企业集团财务公司管理办法 Administration of the Finance Companies of Enterprises Groups Procedures

OPE OF BUSINESS

　　Article 28　Finance companies may conduct part or all of the following types of business：

　　1. finance and financing consultancy， credit verification and related consultancy and agency business for member work units；

　　2. assistance to member work units in effecting receipt and payment o

f money for transactions；

　　3. approved insurance agency business；

　　4. provision of guarantees to member work units；

　　5. commissioning of loans and investment between member work units；

　　6. acceptance and discounting of bills for member work units；

　　7. settlement of internal transfer between member work units and design of plans for related settlements and clearances；

　　8. acceptance of deposits from member work units；

　　9. dealing with loans and lease financing for member work units；

　　10. interbank loans； and

　　11. other businesses as approved by the China Banking Regulatory Commission.

　　Article 29　Finance companies which fulfil the criteria may apply to the China Banking Regulatory Commission to conduct the following types of business：

　　1. issue of finance company bonds with approval；

　　2. underwriting enterprise bonds of member work units；

　　3. equity investment in financial institutions；

　　4. investment in negotiable securities； and

　　5. consumer credits， buyer credits and lease financing for the products of member work units.

　　Article 30　Finance companies engaging in the types of business listed in Article 29 hereof shall abide strictly by the relevant State regulations and relevant requirement of prudent supervision of the China Banking Regulatory Commission， and shall fulfil the following criteria：

　　1. the finance company shall have been established for at least one year and be in good operating condition；

　　2. it shall have a registered capital fund of no less than Rmb 300 million， or registered capital fund of no less than Rmb 500 million for finance companies conducting consumer credits， buyer credits and lease financing for member work units‘ products；

　　3. approval shall be given by the shareholders‘ general meeting and authorization by the board of directors；

　　4. it shall have comparatively comprehensive investment decision mechanisms， risk control systems， operating procedures and the corresponding management information systems；

　　5. it shall have the corresponding qualified personnel； and

　　6. other criteria stipulated by the China Banking Regulatory Commission.

　　Article 31　Finance companies shall not engage in offshore business， or in any kind of cross-border fund business except for those businesses stated in Item （2） of Article 28 hereof.

　　Article 32　Once the scope of business of a finance company has been approved by the China Banking Regulatory Commission， it shall be set out in the finance company‘s articles of association. Finance companies shall not engage in non-financial businesses such as industrial investment and trade.

　　Classification of the business products of a finance company within its approved scope of business shall be reported to the China Banking Regulatory Commission for record filing， except for intermediary business not involving credit and debt.

　　Article 33　The scope of business of branches of finance companies shall be authorized by the finance company within the scope of its own business on the principle of prudent operation， and shall be reported to the China Banking Regulatory Commission for record filing. Branches of finance companies shall not provide guarantees， interbank loans or the business listed in Article 29 hereof.

　　PART FOUR　SUPERVISION， ADMINISTRATION AND RISK CONTROL

　　Article 34　The business operation of finance companies shall abide by the following requirements on ratio of assets and liabilities：

　　1. capital adequacy ratio shall not be lower than 10%；

　　2. balance of borrowed funds shall not be greater than total capital；

　　3. balance of guarantees provided shall not be greater than total capital；

　　4. the ratio of short-term securities investment to total capital shall not be greater than 40%；

　　5. the ratio of long-term investment to total capital shall not be greater than 30%； and

　　6. the ratio of fixed assets owned by the company to total capital shall be not greater than 20%.

　　The China Banking Regulatory Commission may adjust the aforementioned ratios in accordance with requirements of business development and prudent regulation of the finance company.

　　Article 35　Finance companies shall formulate various business rules and procedures in accordance with the principle of prudent operation to establish and improve their internal control systems.

　　Article 36　Finance companies shall respectively set up risk management and business auditing departments accountable to the board of directors. They shall formulate risk control and business auditing systems for all types of business and report their work to the board of directors at regular intervals every year. They shall also report to the China Banking Regulatory Commission.

　　Article 37　The board of directors of finance companies shall each year appoint a qualified intermediary organization to audit the business activities of the company of the previous year and shall before 15 April each year submit the annual audit report signed and confirmed by the chairman of the board of directors to the China Banking Regulatory Commission.

　　Article 38　Finance companies shall， in line with the relevant provisions of the State， establish and improve the company‘s financial and accounting systems.

　　Finance companies shall abide by the principle of prudent accounting and accurately record and completely reflect their business activities and financial situation.

　　Article 39　Finance companies shall， according to law， report to the China Banking Regulatory Commission their balance sheets， profit and loss accounts， cash flow statements and off-site regulatory index assessment forms， as well as other reports required by the China Banking Regulatory Commission， and shall within one month of the end of every accounting year submit the previous year‘s financial statement and relevant information.

　　The legal representatives of finance companies shall be accountable to the truthfulness of the aforementioned statements signed by them.

　　Article 40　Finance companies shall， before the end of April each year， report the register of member work units of the enterprise groups to which they belong to the China Banking Regulatory Commission and shall provide information on the business status of the enterprise groups to which they belong for the preceding year accompanied with related data.

　　Finance companies shall， before they launch business with new member work units， file a record in a timely manner with the China Banking Regulatory Commission and shall provide the relevant information on these member work units. If a member work unit that has a business relationship with a finance company detached from the enterprise group because of changes in equity， the finance company shall file a record in a timely manner with the China Banking Regulatory Commission. If there is outstanding business， the finance company shall at the same time submit a disposal plan for handling the outstanding business.

　　Article 41　The China Banking Regulatory Commission has the right to require finance companies to submit reports and information on their business and financial situation any time.

　　Article 42　If significant events such as a run on deposits， inability to pay overdue debts， having a large amount of overdue loans or advanced guarantees， severe breakdown in the computer system，　having been robbed or defrauded， directors or senior management personnel having been involved in major violations of disciplinary or criminal cases occur in finance companies， they shall immediately adopt emergency measures and shall report thereof in a timely manner to the China Banking Regulatory Commission.

>　　If there are major structural changes， equity transactions， or operation risks to the enterprise group and its member work units， which may affect the normal operation of finance companies， the finance company shall report thereof in a timely manner to the China Banking Regulatory Commission.

　　Article 43　Finance companies shall pay and bank in deposit provisions in accordance with provisions of the People‘s Bank of China and shall， in accordance with the relevant regulations， withdraw loss reserves and verify and write off losses .

　　Article 44　Finance companies shall abide by the provisions on administration of interest rates of the People‘s Bank of China. Finance companies conducting foreign exchange business shall abide by the relevant State provisions on foreign exchange control.

　　Article 45　The China Banking Regulatory Commission has the right to implement the following measures in accordance with the relevant procedures and regulations for on-site inspection of finance companies pursuant to the requirement of prudent regulation：

　　1. enter the finance company to conduct investigations；

　　2. inquire the working personnel of the finance company and require them to make an explanation of the matters under investigation；

　　3. inspect and copy the finance company‘s documents and information relevant to the investigation and to seal documents and information that may be move

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