Chapter 1 General Provisions Article 1 This Law is enacted in order to regulate the activities of securities investment funds, protect the legitimate rights and interests of investors and relevant parties, and promote the healthy development of securities investment funds and capital markets.
Article 2 Within the territory of the People's Republic of China, securities investment funds (hereinafter referred to as funds) are established by raising funds publicly or non-publicly, which shall be managed by the fund manager and held by the fund custodian for the benefit of the fund share holders.
Securities investment activities shall be governed by this Law; if not provided for in this Law, the provisions of the "Trust Law of the People's Republic of China", "Securities Law of the People's Republic of China" and other relevant laws and administrative regulations shall apply.
Article 3 The rights and obligations of the fund manager, fund custodian and fund share holders shall be stipulated in the fund contract in accordance with this Law.
Fund managers and fund custodians shall perform their fiduciary duties in accordance with this Law and the provisions of the fund contract.
Fund share holders of funds established through public offering (hereinafter referred to as public offering funds) enjoy income and bear risks according to the fund shares they hold, and income distribution of funds established through non-public offering (hereinafter referred to as non-public offering funds)
and risk-taking are stipulated in the fund contract.
Article 4 When engaging in securities investment fund activities, the principles of voluntariness, fairness, good faith and credit shall be followed, and shall not harm national interests and social public interests.
Article 5 The debts of the fund property shall be borne by the fund property itself, and the fund share holders shall bear liability for the debts of the fund property to the extent of their capital contribution.
However, if the fund contract has other provisions in accordance with this Law, such provisions shall prevail.
Fund assets are independent of the inherent assets of the fund manager and fund custodian.
Fund managers and fund custodians shall not classify fund properties as their own property.
The property and income obtained by the fund manager and fund custodian due to the management and use of fund assets or other circumstances shall be classified as fund assets.
If the fund manager or fund custodian is liquidated due to legal dissolution, cancellation according to law, or declaration of bankruptcy according to law, the fund property shall not belong to its liquidation property.
Article 6: Claims on fund property may not be offset against debts on the inherent property of the fund manager or fund custodian; claims and debts on different fund properties may not be offset against each other.
Article 7 No enforcement may be made against the fund property for debts other than those borne by the fund property itself.
Article 8 Taxes related to fund property investment shall be borne by fund share holders, and the fund manager or other withholding agent shall withhold and remit them in accordance with the relevant national tax collection regulations.
Article 9 When fund managers and fund custodians manage and use fund assets, and fund service agencies engage in fund service activities, they must fulfill their duties and perform their obligations of good faith, prudence and diligence.
When fund managers use fund assets to invest in securities, they must abide by prudent business rules, formulate scientific and reasonable investment strategies and risk management systems, and effectively prevent and control risks.
Fund practitioners shall have fund professional qualifications, abide by laws and administrative regulations, and abide by professional ethics and behavioral norms.
Article 10 Fund managers, fund custodians and fund service agencies shall establish a securities investment fund industry association (hereinafter referred to as the Fund Industry Association) in accordance with this Law to conduct industry self-discipline, coordinate industry relations, provide industry services, and promote industry development.
Article 11 The securities regulatory authority of the State Council shall supervise and manage securities investment fund activities in accordance with the law; its dispatched offices shall perform their duties in accordance with authorization.
Chapter 2 Fund Manager Article 12 The fund manager shall be a company or partnership established in accordance with the law.
The fund manager of a publicly offered fund shall be a fund management company or other institution approved by the securities regulatory authority of the State Council in accordance with regulations.
Article 13 To establish a fund management company to manage publicly raised funds, it shall meet the following conditions and be approved by the securities regulatory authority of the State Council: (1) Have articles of association that comply with the provisions of this Law and the Company Law of the People's Republic of China
; (2) The registered capital shall not be less than RMB 100 million, and must be paid-in monetary capital; (3) The major shareholders shall have good performance in operating financial business or managing financial institutions, good financial status and social reputation, and asset scale.
Meet the standards stipulated by the State Council and have no illegal records in the past three years; (4) The number of persons with fund professional qualifications reaches a quorum; (5) Directors, supervisors, and senior managers have the corresponding qualifications; (6) There is a business that meets the requirements
Premises, safety precautions and other facilities related to fund management business; (7) Have a good internal governance structure, complete internal audit monitoring system, and risk control system; (8) As stipulated by laws, administrative regulations and approved by the State Council
Other conditions specified by the securities regulatory authority of the State Council.
Article 14 The securities regulatory authority of the State Council shall, within six months from the date of accepting the application for the establishment of a fund management company, conduct an examination in accordance with the conditions stipulated in Article 13 of this Law and the principles of prudent supervision, and make a decision on approval or disapproval.
The applicant shall be notified; if approval is not granted, the reasons shall be stated.
If a fund management company changes shareholders holding more than 5% of the equity, changes the actual controller of the company, or changes other major matters, it must report to the securities regulatory authority of the State Council for approval.