中华人民共和国外资金融机构管理条例实施细则（二）

eceipt of the notification of inspection， apply to the inspection authorities for re-inspection. If the inspection is passed， the agency of the CBRC at the place where it is located shall issue an approval document in relation to the change of business site within the same city

to the foreign-funded financial institution， and at the same time submit the same to the CBRC and the agency of CBRC at the upper level.

　　Foreign-funded financial institutions shall not move into the proposed business site to engage in operation prior to obtaining the official approval of the agency of the CBRC for change of business site.

　　Article 89　A foreign-funded legal person institution shall amend its articles of association within one year after an amendment is made in the articles of association. To apply for an amendment in the article of association， it shall submit the following materials to the agency of the CBRC at the place where it is located. Upon the issue of opinion on preliminary examination by the local agency of the CBRC， the materials shall be directly submitted to the CBRC for examination and approval， and at the same time be forwarded through progressive levels to the agency of the CBRC at the upper level：

　　1. a letter of application signed by the applicant's chairman of the board or president （chief executive officer or general manager）；

　　2. the shareholders' resolution or board resolution of the applicant；

　　3. the original articles of association and the draft of the new articles of association of the applicant； and

　　4. other materials required by the CBRC.

　　Article 90　In the event that any changes have to be made to the permit to conduct financial business due to any matter specified in Article 33 of the Regulations， the foreign-funded financial institution shall proceed to effect such changes within 30 days of receipt of the official approval document according to the relevant provisions of the procedures on the administration of permits to conduct financial business.

　　In the event that capital verification is required， the foreign-funded financial institution shall submit the capital verification certificate issued by an accounting firm to the CBRC. In the event that inspection is required， the agency of the CBRC at the place where the foreign-funded financial institution is located shall carry out inspection according to the relevant provisions.

　　A foreign-funded financial institution shall bring along the approval documents issued by the CBRC and its agency to the administration authority for industry and commerce in China to handle a change in registration and to replace its business licence.

　　In the event of any circumstances or events specified under Items （1）， （2）， （3）， （4） and （7） of Article 33 of the Regulations， the foreign-funded financial institution shall issue a public notice in the national newspapers designated by the CBRC， as well as local newspapers designated by the agency of the CBRC at the place where the foreign-funded financial institution is located. The public notice shall be published within 30 days from the date on which approval is obtained.

　　Article 91　A foreign-funded financial institution shall report to the agency of the CBRC at the place where it is located immediately upon the occurrence of the following events：

　　1. serious problems in relation to the financial status or operations of the foreign-funded financial institution；

　　2. major adjustments to business strategy of the foreign-funded financial institution；

　　3. the passing of important board resolutions of the foreign legal person institution；

　　4. any change to the articles of association， registered capital or registered address of either the head office of a foreign bank branch， or the investors of any foreign-funded legal person institution；

　　5. reorganization such as merger and division and any changes to the chairman or president （chief executive officer or general manager） of the head office of a foreign bank branch or the investors of a foreign-funded legal person institution；

　　6. serious problems in relation to the financial status or operations of th

e head office of a foreign bank branch or the investors of a foreign-funded legal person institution；

　　7. any major changes in the regulatory laws and regulations of the place where the head office of a foreign bank branch or the foreign investor of a foreign-funded institution is registered；

　　8. except for reasons of force majeure， a foreign-funded financial institution shall notify the agency of the CBRC at the place where it is located in writing seven days prior to the suspension of its business on dates that are not statutory holidays； and

　　9. other events required by the CBRC.

　　Article 92　The CBRC and its agencies may， where necessary， appoint an accounting firm to conduct an audit on the operational and financial status， internal risk control system and its implementation of a foreign-funded financial institution.

　　Article 93　Matters of sale and reconciliation of foreign exchange such as changes between Renminbi and foreign currency of the capital or operating capital of a foreign-funded financial institution and changes by the institution of Renminbi profits into foreign currency for remittance outside China， and other matters related to foreign exchange examination and approval shall be verified and approved by the State Administration of Foreign Exchange and its branches.

　　Article 94　All matters of foreign-funded financial institutions in relation to foreign exchange administration shall be conducted in accordance with relevant provisions of the State Administration of Foreign Exchange.

　　Article 95　According to Article 35 of the Regulations， the CBRC and its agencies may according to the circumstances impose special regulatory measures on foreign-funded financial institutions that are in any of the following circumstances：

　　1. if the sum of the undistributed profits and the net balance for the current year of the foreign bank branch is negative， and the sum of the absolute value of such negative and the remaining provisions for loan loss exceeds 30% of the operating capital， the foreign-funded financial institution shall report to the agency of the CBRC at the place where it is located each quarter；

　　2. if the credit amount to all major customers by a foreign-funded financial institution exceeds eight times its capital or operating capital， the foreign-funded financial institution shall report to the agency of the CBRC at the place where it is located each quarter. “Major customers” shall mean customers with credit amount exceeding 10% of the capital or operating capital of the foreign-funded financial institution. Such ratio shall be calculated on a consolidated basis according to the branches of the foreign-funded financial institution in China， and be reported each quarter based on the average balance at the end of each month；

　　3. if the amount of accumulative outflow of capital of a foreign-funded financial institution within a month is greater than the amount of inflow， it shall report monthly to the agency of the CBRC at the place where it is located；

　　The “amount of outflow of capital” shall mean offshore interbank deposits， offshore interbank loans， offshore interbank lending， offshore inter-branch transactions （creditor）， transactions with offshore subordinate institutions （creditor）， various offshore loans， offshore investments and purchase of offshore re-sold securities. The “amount of inflow of capital” shall mean offshore interbank deposits， offshore deposits， offshore interbank borrowings， offshore interbank lending， offshore inter-branch transactions （debtor）， transactions with offshore subordinate institutions （debtor）， offshore financing of negotiable instruments， sale of offshore repurchase securities， borrowings of offshore fund， difference in conversion between paid-in capital or operating funds and capital； or

　　4. other acts of imprudent operation of the foreign-funded financial institution

.

　　Article 96　The special regulatory measures imposed by the CBRC and its agencies on foreign-funded financial institutions shall include at least the following particulars：

　　1. to interview the responsible persons of a foreign-funded financial institution or the relevant responsible persons of a foreign bank for warning dialogue；

　　2. to require a foreign-funded financial institution to submit written reports regarding the relevant issues periodically；

　　3. to adopt restrictive measures on the business development or outflow of capital of a foreign-funded financial institution；

　　4. to require the issue of letter of guarantee by a foreign-funded financial institution；

　　5. to propose special requirements on the relevant risk regulatory index；

　　6. to require supplementation of capital or operating capital by a foreign-funded financial institution within a time limit；

　　7. to dispatch special regulatory personnel to a foreign-funded financial institution in order to supervise and guide its daily operation and management；

　　8. to require the change of senior management personnel of a foreign-funded financial institution within a time limit； and

　　9. other prudential regulatory measures.

　　Article 97　Foreign-funded financial institutions shall satisfy the following requirements according to Articles 34 and 36 of the Regulations：

　　1. a foreign-funded financial institutions shall set up an internal audit system and maintain its ind

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