1. Enterprise groups that invest and hold two or more different types of financial institutions and reach a certain scale shall apply to the central bank for the establishment of a financial holding company within 6 months from the date of implementation of the "Measures". The central bank supervises financial holding companies in accordance with the law.

2. Financial holding companies are not allowed to engage in non-financial businesses to strictly isolate the financial sector from the industrial sector. When investing in institutions identified by the financial management department as related to financial business, the book value of the total investment shall not exceed 15% of the net assets of the financial holding company in principle.

3. The paid-in registered capital of a financial holding company shall not be less than RMB 5 billion, and shall not be less than 50% of the total registered capital of the financial institutions it controls.

4. A financial holding company without the approval of the central bank shall not be registered as a financial holding company, and the words "financial holding", "financial holding", "financial group", etc. shall not be used in the name.

5. Non-financial enterprises that have entrusted others or been entrusted by others to hold equity in financial holding companies or financial institutions, or made false investments or recycled capital injections into financial institutions cannot establish financial holding companies as major shareholders.

6. The controlling shareholder or actual controller of the financial holding company shall transfer the shares of the financial holding company held within five years.

7. Financial institutions controlled by financial holding companies are not allowed to have reverse shareholdings or cross-shareholdings. If the entire enterprise group is recognized as a financial holding group, no cross-holding between financial institutions and non-financial institutions within the group is allowed. holdings.

8. In principle, senior managers of financial holding companies can concurrently serve as directors of the holding institutions, but they cannot concurrently serve as senior managers of the holding institutions. Senior managers of the controlled institutions shall not hold concurrent posts for each other.

9. Clarify the eight prohibited related-party transactions, and financial holding companies are not allowed to use controlled financial institutions as "cash machines."

10. Set up a rectification and transition period for existing enterprises. The specific period shall be determined by the financial management department based on the actual situation of the enterprise group.

The relevant person in charge of the central bank said that for non-financial enterprises, enterprises with relatively standardized management generally meet the requirements of the "Measures". Those financial holding groups that have rapidly expanded through illegal and illegal means are often large in size, have complex businesses, and have high related risks. It is necessary to correct their behavior through strict supervision. In the long run, the "Measures" will help control financial chaos, rectify financial order, and ultimately prevent systemic financial risks.

Non-financial enterprise financial holding groups are the focus of supervision, and the name "financial holding" cannot be used indiscriminately

At present, the financial holding companies that are often discussed in China mainly accuse two or more different shareholders. Type of legal entity of a financial institution. In recent years, with the continuous acceleration of the pace of financial innovation and the gradual development of mixed operations, various forms of financial holding companies have been formed in my country in practice. In terms of types, my country mainly has the following major financial holding camps: central enterprise financial holdings, local financial holdings, private financial holdings, Internet financial holdings, etc.

In fact, last year, the central bank selected five institutions including China Merchants Group, Shanghai International Group, Beijing Financial Holding Group, Ant Financial, and Suning Group as pilots for simulated supervision of financial holding company supervision methods, accumulating relevant Supervisory experience. The selection of these five pilot regulatory agencies is also representative, including financial holding companies controlled by industrial central enterprises, financial holding companies controlled by local state-owned enterprises and private enterprises, and comprehensive financial companies formed after Internet companies expanded into the financial industry. platform.

It can be seen that these five pilot institutions represent the scope of application of the "Measures". The "Measures" apply to financial holding companies whose actual controllers are domestic non-financial enterprises and natural persons. It requires enterprise groups that invest and control two or more different types of financial institutions and reach a certain scale to apply to the central bank for the establishment of a financial holding company. The central bank supervises financial holding companies in accordance with the law. The "Measures" do not apply to central-level investment operating institutions that are entrusted with the management of state-owned financial capital in accordance with relevant national regulations.

In other words, the "Measures" mainly target financial holding groups formed by non-financial enterprises and natural persons as actual controllers. For such non-financial enterprises and natural persons, it is required to establish separate financial holding companies and Accept central bank supervision.

The "Measures" stipulates the business scope of financial holding companies:

1. In addition to equity management of the financial institutions it controls, it can also engage in other financial businesses approved by the central bank. , used to provide liquidity support to the financial institutions it controls and manage the overall liquidity of the group.

2. No non-financial business is allowed to strictly isolate the financial sector from the industrial sector.

3. For financial holding companies established by enterprise groups, they are allowed to invest in institutions recognized by the financial management department as related to financial business, but in principle the book value of the total investment shall not exceed 15% of the net assets of the financial holding company. . For existing enterprises that do not meet the requirements, they are allowed to gradually adjust the proportion of investment in non-financial enterprises during the transition period. For an enterprise group as a whole to be recognized as a financial holding group, its total non-financial assets shall not exceed 15% of the group's total assets.

