Frequently asked questions of private equity fund practitioners: passing the annual inspection: about qualification 15 hours follow-up training; Private equity executives: What are they? Executive change: private executives/how to change? Number of executives: How many people do you need? Executive qualifications: Which private executives must have fund qualifications? Qualification: how to complete the registration of fund qualification? Part-time job for executives: Can private executives take part-time jobs? Fund Manager: How to write a legal opinion? Employees follow suit: Can executives/employees "follow suit"? Qualification affiliation: how does the association evaluate qualification affiliation?

1. passed the annual inspection: about qualification 15 hours of follow-up training.

Q: How do private fund practitioners complete the follow-up training hours according to the regulations?

A: According to the Announcement on Further Standardizing the Registration of Private Equity Fund Managers issued by the Association on February 5, 20 16, senior managers of private equity fund managers who have obtained the qualification for fund practice need to complete 15 hours of follow-up training every year before they can maintain the qualification for fund practice. Those who have obtained the fund qualification before 20 15 12 3 1 need to complete the follow-up training of 15 hours before 2016123/; After 20 15 12 3 1, you need to complete the follow-up training of 15 hours within one year from the date of qualification. The general practitioners of private equity funds who have obtained the qualification of fund practice shall also complete 15 hours of follow-up training every year in accordance with the above provisions.

There are two forms of follow-up training: face-to-face training and distance training.

2. Private placement executives: What do they include?

Q: Who are the executives of private equity funds?

A: Article 4 of the Guidelines for the Registration of Legal Opinions of Private Equity Fund Managers stipulates that "senior management personnel include legal representatives, representatives appointed by executive partners, general managers, deputy general managers (if any), and persons in charge of compliance and risk control".

In addition, Article 216 of the Company Law of People's Republic of China (PRC) stipulates: "The meanings of the following terms in this Law: (1) Senior managers refer to the managers, deputy managers, financial officers, secretary of the board of directors and other personnel stipulated in the articles of association of a listed company.

3. Executive change: private executives/how to change?

Q: Ordinary employees leave their jobs. How to update information? How to publicize the information in the private equity fund manager of China Foundation? How to update the number of employees?

A: If the number of employees changes, it can be updated when the association filing system is opened every year.

According to Article 21 of the Measures for the Registration and Filing of Private Fund Managers (Trial), private fund managers should update the basic information of private fund managers, shareholders or partners, senior managers and other employees and managed private funds within 20 working days after the end of each year.

Q: What procedures should a private equity fund manager go through in the fund industry association to change the controlling shareholder, actual controller or legal representative (executive partner) after registration?

A: According to the Interim Measures for the Supervision and Administration of Private Equity Funds and the Measures for the Registration and Filing of Private Equity Fund Managers (Trial), it is a major change for a private equity fund manager to change the controlling shareholder, actual controller or legal representative (executive partner). The manager shall, according to the contract, truthfully, timely, accurately and completely disclose the relevant changes to investors or obtain the approval of investors.

The manager of the above matters shall issue a special legal opinion within 10 working days after completing the industrial and commercial change registration, and make major changes to the fund industry association through the private equity fund registration and filing system.

The specific submission method is as follows: send the change report of the controlling shareholder, actual controller or legal representative (executive partner) and relevant supporting documents to pf@amac.org.cn, the mailbox of the association, and make major changes through the private equity fund registration and filing system. The fund industry association will conduct verification and handling according to the Measures for the Registration of Private Investment Fund Managers and Fund Filing (Trial).

Q: How do private equity managers and senior executives in the old filing system need to update their information after passing the qualification examination?

A: After passing the qualification examination for senior managers, you can modify the information of senior managers in the place where the managers have changed significantly, and upload the certificate of the examination results of fund employment.

4. Number of senior executives: How many people do you need?

Q: How many executives does a private equity fund manager need?

A: Private equity investment fund managers need at least three senior managers: the legal representative, the person in charge of risk control and the fund manager.

Private fund managers need at least two executives: the legal representative and the person in charge of risk control.

Q: Can private fund managers and executives count the number of employees?

A: If an executive has signed a full-time employment contract with the fund manager, the executive can be included in the number of employees.

