: For qualified enterprises, plan a dual-listing path on the U.S. stock market and Hong Kong stock market, reduce single-market fluctuation risks through cross-market liquidity complementarity, meet the compliance requirements of different regulatory systems at the same time, and improve the enterprise's risk resistance and global capital recognition. The essence of the NASDAQ new rules is to purify the market ecology by raising the entry threshold and delisting efficiency. For high-quality Chinese concept stocks, the increase in compliance costs will eventually be transformed into a broader valuation space and a more stable market environment. Facing the challenges of the new rules, Chinese concept stocks need to embed compliance requirements into the whole process of structure design, fundraising execution and market value management with the professional empowerment of investment banks, take the hard IPO indicators of US$15 million unrestricted public float market value and US$25 million fundraising amount as the basis, take the US$5 million market value safety line as the bottom line, and build a dual-wheel drive model of "compliance + growth". With the continuous deepening of Sino-US cross-border regulatory cooperation and the continuous improvement of domestic filing system, high-quality Chinese concept stocks with core competitiveness and compliance awareness can still achieve long-term development in the NASDAQ market. In the future, the value of Chinese concept stocks will no longer simply rely on the listing speed, but depend on the solidity of the compliance system, the sustainability of business growth and the recognition of global capital. As a professional hub connecting enterprises and capital markets, investment banks will play a key role in compliance counseling, strategy planning, risk prevention and control, and help high-quality Chinese enterprises connect with global capital, becoming an important bridge connecting Chinese assets and global capital. © 2021 Meishun (Hong Kong) Management Consulting Co., Ltd. and Meishun (Hangzhou) Management Consulting Co., Ltd. All rights reserved. Meishun Meiyin (Hangzhou) Consulting Management Co., Ltd. is the domestic subsidiary of Hong Kong Meishun Management Consulting Co., Ltd. under the same actual controller. Both companies are under the same actual controller, managed under the same Chinese management system, and comply with the laws of Hong Kong and mainland China.