Zhang Li, a reporter from Economic Observer Network, was informed at the "Asset Management Business Symposium" held in Zhengzhou on September 12 that the CSRC issued the Measures for the Administration of Asset Management Business of Securities and Futures Institutions (Draft for Comment) (hereinafter referred to as the "Administrative Measures").
The asset management business of securities companies, fund management companies, futures companies and their subsidiaries is supervised by the merged securities fund institution supervision department, which belongs to the category of private placement in nature. According to the concept of functional supervision, the CSRC will set up a unified supervision system for the asset management business of securities and futures operating institutions.
According to the Administrative Measures, all kinds of securities and futures operating institutions shall apply unified business rules to carry out asset management business, and the existing scattered relevant business rules shall be abolished at the same time.
It is worth noting that the "Administrative Measures" cancelled the examination and approval of asset management business qualifications and changed to go through registration procedures with relevant industry associations; At the same time, the investment scope of the collective plan of securities companies has been liberalized, and the property rights of unlisted companies such as equity and creditor's rights have been increased; Release the "one-to-many" business restrictions of futures companies and allow futures companies to raise funds from multiple customers to carry out asset management business.
Due to historical reasons, the directional asset management business has not been positioned as a trust relationship. The management method unifies the carrier of asset management business of securities and futures operating institutions into an asset management plan, which is conducive to solving the unfavorable situation that the directional asset management business of securities companies is separated from the trust legal relationship and eliminating legal risks.
Unified asset management
According to the instructions drafted by the CSRC, the Interim Measures for the Supervision and Management of Private Investment Funds has been officially promulgated and implemented, and the asset management business of securities and futures institutions belongs to a type of private equity funds. The opinion draft aims to clarify how the current legal system of asset management business is coordinated with the private placement method, and build a unified supervision system for asset management business of securities and futures operating institutions.
Since 20 12, the asset management industry has entered a period of great prosperity. However, securities companies, fund management companies, futures companies and their subsidiaries are quite different from the three types of institutions in terms of market access, investment scope, business norms, supervision and management, and there are many general controls, which inhibit the innovation and development of asset management business to varying degrees, which is not conducive to the unified functional supervision of the three types of institutions.
Previously, the three types of institutions carried out asset management business, which were respectively governed by the Administrative Measures for Customer Asset Management Business of Securities Companies, the Pilot Measures for Asset Management Business of Specific Customers of Fund Management Companies and the Pilot Measures for Asset Management Business of Futures Companies and other regulations and supporting rules. In the future, all kinds of securities and futures institutions can apply uniform business rules to asset management business, while the existing scattered business rules can be abolished at the same time.
According to the Measures, the Interim Measures for the Supervision and Administration of Private Investment Funds and other provisions of the China Securities Regulatory Commission shall apply to matters not specified in these Measures; Securities and futures institutions to raise funds to carry out asset securitization business shall be separately stipulated by the China Securities Regulatory Commission.
The Administrative Measures will also promote the unification of the legal relationship of asset management business.
According to the current laws and regulations, the legal nature of directional asset management business is defined as principal-agent relationship, which is different from the trust legal relationship of private equity funds. In practice, in order to facilitate business development, directional asset management plan is generally adopted, but this carrier lacks legal basis and has great legal risks.
The management measures unify the carrier of asset management business of securities and futures institutions into asset management plans, which is conducive to solving the unfavorable situation that the directional asset management business of securities companies is separated from the trust legal relationship and eliminating legal risks.
In addition, the Administrative Measures no longer require the minimum initial assets (the current provisions shall not be less than 30 million yuan) and the maximum scale (the current provisions shall not exceed 5 billion yuan) entrusted by securities companies' collective plans and fund management companies' one-to-one and one-to-many specific customer asset management businesses.
On the basis of meeting the relevant requirements of qualified investors, each company independently determines the minimum amount of initial assets entrusted by customers and the maximum scale of asset management plan according to its own situation and customer requirements.
"eight bottom lines"
According to the current rules, the investment scope of the collective plan of securities companies is limited to conventional investment varieties such as stocks and bonds, which is obviously inferior to the investment scope of the collective fund trust plan (inquiring about trust products) and the specific customer asset management plan of fund subsidiaries, and it is not yet possible to directly invest in unlisted equity and creditor's rights. The limitation of investment scope hinders the innovation and development of asset management business of securities companies, resulting in serious product homogeneity.
According to the Measures, the investment scope of the collective plan of securities companies has increased the property rights of non-listed companies such as equity and creditor's rights.
The CSRC believes that after years of standardized development, securities companies have established a relatively complete internal management and risk control system, their capital strength and awareness of compliance management have been significantly enhanced, and they have the ability to prevent and control related business risks. It is necessary to broaden the investment scope of asset management business of securities companies.
At the same time, the management measures also liberalized the restrictions on the "one-to-many" business of futures companies, allowing futures companies to raise funds from multiple customers to carry out asset management business.
Different from ordinary private fund managers, securities and futures operating institutions are licensed financial institutions, and their business scope is not limited to asset management business, but also includes self-operated, brokerage, public offering asset management and other financial businesses, so there is a great risk of conflict of interest, and securities and futures operating institutions involve the capital security and rights protection of customers, and the risks are very spillover.
Recently, there have been frequent violations of asset management business of securities companies in the industry, which has also attracted great attention from the regulatory authorities.
The list in the Administrative Measures also stipulates the prohibited acts of the asset management plan, including: illegally using the assets of the asset management plan for the purposes of fund lending, loan, mortgage financing or external guarantee; Use the assets of the asset management plan for investments that may bear unlimited liability; Trading between proprietary accounts, public securities investment fund accounts, asset management accounts or between different asset management accounts for the purpose of transferring the profits and losses of asset management accounts, which harms the interests of asset customers;
The proprietary business preempts the asset management business and harms the interests of the asset client; Unnecessary transaction of entrusted property for the purpose of obtaining commission or other benefits; Futures companies engaged in asset management business shall not illegally participate in their own assets or participate in asset management plans under the guise of others, except as otherwise provided by laws and administrative regulations.
Zhang Yujun, assistant to the chairman of the China Securities Regulatory Commission, also stressed at the meeting that day that the asset management business should firmly adhere to the eight bottom lines: that is, there should be no unfair transactions, interest transfer, rat warehouses and other behaviors that harm the interests of customers; Shall not violate the rules and promise to protect the capital and income; Have to improperly promote and sell products, mislead and defraud customers; Do not carry out fund pool business; Do not use asset management products for commercial bribery; The leverage ratio of asset management products shall not exceed ten times; Do not invest in industries with high pollution and energy consumption and other industries prohibited by the state; Do not implement the current incentives for business personnel and management teams.