5. Executive qualifications: Which private equity executives must have fund qualifications?

Q: Do private equity fund executives need to be qualified for fund practice? Can a supervisor be unqualified?

A: At present, the fund industry association only requires "senior managers" to have the qualification of fund practice. The range of senior management personnel recognized by the Association is: legal representative, representative appointed by the managing partner, general manager, deputy general manager (if any) and person in charge of compliance risk control. As the supervisor does not belong to the range of senior managers recognized by the Association, it is not mandatory to have the qualification certificate for fund practice.

Q: Can a private fund manager register as a fund manager if he has only obtained the first section of the fund employment examination?

A: At present, there is no clear official document saying that private equity practitioners must pass the exam before starting a business. At present, private placement involves the qualification requirements of private placement practitioners, including executives and employees responsible for fund sales. The investment manager qualification association does not expressly stipulate, but the custodian will try to consult.

Q: According to the Announcement on Further Regulating the Registration of Private Equity Fund Managers issued by the Fund Industry Association on February 5, private equity executives who fail to complete the rectification as required will be suspended from accepting applications for filing private equity products. How to do this?

A: According to the requirements, the association will suspend accepting applications for filing private placement products of such institutions until the qualifications of senior executives of relevant institutions are rectified.

In addition, special tips will be given on the publicity platform.

6. Qualification: How to complete the qualification of fund practice &; Register?

Q: How to obtain the qualification of private equity fund?

A: According to the relevant provisions of the Measures for the Registration of Private Fund Managers and the Filing of Funds (Trial), the relevant arrangements for obtaining the qualifications of private funds have been further clarified. Meet one of the following conditions, can be identified as having the qualification of private equity fund:

(1) passed the qualification examination of the fund;

(2) Engaged in investment management-related business in the last three years; This situation mainly refers to the related asset management business in the last three years, and the average annual scale of assets under management is above 6,543,800,000 yuan; Or in the last three years, he has worked in a financial supervision institution and its supervised financial institutions.

(three) other circumstances identified by the fund industry association. This situation mainly refers to having passed the securities qualification examination or futures qualification examination and obtained relevant qualifications; Or have obtained relevant qualifications such as domestic and foreign funds or asset management and fund sales.

In cases (2) and (3), if the fund is qualified, the corresponding certification materials shall be submitted.

Q: Do you think that the staff of private placement managers have obtained the qualification of fund practice after passing the fund practice examination? Or is it that after passing the examination, the company can only be regarded as having obtained the qualification of fund practice after applying for registration?

Answer: After passing the senior management qualification examination, you can upload the senior management examination certificate at the background information change office of the manager system.

Q: How do senior managers and ordinary employees of private equity fund managers register for fund qualification?

A: The registration of fund qualifications is mainly based on the unified registration of institutions. Those who have worked in fund industry institutions shall apply to China Asset Management Association (hereinafter referred to as "the Association") for fund qualification registration.

For those who have passed the exam but have not worked in the fund industry, there is no need to find an institution to "link". Individuals can directly apply to the association for the registration of fund qualification, and after taking office in relevant institutions, their institutions can apply to the association for change. The staff management system of the Association is improving related functions. It is expected that the system upgrade will be completed in the first quarter of 20 17, when the registration of employees of private fund management institutions will be fully open. The specific registration process will be notified separately.

Q: What are the conditions for private fund managers and senior managers to apply for fund qualification? They only need to pass the examination of subject 1, fund laws and regulations, professional ethics and business norms? What materials need to be submitted?

A: Senior managers of private equity fund managers who meet one of the following conditions and pass the subject 1 exam can apply for fund qualification:

1. Engaged in asset management-related business in the last three years, with the average annual scale of assets under management above 6,543,800,000 yuan;

2. Pass the financial qualification examinations such as securities qualification (excluding securities investment funds, securities issuance and underwriting subjects), futures qualification, banking qualification, chartered financial analyst (CFA), or obtain the qualification of certified public accountant, legal professional qualification, asset appraiser, or serve as a director, supervisor or senior manager of a listed company; If one of the above conditions is met, the institution or individual shall submit to China Asset Management Association the certificate of asset management scale in the last three years issued by the fund custodian (fund custodian department) or fund service institution, or the relevant qualification certificate or certificate. The above-mentioned materials related to applying for qualification identification are submitted in electronic form through the qualification identification file uploading port of the private equity fund registration and filing system.

