Article 2 These Measures shall apply to fund management companies' activities as asset managers to raise funds from specific clients or accept property entrusted by specific clients, and to use the entrusted property as asset custodians to invest for the benefit of asset clients.
Article 3 To engage in specific asset management business, we should follow the principles of voluntariness, fairness, honesty and standardization, maintain the normal order of the securities market, protect the legitimate rights and interests of all parties, and prohibit various forms of interest transfer.
Asset managers and asset custodians shall abide by their duties, perform the obligations of honesty, credit, prudence and diligence, and treat all investors fairly.
The asset trustor shall ensure that the source of the entrusted property is legal, and shall not harm the national interests, social public interests or the legitimate rights and interests of others.
Article 4 When an asset manager engages in a specific asset management business, the entrusted property is independent of the inherent property of the asset manager and the asset custodian, and independent of other properties managed by the asset manager and entrusted by the asset custodian. Asset managers and asset custodians may not classify the entrusted property as their inherent property.
The property and income obtained by the asset manager and the asset custodian due to the management, use or other circumstances of the entrusted property belong to the entrusted property.
If an asset manager or an asset custodian is liquidated due to dissolution, cancellation or bankruptcy according to law, the entrusted property does not belong to its liquidation property.
Article 5 China Securities Regulatory Commission (hereinafter referred to as China Securities Regulatory Commission) shall supervise and manage specific asset management businesses in accordance with laws, administrative regulations and these Measures.
Article 6 Securities and futures exchanges shall supervise the securities and futures trading activities of specific asset management businesses in accordance with laws, administrative regulations and these Measures.
Article 7 China Asset Management Association conducts self-discipline management of specific asset management business activities in accordance with laws, administrative regulations, provisions of China Securities Regulatory Commission and self-discipline rules. Article 8 An asset manager may engage in specific asset management business by establishing an asset management plan, which may take the following forms:
(1) Handling specific asset management business for a single customer;
(2) Handling specific asset management business for specific customers.
Article 9 The assets of the asset management plan shall be used for the following investments:
(1) Financial derivatives such as cash, bank deposits, stocks, bonds, securities investment funds, central bank bills, debt financing instruments of non-financial enterprises, asset-backed securities and commodity futures;
(2) Equity, creditor's rights and other property rights that have not been transferred through the stock exchange;
(3) Other assets recognized by the China Securities Regulatory Commission.
A specific asset management plan that invests in the assets specified in items (2) and (3) of the preceding paragraph is called a special asset management plan.
A fund management company shall set up a special asset management plan and a special subsidiary to carry out special asset management business.
Article 10 A fund management company that meets the following conditions may conduct specific asset management business with the approval of the China Securities Regulatory Commission:
(1) The business conduct is standardized, and it has not been punished by the regulatory authorities or ordered to make rectification within 65,438+0 years, and it is not being investigated by the regulatory authorities for illegal acts;
(2) It has been equipped with corresponding professionals engaged in specific asset management business;
(3) Formulating effective business rules and measures to prevent behaviors such as interest transfer, illegal commitment of interests or losses, and unfair competition;
(four) the establishment of a fair trade management system, clear the principles, contents and specific measures to achieve fair trade;
(five) the establishment of an effective investment monitoring system and reporting system, which can detect abnormal trading behavior in time.
(six) other conditions determined by the China Securities Regulatory Commission according to the principle of prudent supervision.
A fund management company shall set up a special business department or a special subsidiary to carry out specific asset management business. A subsidiary of a fund management company shall also meet the conditions specified in the preceding paragraph when conducting specific asset management business.
Eleventh for a single customer to handle specific asset management business, the initial assets entrusted by the customer shall not be less than 30 million yuan, unless otherwise stipulated by the China Securities Regulatory Commission.
Article 12 Where a specific asset management business is handled for multiple customers, the asset manager shall sell the asset management plan to qualified specific customers.
The qualified specific customers mentioned in the preceding paragraph refer to natural persons, legal persons, legally established organizations or other specific customers who are entrusted to invest in a single asset management plan with an initial amount of not less than 6.5438+0 million yuan and can identify, judge and bear the corresponding investment risks.
Article 13 If an asset manager handles specific asset management business for multiple clients, the number of clients in a single asset management plan shall not exceed 200, but there is no limit on the number of investors with a single entrustment amount of more than RMB 3 million. The total initial assets entrusted by the customer shall not be less than 30 million yuan, but not more than 5 billion yuan; Unless otherwise provided by the China Securities Regulatory Commission.
The asset management plan should be set to equal shares. Unless otherwise agreed in the asset management contract, each plan share has the same legal rights and interests.
Article 14 When an asset manager engages in specific asset management business, he shall entrust the entrusted property to a custodian institution for custody.
Fifteenth engaged in specific asset management business, the asset client, asset manager and asset custodian shall sign a written asset management contract, clearly stipulate their rights, obligations and related matters.
The content and format of an asset management contract shall be stipulated separately by the China Securities Regulatory Commission.