In summary, the following points need to be emphasized again:

1. If a non-financial enterprise or natural person controls two or more financial institutions of different types, and the financial institutions it controls If the scale of institutional assets reaches certain conditions, a financial holding company must be established, and the equity of all institutions engaged in financial business shall be attributed to the company, so as to maintain a clear and transparent financial equity structure and effectively isolate financial risks and physical risks. Financial holding companies are directly supervised by the central bank.

The "different types of financial institutions" mentioned in the "Measures" are divided into six categories: commercial banks (excluding rural banks), financial leasing companies, trust companies, financial asset management companies, securities companies, and fund management companies, futures companies, personal insurance companies, property insurance companies, reinsurance companies, and insurance asset management companies.

2. The "Measures" stipulate the business scope of financial holding companies.

3. The "Measures" stipulate that non-financial enterprises or natural persons that meet the conditions for establishing financial holding companies should apply to the central bank within 6 months from the date of implementation of the "Measures". If an institution that meets the requirements for the establishment of a financial holding company fails to apply to the central bank in accordance with the provisions of the Measures, or if it fails to obtain permission despite applying, the central bank may, together with the relevant financial regulatory authorities, order it to make corrections. If it fails to make corrections within the time limit, it may be ordered to transfer its assets. Equity holdings in financial institutions. A financial holding company without the approval of the central bank shall not be registered as a financial holding company, and the words "financial holding", "financial holding", "financial group", etc. shall not be used in its name.

Companies with a "black history" cannot set up financial holding companies as major shareholders

From the reality, some companies have weak strength, impure investment motives, and poor risk management and control capabilities and cooperation. The concept of regulated business is not strong. They set up or invest in financial holding companies just to obtain more financial licenses. They even use financial holding companies to carry out improper related transactions and rob financial institutions of funds, which brings greater risks to both financial institutions and financial holding companies. Therefore, it is particularly necessary to strictly control the qualifications and behavior of major shareholders.

The "Measures" clarify the conditions for becoming a shareholder of a financial holding company through a positive list and a negative list. Among them, judging from the negative list, the "Measures" clarifies that the following five types of non-financial enterprises or natural persons with "bad historical records" cannot establish financial holding companies as major shareholders:

1. There is an ownership dispute over the equity.

2. Have entrusted others or been entrusted by others to hold equity in a financial holding company or financial institution.

3. Have made false investments or recycled capital injections into financial institutions, or provided false promises or false materials when investing in financial holding companies or financial institutions.

4. Have invested in a financial holding company or financial institution and bear major responsibility for the financial holding company or financial institution's failure or major violations.

5. Have invested in financial holding companies or financial institutions and refused to cooperate with the supervision of the "one bank, two meetings" and the foreign exchange bureau.

In addition, even if you meet the conditions to become a major shareholder, in order to restrict the behavior of major shareholders, the "Measures" also outlines the following seven types of prohibited behaviors for controlling shareholders or actual controllers:

< p>1. Avoid the supervision of financial holding companies through special purpose vehicles or entrusting others to hold shares.

2. There are many related parties, the equity relationship is complex, opaque or there are ownership disputes, malicious related transactions are carried out, and related relationships are used maliciously.

3. Abusing market monopoly position or technological advantages to engage in unfair competition.

4. Manipulate the market and disrupt financial order.

5. Transfer the shares held by the financial holding company within five years.

6. No substantive business activities.

7. Other situations that may have an adverse impact on the operation and management of the financial holding company.

These three aspects of corporate governance require special attention

Good corporate governance is a prerequisite for the sound operation of financial holding groups and their controlled institutions. The Measures also regulate the establishment of a separate chapter on corporate governance.

In terms of corporate governance, the "Measures" focus on three aspects: the equity structure between financial holding companies and controlling financial institutions, the number of financial holding companies controlled by the same investor, and restrictions on concurrent posts of directors, supervisors, and senior management. Important provisions.

Specifically, in terms of the equity structure between financial holding companies and controlling financial institutions, the "Measures" clarify that financial institutions controlled by financial holding companies are not allowed to hold reverse shares or cross-shareholdings, and enterprise groups If the entire group is recognized as a financial holding group, cross-shareholdings between financial institutions and non-financial institutions within the group are not allowed.

A financial institution directly controlled by a financial holding company shall no longer become a major shareholder of other types of financial institutions, unless the financial institution controls a financial institution of the same type as itself or an extension of its business and is approved by the financial management department Exceptions, such as commercial banks holding rural banks or