7. Part-time job for executives: Can private equity executives take part-time jobs?

Q: According to the regulation of Association 20 16, if two people have already served as legal persons in other companies, can they serve as supervisors?

A: It depends on whether another company is a financial institution. If the company is a private equity manager, part-time job may have some compliance risks, because the association requires private equity executives not to work part-time in unrelated private equity institutions. However, if the company is a non-financial institution, there is no restriction on the association at present, and this situation is ok.

Q: Can a fund manager work part-time?

A: Fund managers must be full-time and not part-time. This is for the sake of professional management and preventing conflicts of interest.

Q: Can private fund managers and senior executives work part-time?

A: You can work part-time in a private equity fund manager with an affiliated relationship, but you can't work part-time in a private equity institution without an affiliated relationship.

Q: What are the requirements for the legal representative, compliance/risk controller and other senior managers of private equity fund managers when registering and applying for changes by relevant senior managers?

A: The following requirements should be observed:

(1) Do not take part-time jobs in non-affiliated private equity institutions.

(2) If a private equity firm holds a part-time job, the association may require it to explain its rationality, competence and how to treat customers fairly. The association will pay attention to the performance of senior managers who work part-time in several affiliated institutions.

(III) The Association will focus on the reasons for the change and the integrity of private placement senior managers who have changed their employment institutions more than twice in 1 year.

(4) The senior managers of private fund managers shall sign labor contracts with employment agencies. When registering private fund managers and applying for changes by relevant senior managers, relevant resolutions and labor contracts of the legal representative, compliance/risk controller and other senior managers shall be uploaded.

The registration institution shall, in accordance with the above provisions, conduct self-examination on the part-time jobs of private equity fund managers and related senior managers. In the next step, the association will inspect the part-time jobs of private fund managers and senior managers in accordance with relevant regulations, and require rectification of institutions that do not meet the standards.

Q: Can a company's legal person, supervisor and other senior executives not be shareholders? Shareholders are not qualified, okay?

A: At present, there are no hard and fast rules on whether a company's legal person and supervisor can be non-shareholders. At present, there is no hard and fast rule on whether shareholders should be qualified for fund practice, but the opinions of the audit teacher of the association shall prevail. At the same time, you can refer to the Measures for the Registration of Private Investment Fund Managers and the Filing of Funds (Trial).

8. How to write a legal opinion?

Q: How to write some legal opinions of private equity fund executives and employees?

A: The legal opinions on executives and employees should include the following contents: the number of executives, six-month salary, department, responsibilities, name, qualifications of fund practitioners, education, work experience and part-time job.

Q: Private fund managers have two shareholders, accounting for 75% and 25% respectively. Now it is necessary to change 25% shareholders. Does the Association need legal advice?

A: Only 25% of the shares are not the actual controllers of the company, and there is no need to issue special legal opinions for the change. In addition to industrial and commercial changes, only changes need to be made during the opening of the filing system next year.

Q: Do I need to issue a supplementary legal opinion when changing fund managers?

A: No, only the controlling shareholder, actual controller, legal person and executive partner need to issue special legal opinions; Changing the fund manager only needs to issue an announcement to inform investors, and it can be updated when it is updated quarterly.

Q: Do private equity fund executives need to issue special legal opinions when they change? What's the general price?

A: Only when the controlling shareholder, actual controller, legal person and executive partner change, special legal opinions need to be issued. Special legal opinions are generally half the price of ordinary legal opinions, and1-20,000 can be issued.

Q: If the legal representative doesn't have the qualification certificate for fund practice, he will be changed to the legal representative with the qualification certificate for fund practice on February 20 16, and the industrial and commercial registration information will be changed. However, when the legal representative is changed in the filing system of the association, it has been more than 65,438+February 3 1 day since the special legal opinion was not passed and the legal opinion was reissued. How to deal with this situation?

