证券公司客户资产管理业务试行办法 Client Asset Management Business of Securities Companies Trial Procedures

2. to establish a restrictive collective asset management scheme， the net capital shall not be less than Rmb 300 million； to establish a non-restrictive collective asset management scheme， the net capital shall not be less than Rmb 500 million；

　　3. it has not misappropriated client transaction clearing funds and other assets of clients in the most recent year； and

　　4. other conditions stipulated by the CSRC.

　　Article 21　To establish a restrictive collective asset management scheme， a securities company shall report to the CSRC for record filing in advance. To establish a non-restrictive collective asset management scheme， it shall apply to the CSRC for approval.

　　Article 22　To apply for establishment of a collective asset management scheme， a securities company shall submit the following materials to the CSRC：

　　1. a record filing report or an application；

　　2. the prospectus of the collective asset management scheme；

　　3. the draft text of the collective asset management contract；

　　4. the asset custody agreement；

　　5. the promotion proposal and promotion agency agreement；

　　6. a special statement on the measures for prevention of conflict of interests and for risk control in the operation of the collective asset management scheme；

　　7. the registration forms of the senior management personnel and personnel to be in charge of the investment management of the collective asset management scheme；

　　8. a calculation schedule of the net capital and the financial statements of the most recent period audited by an accounting firm with the securities-related business qualifications； and

　　9. other materials required by the CSRC.

　　Article 23　The CSRC shall examine the applications of securities companies for undertaking collective asset management business and establishment of collective asset management schemes in accordance with the provisions of laws， administrative regulations and these Procedures.

　　The CSRC may， pursuant to the principle of prudent regulation， organize assessment by experts of the applications for under

taking collective asset management business and establishment of collective asset management schemes.

　　Article 24　The CSRC shall conduct verification of the compliance of the record filing materials for establishing a restrictive collective asset management scheme， and shall issue to the securities company a written opinion on whether it has any objection. The securities company may promote the collective asset management scheme that it has submitted for record filing only if the CSRC has no objection to the scheme.

　　Article 25　The CSRC shall conduct a comprehensive examination and verification of the application materials for establishing a non-restrictive collective asset management scheme and render a decision on whether or not to approve the application， and shall notify the applicant in writing.

　　Article 26　The application materials submitted by a securities company to the CSRC for qualifications for client asset management business and the record filing and application materials submitted for establishing collective asset management schemes shall， at the same time， be copied to the local office of the CSRC at the place of registration.

　　PART THREE　BASIC OPERATION STANDARDS

　　Article 27　When conducting client asset management business， a securities company shall， in accordance with the provisions of laws， administrative regulations and these Provisions， conclude written asset management contracts with clients to expressly stipulate the rights and obligations of both parties and the related matters.

　　An asset management contract shall include the following basic particulars：

　　1. the type and quantity of the client's assets；

　　2. the investment scope， investment restrictions and investment ratio；

　　3. the investment objective and the term of management；

　　4. the method and the authority limit for the management of the client's assets；

　　5. disclosure of various types of risks；

　　6. the manner in which information of client asset management is to be provided and accessed；

　　7. the rights and obligations of the parties；

　　8. the method of calculating management fees and the method of payment；

　　9. the manner in which other charges in connection with the management of the client's assets are to be withdrawn and paid；

　　10. the terms and procedures for dissolution and termination of contract， and the matters on the settlement and return of the client's assets；

　　11. the liability for breach of contract and the methods of resolving disputes； and

　　12. other particulars specified by the CSRC.

　　Article 28　In addition to meeting the requirements stipulated in the preceding article， a collective asset management contract shall also stipulate on matters such as the conditions and the date for the commencement of operation of the collective asset management scheme， the duties of the asset custodian institution， the form and charges of the custody， the estimation of net asset value of the client's assets， and the confirmation and distribution of investment gains.

　　A collective asset management contract shall be signed by the securities company， the asset custodian institution and the individual client.

　　Article 29　Where a securities company undertakes client-specific asset management business， the net asset value of the assets accepted from any single client shall not be less than Rmb 1 million.

　　Article 30　A securities company may only accept assets in monetary form when undertaking collective asset management business.

　　Where the securities company establishes a restrictive collective asset management scheme， the amount of funds received from a single client shall not be less than Rmb 50，000. Where the securities company establishes a non-restrictive collective asset management scheme， the amount of funds received from a single client shall n

ot be less than Rmb 100，000.

　　Article 31　A securities company shall divide a collective asset management scheme into equal shares. A client shall enjoy the interests and bear the risks in proportion to the shares it owns in the collective asset management scheme， unless stipulated otherwise in accordance with the second paragraph of Article 33 hereof.

　　Article 32　A securities company that establishes a collective asset management scheme may specify the term of the scheme or may choose not to do so.

　　A collective asset management contract shall expressly stipulate the time， manner， price and procedures in relation to the participation in and withdrawal from the collective asset management scheme of clients.

　　A client that participates in a collective asset management scheme may not transfer the shares it owns unless stipulated otherwise by laws or administrative regulations.

　　Article 33　A securities company may use its own funds to participate in a collective asset management scheme established by itself， but it shall not withdraw its invested funds during the term of the collective asset management scheme.

　　A securities company that uses its own funds to participate in a collective asset management scheme established by itself shall stipulate in the collective asset management contract the amount of funds it invests and the liability to be borne.

　　The funds invested by the securities company shall be deducted correspondingly in calculating the company‘s net capital according to the liability borne by it.

　　Article 34　A securities company may promote a collective asset management scheme on its own or appoint another securities company or commercial bank to promote the scheme on its behalf.

　　A client shall have already been a client of the securities company or other promotion institutions prior to its participation in the collective asset management scheme.

　　Article 35　Where a securities company establishes a collective asset management scheme， it shall complete the establishment work and commence investment operation within 60 days of the date on which the CSRC issues a no-objection opinion or renders an approval decision.

　　Prior to the completion of the establishment of a collective asset management scheme， the participating funds of clients may only be deposited in the asset custodian institution， and shall not be used.

　　Article 36　Where a securities company carries out investment operation for a collective asset management scheme by engaging in securities transactions on a stock exchange， it shall centralize all deals from a fixed seat and shall file a record with the stock exchange and the securities registration and clearing institution.

　　The securities in the assets of a collective asset management scheme shall not be used for repurchase.

　　Article 37　The investment by a securities company of the clients' assets under its management in the securities issued by a company shall not exceed 10% of the total quantity of the securities issued in terms of face value.

　　The investment of a collective asset management scheme in the securities issued by a company shall not exceed 10% of the net asset value of that scheme.

　　Article 38　If a securities company invests a client's assets under its management in the securities issued by the company itself， an asset custodian institution， or by a company with which it or the asset custodian institution has a relationship of affiliated parties， it shall obtain the consent of the client beforehand and notify the

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