Article 16 An asset manager shall prepare an investment statement when selling an asset management plan to a specific number of customers. The investment statement shall be true, accurate and complete, and there shall be no false records, misleading statements or major omissions.
The investment report shall include the following contents:
(1) An overview of the asset management plan;
(2) The main contents of the asset management contract;
(3) Overview of the asset manager and the asset custodian;
(4) Disclosure of investment risks.
(5) initial sales period;
(six) other matters stipulated by the China Securities Regulatory Commission.
Article 17 Where a specific asset management business is handled for multiple clients, the asset manager shall, before signing an asset management contract, ensure that the asset clients have enough time to review the contents of the contract, fully understand the financial ability, financial investment experience and investment purpose of the asset clients, make a client data sheet and relevant certification materials for future reference, and designate a special person to explain the asset management plan to the asset clients in detail.
Article 18 Asset managers and asset custodians shall fully disclose the possible risks in managing and using the entrusted property for investment in the asset management contract, so that the asset trustor can fully understand the relevant rights and obligations and be willing to bear the corresponding investment risks.
Article 19 An asset manager may sell an asset management plan by himself or through an institution with fund sales qualifications.
Article 20 Where a specific asset management business is handled for multiple clients, the asset manager shall sell the asset management plan within the time limit agreed in the investment prospectus. If the initial sales period expires and meets the conditions specified in Article 13 of these Measures, the asset manager shall hire a statutory capital verification institution to conduct capital verification within 65,438+00 days from the expiration of the initial sales period, and submit the capital verification report and customer data sheet to the China Securities Regulatory Commission within 65,438+00 days from the date of receiving the capital verification report, and handle the relevant filing procedures.
Article 21 Where a specific asset management business is handled for multiple customers, the asset manager and sales organization shall open a special account for asset management plan sales settlement in a commercial bank with fund sales business qualifications or a designated commercial bank engaged in the deposit and management of customer transaction settlement funds and China Securities Depository and Clearing Co., Ltd.
The asset manager shall deposit the client's funds into a special account during the initial sales of the asset management plan, and no institution or individual may use them before the initial sales of the asset management plan is over. Article 22 If the initial sales period of the asset management plan expires and the conditions specified in Article 13 of these Measures cannot be met, the asset manager shall bear the following responsibilities:
(a) to bear the debts and expenses arising from the initial sales behavior with its inherent property;
(two) within 30 days after the expiration of the initial sales period, refund the money paid by the customer, plus the interest of the bank's demand deposit for the same period.
Article 23 An asset management contract shall specify the investment objective, investment scope, investment proportion and investment strategy of the entrusted property, and take effective measures to manage investment risks.
The investment portfolio of the entrusted property shall comply with laws and regulations and the relevant provisions of the China Securities Regulatory Commission; When participating in stock issuance and subscription, the number of shares declared by a single portfolio shall not exceed the total assets of the portfolio, and the number of shares declared by a single portfolio shall not exceed the total number of shares to be issued by the company this time.
Article 24 If the entrusted property investment fails to reach the investment proportion agreed in the asset management contract due to factors other than the asset manager, such as the fluctuation of the securities market, the merger of listed companies and the change of the scale of the asset management plan, the asset manager shall make timely adjustments according to the agreement in the asset management contract.
Article 25 During the duration of an asset management contract, the asset manager may go through the formalities of participating in and withdrawing from the asset management plan for a specific customer according to the contract, and the reasonable expenses arising therefrom may be borne by the asset trustor.
Asset management plans are open to participation and withdrawal of plan shares at most once every quarter, except for asset management plans of a single customer, cash management asset management plans of multiple customers and other asset management plans approved by China Securities Regulatory Commission.
The asset trustor can transfer its share of asset management plan to qualified specific customers through the exchange trading platform.
Twenty-sixth asset management plan share registration, the asset manager is responsible for handling; The asset manager may entrust other institutions to handle it on his behalf.
Article 27 Asset managers, asset custodians and asset trustors engaged in specific asset management businesses shall perform the obligation of information reporting and information disclosure related to specific asset management businesses in accordance with laws and regulations and the provisions of the China Securities Regulatory Commission.
Article 28 An asset manager shall, according to the characteristics of the asset management plan, stipulate the corresponding management rate and custody rate in the asset management contract.
When setting the management rate and custody rate, the asset manager shall not reduce the management rate and custody rate of the asset management plan for the purpose of crowding out competitors and disrupt the market order.
The asset manager may agree with the asset client to extract appropriate performance remuneration according to the management of the entrusted property. Fixed management fees and performance pay can be charged in parallel.
Article 29 Before concluding an asset management contract, the asset trustor shall fully inform the asset manager of its investment purpose, investment preference, investment restrictions and risk tolerance, and make a special explanation and written commitment on the source of funds and the legality of securities assets.
When entrusting assets, the asset trustor should take the initiative to understand the risk-return characteristics of the invested varieties and meet the requirements of its business decision-making procedures.