A: According to the association's reply, the association has given private placement managers a buffer period. For managers who have doubts about senior management qualifications, the port of major changes has not been closed. Managers with unqualified senior management qualifications can still make major changes during the buffer period. However, due to uncertainty about how long the buffer period will last, it is suggested that managers who do not meet the requirements make relevant changes as soon as possible.

9. Employees follow suit: Can executives/employees "follow suit"?

Q: In the case of employees following the investment, the social security of foreign employees is paid by the local human resources company. How to submit relevant information? In the social security payment record, the employee's payment unit is the human resources company. The employee has signed a formal labor contract with the company, and is a formal employee of the company. He only works in other places, and the local human resources company acts as an agent for social security.

A: Upload the description of the situation, the social security payment certificate submitted by the human resources company and the formal labor contract signed between the company and employees in the "Description of Other Issues Documents".

The situation shows that the social security payment certificate remitted by the manpower company is best stamped by the remitted manpower company.

Q: Company executives are also employees of the parent company, and social security is paid by the parent company. In this case, if executives want to invest with employees, how can social security certificates be uploaded?

A: Upload the information, the social security payment certificate submitted by the parent company or group, and attach the formal labor contract between the company and the employees.

Note: The social security payment certificate remitted by the parent company or group shall be stamped by the remitted parent company or group.

Q: What are the filing requirements for private equity investors, including employees' follow-up investment and the amount of follow-up investment not meeting the standards of qualified investors?

Answer: The private fund investors listed in Item (3) of Article 13 of the Interim Measures for the Supervision and Administration of Private Investment Funds include private fund managers and their employees. If the amount of subsequent investment does not meet the standards of qualified investors, the employee's employment certificate stamped by the private fund manager and the labor contract signed between the private fund manager and the employee shall be uploaded, or the private fund manager shall pay social security for the employees in the "Other Notes Upload" of the private fund registration and filing system.

Q: What are the filing requirements for private equity investors, including employees' follow-up investment and the amount of follow-up investment not meeting the standards of qualified investors?

Answer: The employee's employment certificate signed by the private equity fund manager, the labor contract signed between the private equity fund manager and the employee, or the relevant documents that prove the labor relationship, such as the private equity fund manager paying social security for the employee, should be uploaded in the "Other Documents Description Upload" of the private equity fund registration and filing system.

Q: Please help me to consult. Does it affect the filing of employees who have newly joined the fund, have labor contracts and have no social security payment records (they can only be transferred next month)? Do you need to provide other information besides the labor contract?

A: It is necessary to upload the formal labor contract at the time of filing, attach a description of the situation, and promise to upload the social security payment record when the product is updated and opened every quarter.

10. qualification affiliation: how does the association evaluate qualification affiliation?

A: Senior managers in the private equity industry are the elite of the private equity industry, and they are also important self-discipline management and industry service targets. Senior managers in the private equity fund industry should fully cherish personal integrity records, be honest and trustworthy, consciously strengthen their own integrity constraints and self-discipline constraints, and guard against moral hazard.

In order to complete its registration and filing, individual private equity institutions seek external personnel with fund qualifications to "link", which violates the Measures for the Registration and Filing of Private Equity Fund Managers (Trial) and belongs to the act of "providing false materials and information in the registration and filing of private equity fund managers and other information submission".

According to the "Measures for the Implementation of Disciplinary Measures of China Asset Management Association (Trial)", once the above-mentioned individuals are verified, the association will record them in the personal integrity file, and take disciplinary measures such as industry condemnation, blacklisting, and cancellation of their fund qualification, depending on the seriousness of the case; For the above-mentioned private fund managers, once verified, the association will publicly condemn and publicize the false report. If the circumstances are serious, the fund filing shall be suspended and the registration of its manager shall be revoked. In addition, intermediary service agencies that provide legal, accounting and outsourcing services for private equity fund managers shall not mislead or induce private equity fund managers to evade the relevant provisions of the association on the qualification management of private equity senior managers by means of "linking". In case of the above-mentioned violations, once verified, the Association will publicly condemn such intermediary service agencies, and if the circumstances are serious, it will suspend its related business and join the blacklist.