Since the implementation of the private placement registration and filing system for two years, more than 20,000 private placements have been registered and filed, but "empty shell" private placements-private placements without filing funds account for about 70%, and "empty shell" private placements occupy limited regulatory resources. Recently, the regulatory authorities cut into the "empty shell" private placement, which also gave birth to the "shell protection" movement of private placement.

If the first private equity fund product is not filed within the prescribed time limit, the "empty shell" private placement will face the risk of revocation of its license. The first deadline is May this year 1. Before the Lunar New Year, the Announcement on Further Regulating the Registration of Private Fund Managers issued by China Asset Management Association stipulated that newly registered private placements must be filed within 6 months; Private placement registered for 12 months must be filed before 20 1 May 61; Private placement with registration time less than 12 months shall be filed before 20 1 August 61. China Asset Management Association will cancel the registration of private fund managers for private placements that have not been filed within the time limit.

What private placements need to be "protected"

1. Is the first fund product filed?

◆ If the fund products have been filed, please directly check Article 2.

◆ If you have not filed the fund products, please complete the self-examination according to the following time nodes:

(1) As of February 5, 20 16, if the registration has expired for 12 months, the fund products must be filed before May 16;

(2) As of February 5, 20 16, if the registration is less than 12 months, the fund products must be filed before August 20 16;

(3) If it is newly registered as a fund manager after February 5, 2006, the fund products must be filed within 6 months from the date of registration.

◆ After the self-inspection is completed, you should implement it quickly, otherwise the China Fund Industry Association will cancel your fund manager registration. After the registration of fund managers is cancelled, they can re-apply for registration according to relevant requirements.

2. Have you fulfilled your obligation to submit and update quarterly, annual and major information in a timely manner?

Please log in to the private equity fund registration and filing system () on the website of China Fund Industry Association in time to fulfill the obligation to submit and update quarterly, annual and major information.

◆ If it has been performed in time, please directly check Article 3.

◆ If you haven't fulfilled it in time, please hurry to fulfill the obligation of information submission and update from February 5, 20 16, otherwise:

(1) Before the rectification is completed, China Fund Industry Association will suspend accepting your application for filing fund products;

(2) If you fail to complete the above information updating obligation twice, China Fund Industry Association will list you on the list of abnormal institutions and publicize it;

(3) Once the fund manager is publicized as an abnormal institution, even if you complete the rectification, it will take at least 6 months to restore the publicity status of the normal institution.

3. Is it included in the list of serious illegal enterprises?

Please log in the column of "List of Serious Illegal Enterprises" in "National Enterprise Credit Information Publicity System" to find out whether you are included in the "List of Serious Illegal Enterprises".

◆ If it is not included, please check Article 4 directly.

◆ If it has been included, please implement rectification, otherwise:

(1) Before the rectification is completed, China Fund Industry Association will suspend accepting your application for filing fund products;

(2) China Fund Industry Association lists you as an abnormal institution and publicizes it;

(3) Once the fund manager is publicized as an abnormal institution, even if you complete the rectification, it will take at least 6 months to restore the publicity status of the normal institution.

4. Is the annual financial report audited by the accounting firm submitted before the end of April each year?

◆ If it has been submitted, please directly check Article 5.

◆ If it is not submitted, please take the time to implement the rectification and make supplementary submission, otherwise:

(1) Before the rectification is completed, China Fund Industry Association will suspend accepting your application for filing fund products;

(2) China Fund Industry Association lists you as an abnormal institution and publicizes it;

(3) Once the fund manager is publicized as an abnormal institution, even if you complete the rectification, it will take at least 6 months to restore the publicity status of the normal institution.

5. Do you provide relevant legal advice to professional law firms?

◆ Since February 5, 20 16, the law firm needs to issue a legal opinion on the registration of private fund managers when applying for the registration of private fund managers;

◆ If the registered fund products have not been filed, it is necessary to supplement the legal opinions issued by the law firm for the filing of private fund managers when applying for the filing of fund products for the first time;

◆ If the fund products have been registered and put on record, China Fund Industry Association will ask you to supplement the legal opinions on the registration of private fund managers issued by law firms as appropriate, so please be prepared;

◆ If you apply for changing the following major events from February 5, 2065438+06, you need to submit the Special Legal Opinion on Changing Major Events of Private Equity Fund Managers issued by the law firm:

(1) Change the controlling shareholder or actual controller;

(two) change the legal representative or executive partner;

(3) The name of the private fund manager and the senior management personnel have changed;

(four) the division or merger of private fund managers;

(5) The private fund manager or senior manager has committed serious violations of laws and regulations;

(6) Being dissolved, revoked or declared bankrupt according to law;

(seven) other major matters that may harm the interests of investors.

(eight) other important matters carefully identified by China Fund Industry Association.

6. Does your senior management meet the requirements of post setting?

◆ According to relevant regulations, a fund manager should have at least two senior managers (including legal representative, executive partner (appointed representative), compliance risk controller, general manager and deputy general manager). ); Among them, the person in charge of compliance risk control must be set up and may not engage in investment business.

◆ If the requirements of this post have been met, please directly check Article 7.

◆ If the relevant requirements are not met, please take the time to implement the rectification, otherwise:

(1) The law firm will not be able to provide you with an unqualified legal opinion on the registration of private fund managers;

(2) Further, you will not be able to complete the filing of fund products.

7. Does your company's senior management have the qualification for fund practice?

◆ According to relevant regulations, please check the following contents:

(1) All the senior managers engaged in private equity investment fund business shall be qualified;

(2) To engage in the business of non-private securities investment funds, at least two senior executives shall obtain the qualification. At the same time, your legal representative, managing partner (designated representative) and the person in charge of compliance risk control must obtain this qualification.

◆ If your senior managers are qualified, please remind them to complete 15 hours of follow-up training every year to maintain their fund qualification.

◆ If the relevant requirements are not met, please take the time to implement the rectification, otherwise:

(1) The law firm will not be able to provide you with an unqualified legal opinion on the registration of private fund managers;

(2) Further, you will not be able to complete the filing of fund products.

8. Have you established a risk management and control system suitable for the type of private equity fund management business?

◆ According to relevant regulations, you should establish a risk management and control system suitable for the type of private equity fund management business you are engaged in. Including (depending on the specific business type) operational risk control system, information disclosure system, internal transaction record system, investment transaction system to prevent insider trading and conflict of interest, qualified investor risk disclosure system, qualified investor internal audit process and related systems, private equity fund promotion, fundraising related supervision system, fair trade system (applicable to private equity fund business), and employee securities transaction declaration system.

◆ If you have established relevant systems, the self-examination of this article is completed.

◆ If relevant systems have not been established, please take the time to implement the rectification, otherwise:

(1) The law firm will not be able to provide you with an unqualified legal opinion on the registration of private fund managers;

(2) Further, you will not be able to complete the filing of fund products.