Matters involved in the resignation of senior executives
Make information public
According to Article 18 of the Measures for the Administration of Information Disclosure of Private Investment Funds, the change of the legal representative and executive partner (appointed representative) of the private equity fund manager is a major change, and the private equity fund manager shall disclose information to the private equity fund investors in a timely, accurate and complete manner in accordance with the relevant provisions of the fund contract (or partnership agreement).
Key points: The resignation of private equity executives is a major change and requires information disclosure.
Submitted to the fund industry association
According to Article 22 of the Measures for Registration of Private Fund Managers and Fund Filing (Trial), if the senior management of private fund managers changes, the private fund managers shall report to the fund industry association within 10 working days.
Key points: According to Answers to Questions Related to the Registration and Filing of Private Equity Funds (XII), the Association will focus on the reasons for the change and the integrity of the senior management who changed more than twice in 1 year.
Confirm whether it is necessary to apply for industrial and commercial change registration
According to Article 13 of the Company Law of People's Republic of China (PRC), the legal representative of the company shall be the chairman (executive director) or the manager, and shall be registered according to law. Where the legal representative of the private equity fund manager changes, it shall go through the formalities of industrial and commercial change registration. At the same time, according to Article 37 of the Company Law, the change of directors, supervisors and managers of a company other than its legal representative shall be filed with the original company registration authority.
In addition, according to the provisions of Articles 6 and 18 of the Measures for the Administration of Partnership Enterprise Registration in People's Republic of China (PRC), when the executive partner (designated representative) of a partnership enterprise changes, it is necessary to go through the formalities of industrial and commercial change registration.
Key points: When the legal representative of the private equity fund manager changes, it is necessary to go through the industrial and commercial change registration procedures.
The Operation of Resignation System of Private Equity Executives
The resignation of senior executives of private equity companies requires major changes in the comprehensive declaration platform for asset management business. After the approval of the China Foundation, it needs to be entered in the employee management platform.
Asset management business integrated submission platform (AMBERS system)
1. Log in to AMBERS System Administrator Registration-Administrator Major Event Change-Add;
2. Click [change of senior management] to enter the change page, and click [OK];
3. Click to select the supervisor to be deleted-check the supervisor to be deleted in the pop-up window;
4. Click Upload Certificate to upload relevant resignation certificate.
Employee management system
1. Log in to employee management system for resignation record-resignation entry;
2. Select the executives who need to leave, and fill in the departure time and the original;
3. Menu-Query resignation record personnel and query the processing situation.
Private equity executives were forced to resign.
I have submitted my resignation, but my former unit did not handle major changes and resignation records in Zhongji system. What should I do? In order to solve this problem, for senior managers of private equity funds who have left their original institutions for more than 6 months, if the original institutions have not offered personal resignation, they can apply to the association for personal compulsory resignation, and the materials to be prepared are as follows:
* As the legal representative/executive partner (appointed representative) of the private equity institution, the senior management personnel shall go through the formalities of industrial and commercial change before submitting the application for compulsory resignation to the fund industry association.
1. Notarized resignation certificate issued by the original employer, or labor dispute arbitration award;
* Before the notarization of the resignation certificate is required, the employing unit shall affix its official seal to the notary office.
2. A notarized labor contract and social security payment certificate signed with the current employment agency, or a description of the personnel (issued by the unemployed);
3. Scanned personal identification documents;
4. Personal commitment letter (promise that the above materials are true and effective).
Please package the above materials and send them to the email address "rygljs@amac.org.cn" designated by the Fund Industry Association, with the title of "Forced Resignation Application". If the materials are complete and meet the requirements, the fund industry association shall complete them within 5 working days after receiving the relevant materials.
Discussion on common problems of resignation of private equity executives
1. Do executives have any special status?
According to the Announcement on Further Standardizing the Registration of Private Equity Fund Managers, registered private equity fund managers who apply for major issues such as changing the controlling shareholder, changing the actual controller, changing the executive partner of the legal representative, or other major issues carefully identified by China Fund Industry Association shall submit special legal opinions on major changes of private equity fund managers.
Key points: If the resigned senior management is the controlling shareholder, actual controller, legal person/executive partner, etc. They also need to submit special legal opinions on changes.
2. Are there any substitutes for the relevant positions?
According to Article 12 of the Instructions for Registration of Private Equity Fund Managers, after the former senior managers leave their posts, the private equity fund managers should complete their posts within three months, and require the succeeding senior managers to have professional abilities that are suitable for the post requirements.
According to the Guidelines for Internal Control of Private Fund Managers, private fund managers should set up senior managers responsible for compliance and risk control. The senior management responsible for compliance risk control shall independently perform the functions of supervision, inspection, evaluation, reporting and suggestion of internal control, and bear relevant responsibilities for the failure of internal control caused by dereliction of duty.
Key points: If the resigned executives are compliance risk control personnel, the private equity manager must first find a suitable compliance risk control executive to join the company before completing major changes.
3. Private equity fund executives leave the silent period.
-No part-time job in an unrelated private placement institution;
-Don't work part-time in an institution whose business conflicts with private placement.
4. Will institutional executives be investigated for criminal responsibility if they leave before the platform explodes?
It is still possible to investigate criminal responsibility on the basis of whether senior executives have committed illegal and criminal acts, rather than on the basis of whether there is labor relations.