Article 33 A futures company shall establish and improve corporate governance in accordance with the principles of defining responsibilities, strengthening checks and balances and strengthening risk management.

Article 34 A futures company and its controlling shareholder shall be strictly separated in business, personnel, assets, finance, location and other aspects, and shall operate independently and conduct independent accounting.

The controlling shareholder and actual controller of a futures company shall not appoint or remove directors, supervisors and senior managers of the futures company beyond the shareholders' meeting and the board of directors of the futures company, and shall not illegally interfere with the management activities such as customer margin deposit, trading, settlement, risk management, financial accounting and business department management.

The futures company shall not promise the minimum income and dividends to the shareholders; Where a futures company provides futures brokerage services to shareholders, actual controllers and their related parties, it shall not lower the risk management requirements.

Article 35 The shareholders' meeting of a futures company shall, in accordance with the Company Law and the articles of association, deliberate and vote on matters within its scope of authority. The shareholders' meeting shall be held at least once a year.

Shareholders of a futures company shall exercise their voting rights in proportion to their capital contribution.

Article 36 In any of the following circumstances, the shareholders and actual controllers of the futures company shall notify the futures company within 3 days:

(1) The stock rights of the futures company held by it are frozen, sealed up or enforced.

(2) Pledge the stock rights of the futures company held;

(3) Deciding to transfer the stock rights of the futures company held by it.

(4) Failure to exercise shareholders' rights or assume shareholders' obligations normally may lead to major defects in the governance of futures companies.

(five) suspected of serious illegal business, the competent authorities to investigate and take compulsory measures;

(6) Changing its name;

(seven) merger, division or major asset and debt restructuring;

(8) Being revoked, taken over, entrusted, closed, dissolved or bankrupt;

(9) Other circumstances that may affect the changes in equity of the futures company.

Where the shareholders of a futures company are under the circumstances specified in the preceding paragraph, the futures company and its related shareholders shall submit a written report to the dispatched office of the China Securities Regulatory Commission where the futures company is domiciled within 5 days; Where the actual controller of a futures company has any of the circumstances listed in Items (5) to (8) of the preceding paragraph, the futures company and its actual controller shall submit a written report to the dispatched office of the China Securities Regulatory Commission where the futures company is domiciled within 5 days.

Article 37 In any of the following circumstances, the futures company shall immediately notify all shareholders in writing and report to the dispatched office of the China Securities Regulatory Commission where the futures company is domiciled:

(1) The company or its directors, supervisors and senior management personnel have been placed on file for investigation or taken compulsory measures by the competent authorities for being suspected of major violations of laws and regulations;

(2) It is planned to replace the chairman and general manager;

(3) The financial situation deteriorates, and it does not meet the risk supervision index standards stipulated by the China Securities Regulatory Commission;

(four) the customer has a major overdraft, wear position;

(five) the occurrence of unexpected events, which have or may have a significant adverse impact on the interests of futures companies and customers;

(6) Other circumstances that may affect the continuing operation of the futures company.

The China Securities Regulatory Commission and its dispatched offices shall notify all shareholders in writing of the rectification notice, regulatory measures and administrative penalties made by the futures company and its business department.

Article 38 A futures company shall set up a board of directors. The board of directors shall meet at least twice a year. The minutes of the board meeting shall be true, accurate and complete.

Article 39 The board of directors of a futures company shall perform the following duties in addition to the functions and powers stipulated in the Company Law:

(1) Deliberating and deciding on the safe deposit system of customer margin, and ensuring that the deposit of customer margin meets the requirements of protecting customer assets and monitoring the safe deposit of futures margin;

(2) Deliberating and deciding on the risk management and internal control system.

Article 40 Futures companies and wholly-owned futures companies with the qualification of clearing business of futures exchanges under the member grading settlement system shall have independent directors.

An independent director shall remain independent, and shall not hold any post other than a director in a futures company, or have any relationship with the futures company, its controlling shareholder, actual controller or other related parties that may hinder its independent and objective judgment.

Independent directors shall abide by laws, administrative regulations and the provisions of the China Securities Regulatory Commission, abide by the articles of association of the company, have a loyal and diligent obligation to the futures company, and safeguard the legitimate rights and interests of customers, futures companies and all shareholders. Other directors, supervisors and senior managers of a futures company shall actively cooperate with and assist independent directors in performing their duties.

Article 41 A futures company shall set up a board of supervisors or supervisors in accordance with the provisions of the Company Law, so as to effectively protect the board of supervisors and supervisors' right to know about the company's operation. The board of supervisors or supervisors shall perform their duties in accordance with the Company Law and the Articles of Association.

Article 42 The articles of association of a futures company shall stipulate the responsibilities that the legal representative shall bear and the corresponding accountability procedures when engaging in business activities on behalf of the company, in violation of the company's business plan, the safe deposit and management system of futures margin decided by the board of directors, risk management and internal control system or other resolutions of the board of directors.

Article 43 A futures company shall set up a chief risk officer to supervise and inspect the legality, compliance and risk management of its operation and management.

The chief risk officer shall report to the agency of China Securities Regulatory Commission and the board of directors of the company immediately when he finds illegal acts or possible risks such as occupying or misappropriating the customer's deposit.

A futures company shall have justified reasons for dismissing the chief risk officer and report to the agency of China Securities Regulatory Commission. If the chief risk officer fails to perform his duties, the China Securities Regulatory Commission and its dispatched offices shall have the right to order him to be replaced.

Article 44 There shall be no close relatives among the chairman, general manager and chief risk officer of a futures company. The chairman and general manager shall not be concurrently held by one person.

Article 45 A futures company shall reasonably set up business departments and their functions, and establish post responsibility systems for trading, settlement, risk management and finance. , implement key management and control of key positions and businesses to ensure the separation of front, middle and back office businesses.

The trading, settlement and financial business of a futures company shall be handled by different departments and personnel respectively.

Article 46 A futures company shall set up a risk management department or post to manage and control the business risks of the futures company.

A futures company shall set up a compliance review department or post to review and audit the legal compliance of the futures company's business activities.

Article 47 A futures company shall, in accordance with the provisions of the China Securities Regulatory Commission, implement unified settlement, unified risk management, unified fund allocation, unified financial management and accounting for the business department, and establish a standardized and perfect post responsibility system and business operation procedures for the business department.

A futures company may not establish a joint venture or cooperate with others to manage the business department, and may not contract, lease or entrust others to manage the business department.