证券投资基金行业高级管理人员任职管理办法 Order of China Securities Regulatory Commission

　　（2） the resolution of relevant meetings；

　　（3） a certificate certifying the person's three-year experience in securities investment management； and

　　（4） materials as prescribed in Items （4） – （7） of Article 7 hereof.

　　Article 16 Where any fund management company is to remove any of its senior managers or directors， or any trusteeship bank is to remove any of its senior managers of its fund trusteeship department， they shall hand in to the CSRC the following reporting materials concerning such removal：

　　（1） a report on the removal；

　　（2） the resolution of relevant meetings； and

　　（3） a legal position paper confirming the compliance of the removal with laws， administrative regulations， provisions of the CSRC and the articles of association of the company or bank.

　　Where the fund management company is to remove its fund manager， it shall submit to the CSRC the reporting materials concerning the removal as prescribed in Items （1） and （2） of the preceding paragraph.

　　Article 17 The CSRC shall censor the reporting materials concerning the removal of senior managers according to law. If it finds any noncompliance of any removal procedure with the relevant provisions， the CSRC shall charge the relevant institution to make corrections.

　　Article 18 The CSRC shall censor according to law the reporting materials concerning the appointment and removal of directors and fund managers of fund management companies.

　　Where any director or fund manager fails to meet the statutory requirements for holding the post， the CSRC shall charge the relevant fund management company to make replacement according to the relevant provisions. In the case of any noncompliance of any appointment or removal procedure with the relevant provisions， the CSRC shall order the relevant fund management company to make corrections.

　　Chapter III Fundamental Code of Conduct

　　Article 19 Every senior manager and every fund manager of a fund management company shall safeguard the legal benefits of the fund under his management. And they shall abide by the principle of the priority of the

interests of fund unit holders when there is any conflict between the interests of fund unit holders and the fund management company or the fund trusteeship bank.

　　No senior managers or fund managers of any fund management company may conduct or be cooperative in any activity that impair the interests of the fund unit holders， or conduct any activity contrary to the legitimate interests of the fund management company or the fund trusteeship bank for which he works.

　　Article 20 Every senior officer and every fund manager of a fund management company shall possess fine professional ethics， keep diligent in his work and devoted to his duties and effectively perform his duties as prescribed in fund contracts， articles of association and the rules and regulations of the company concerned. They may not abuse his power or authority， delegate his duty to another person in violation of the relevant provisions， enlist private gains by taking advantage of his power or leave his post without going through the statutory procedure.

　　Article 21 Every director of a fund management company shall attend board meetings， participate in the activities of the company and effectively perform his duties in accordance with the articles of association of the company.

　　Any independent director shall give independent opinions objectively and prudently and effectively protect the legitimate rights and interests of the fund unit holders.

　　Article 22 The general manager of a fund management company shall conscientiously execute the resolution of the board of directors， effectively implement the systems of the company， prevent and eliminate management risks， promote the efficiency of the operation and management， ensure the stable operation of the managed business and the safety and integrity of the fund property under the management so as to speed up the continuous， stable and healthy development of the company.

　　The deputy general manager of a fund management company shall assist the general manager and faithfully perform his duties.

　　Article 23 The general manager of a fund management company shall conscientiously perform his duties and conduct the supervision and audit over various systems， the legality and regularity of the business and the implementation of the internal control system of the company.

　　Article 24 The fund manager of a fund management company shall strictly abide by the relevant fund contracts and the provision the company concerning the investment system， keep prudent and diligent in his work， fully bring into play his ability to make professional judgment without interference from others and independently exercise his investment decision-making power within his authority.

　　Article 25 The general manager and deputy general manager of the fund trusteeship department of a fund trusteeship bank shall set up and perfect various businesses and management systems of the department， ensure the effective performance of duties of the department as a trustee， supervise the investment operation by the manager of the fund and maintain the independence and integrity of the fund property.

　　Article 26 The senior managers and the director and fund manager of a fund management company shall strengthen their operation study， run after the development of the industry， participate in the operation training according to the relevant provisions of the CSRC and steadily raise their management level and professional ability.

　　Chapter IV Supervision and Administration

　　Article 27 Where any candidate cheats in the examination on knowledge of laws concerning securities investment for senior managers or submits false materials on the qualification for holding a post of a senior manager， the CSRC shall not be accept his application for holding the post of a senior manager within three years.

　　Article 28 The fund management company and the fund truste

eship bank shall set up a senior officer assessment system， conduct periodic assessments of senior managers and set up assessment archives.

　　The CSRC shall conduct periodic or aperiodic inspections on the archives of senior managers and make assessment of the compliance of senior managers with laws and regulations.

　　Article 29 The CSRC shall set up the management information system of senior managers and put on records the relevant circumstances of senior managers in fund business operation.

　　The fund management company and the fund trusteeship bank shall disclose the alternation of its senior managers according to law.

　　Article 30 In case the chairman of the board of a fund management company is to concurrently hold another post， he shall be subject to the approval of the board of directors of the company and report it to the CSRC within three working days from the date of such approval. Other senior managers may not hold another post concurrently in any operational agency.

　　No directors of any fund management company may hold any post in any fund trusteeship bank or any other fund management company. In the case that any director holds another post in such a bank or company as a part-time job， the fund management company shall report it to the CSRC within three working days from the date when the director starts the part-time job.

　　Article 31 In case any senior manager of a fund management company is under any of the following circumstances， the chairman of the supervisory committee shall report it to the CSRC within three working days from the date when he knows the information

　　（1） being investigated or dealt with by the relevant departments due to being suspected of involvement in any violation of laws or disciplines；

　　（2） resigning， leaving office or being unable to perform his duties due to the loss of capacity for civil conduct or any other reasons；

　　（3） planning to leave the country for any personal purpose for at least one month or having not returned from abroad within the specified time limit；

　　（4） having any lineal relative who is to reside or has resided abroad；

　　（5） holding another post concurrently in any non operational institutions； or

　　（6） any other circumstances that may influence senior managers to perform their duties.

　　Where the chairman of the supervisory committee is involved in any of the above-mentioned circumstances， the general manager or any other senor manager of the company shall report it to the CSRC.

　　Article 32 Where a fund management company is imposed on disciplinary punishment by self-discipline organizations such as the trade association and the stock exchange or is put on record for investigation and given administrative punishment by administrative management departments such as the industry and commerce， taxation and audit department， the company shall report it and submit a list of senior managers responsible to the CSRC within three working days after it has come to its notice.

　　Article 33 Where the chairman of the board of directors， the general manager or the chairman of the supervisory committee of a fund management company is unable to perform his duties for some reasons， the board of directors of the company shall， within 15 working days， make a decision on the person qualified for being a senior manager to perform the duties as a representative and report such decision to the CSRC within three working days from the date of the decision.

　　In case the person selected by the board of directors to perform the d

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