汽车金融公司管理办法(中英)

ons in order to be incorporated:

　　a) the minimum amount of registered capital required by the Rules;

　　b) Articles of Association that complies with relevant laws including the Company Law of the People‘s Republic of China and the Rules;

　　c) senior management familiar with auto financing and other related business;

　　d) a sound organizational structure, management and risk control systems;

　　e) proper business premises, safety measures and other facilities for business operations; and

　　f) other conditions set out by the China Banking Regulatory Commission.

　　Article 7 The minimum registered capital of an auto financing company shall be no less than RMB500 million yuan or an equivalent amount in convertible currencies. Registered capital shall be paid-in capital.

　　The China Banking Regulatory Commission shall have the power to adjust the minimum registered capital of an auto financing company in line with the developments of auto financing business and the prudential requirements, but the adjusted floor shall not be lower than the amount provided in this Article.

　　Article 8 The establishment of an auto financing company shall cover two stages, i.e. the preparation stage and the business commencement stage. The Chinese text of all application documents for the preparation and the business commencement stages shall prevail.

　　Article 9 To apply for the preparation of a prospective auto financing company, the largest investor of the company shall act as the applicant and submit the following documents to the China Banking Regulatory Commission:

　　(a) an application letter, including the auto financing company‘s name, location of incorporation, registered capital, business scope and investors’ names and amounts of investment, etc.;

　　(b) a feasibility study on establishing the auto financing company, including a market analysis, a business plan, the organizational structure, an assessment of the company‘s risk control capability, the proforma balance sheet and profits in the following three years after the business commencement;

　　(c) an Articles of Association of the auto financing company (a draft note);

　　(d) basic information of each investor of the auto financing company, including name, legal representative, location of incorporation, a photocopy of the business license and a

summary of business performance, etc.;

　　(e) the investor‘s balance sheet, profit and loss statement and cash flow statement for the latest three years audited by qualified auditing firms;

　　(f) name and resume of the person in charge of the preparation; and

　　(g) other documents required by the China Banking Regulatory Commission.

　　If the applicant is a foreign non-bank financial institution, it shall submit the consent of its home country supervisory authority in writing. If the applicant is a non-financial entity, it shall submit the credit rating report of the previous year by a rating agency.

　　Article 10 The China Banking Regulatory Commission, upon receiving a complete set of application documents for the preparation of an auto financing company, shall provide its decision of approval or denial in writing within six months.

　　Article 11 The applicant shall, upon receiving the approval letter from the China Banking Regulatory Commission, complete the preparation within six months. If the applicant has justification for prolonging the preparation stage beyond the prescribed period, it shall submit a written application to the China Banking Regulatory Commission before the original deadline falls due, and may extend the preparation stage for up to three months subject to the approval.

　　If the applicant fails to apply for business commencement upon the completion of the preparation stage or the extended preparation stage, the original approval document for the preparation shall become void automatically.

　　During the preparation stage, the applicant shall not conduct any auto financing business.

　　Article 12 The applicant shall, before the deadline of the preparation stage or the extended preparation stage, apply for business commencement to the China Banking Regulatory Commission with the following attachments:

　　(a) a report on completion of the preparation and an application letter for business commencement;

　　(b) a certification of paid-in capital issued by a qualified Chinese certifying agency, and a registration certificate issued by the State Administration of Industry and Commerce;

　　(c) articles of Association of the auto financing company;

　　(d) names and detailed resumes of proposed senior managerial personnel;

　　(e) name and capital contribution of each shareholder;

　　(f) proposed business rules and procedures and internal controls;

　　(g) verification documents on business premises and other business-related facilities issued by relevant authorities; and

　　(h) other documents required by the China Banking Regulatory Commission.

　　Article 13 The China Banking Regulatory Commission, upon receiving a complete set of business commencement application documents, shall provide its decision of approval or denial of the application within three months. If the application is approved, the applicant shall receive a written approval letter attached with a license to conduct financial business with the prescribed business scope. If the application is denied, the applicant shall receive a written notice in which reasons for denial are provided.

　　The applicant shall, before commencing operations, register with the State Administration of Industry and Commerce with the presentation of the license to conduct financial business, and receive a corporate legal entity business License.

　　The China Banking Regulatory Commission shall revoke the license to conduct financial business and issue a public notice of the revocation if the auto financing company, after receiving the business license, fails without justification to open business within three months, or, without approval, stops operation for six consecutive months after business commencement.

　　Article 14 An auto financing company shall not set up any branch or subsidiary.

　　Article 15 The appointme

nt of the senior managerial personnel of an auto financing company shall be either subject to the qualification review by the China Banking Regulatory Commission or filed with the China Banking Regulatory Commission for record.

　　The chairman of the board of directors, general manager and deputy general manager, executive directors, and chief financial officer of an auto financing company are subject to the qualification view by the China Banking Regulatory Commission. The qualifications of these senior managerial personnel and procedures relating to qualification review and filing for record shall be issued separately.

　　Article 16 An auto financing company, in case of any of the following changes, shall seek the approval of the China Banking Regulatory Commission:

　　(a) change of company name;

　　(b) change of registered capital;

　　(c) change of business premises;

　　(d) change of business scope;

　　(e) change of organizational structure;

　　(f) change of equity structure;

　　(g) revision of Articles of Association;

　　(h) change of senior managerial personnel;

　　(i) merger or split; and

　　(j) other changes that require the approval of the China Banking Regulatory Commission.

　　Article 17 The liquidation of an auto financing company whose operation is terminated because of dissolution, closure or bankruptcy, shall be carried out in compliance with relevant laws and regulations.

　　Chapter III Business Scope and Supervision

　　Article 18 An auto financing company may conduct all or part of the following lines of Renminbi business with the approval of the China Banking Regulatory Commission:

　　(a) taking deposits with maturity of no less than three months from its shareholders in the mainland of China;

　　(b) extending loans for auto purchase;

　　(c) extending loans to auto dealers for purpose of purchasing automobiles or facilities for operations (including the show-room construction, purchase of spare parts and equipment repairs);

　　(d) transferring and selling auto loan receivables;

　　(e) borrowing from financial institutions;

　　(f) providing guarantee for auto purchase financing;

　　(g) agency business relating to auto purchase financing; and

　　(h) other loan business approved by The China Banking Regulatory Commission.

　　Article 19 An auto financing company, in case of extending loans to a natural person for auto purchase, shall observe relevant rules governing the auto loans to individual buyers promulgated by the relative supervisory authority. In case of extending auto loans to a legal entity or other organizations, an auto financing company shall observe relevant rules set out by General Provisions of Loans and other regulations.

　　Article 20 An auto financing company, without the approval of relevant regulatory authorities, shall not issue bonds or borrow funds from overseas. When an auto financing company‘s establishment and business operations involve currency exchange, outward repatriation of profits, provision of auto loans for non-residents, capital management or other business transactions relating to foreign exchange administration, the company shall be subject to relevant regulations to be jointly issued by relative reg

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