(On October 28th, 23, the 5th meeting of the 1th the NPC Standing Committee passed the revision of the 3th meeting of the 11th the NPC Standing Committee on December 28th, 212, according to the 14th meeting of the 12th the NPC Standing Committee on April 24th, 215 "On Revising the Chinese People's Republic of China * * *" And China's port law >)

Contents

Chapter I General Provisions

Chapter II Fund Managers

Chapter III Fund Custodians

Chapter IV Operation Mode and Organization of Funds

Chapter V Public Offering of Funds

Chapter VI Trading of Fund Shares of Public Offering Funds, Subscription and redemption

Chapter VII Investment and information disclosure of publicly raised funds

Chapter VIII Changes of fund contracts of publicly raised funds, Termination of liquidation of fund property

Chapter IX Exercise of the rights of fund share holders of publicly offered funds

Chapter X Non-publicly raised funds

Chapter XI Fund service institutions

Chapter XII Fund Industry Association

Chapter XIII Supervision and Management

Chapter XIV Legal Liability

Chapter XV Supplementary Provisions

Chapter I General Provisions

Article 1 In order to regulate securities investment.

article 2 this law is applicable to the establishment of securities investment funds (hereinafter referred to as funds) within the territory of the people's Republic of China by publicly or privately raising funds, which shall be managed by fund managers and entrusted by fund custodians, and conduct securities investment activities for the benefit of fund share holders; Matters not covered by this Law shall be governed by the Trust Law of the People's Republic of China, the Securities Law of the People's Republic of China and other relevant laws and administrative regulations.

article 3 the rights and obligations of fund managers, fund custodians and fund share holders shall be stipulated in the fund contracts in accordance with this law.

fund managers and fund custodians shall perform their fiduciary duties in accordance with this law and the fund contract.

fund share holders of funds established through public offering (hereinafter referred to as public offering funds) enjoy the benefits and bear the risks according to their fund shares, and the benefits distribution and risk bearing of funds established through non-public offering (hereinafter referred to as non-public offering funds) are stipulated in the fund contract.

article 4 securities investment fund activities shall follow the principles of voluntariness, fairness, honesty and credibility, and shall not harm the interests of the state and the public.

article 5 the debts of the fund property shall be borne by the fund property itself, and the fund share holders shall be liable 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 property is independent of the inherent property of fund managers and fund custodians. Fund managers and fund custodians may not classify fund property as their inherent property.

the property and income obtained by fund managers and fund custodians due to the management, use or other circumstances of the fund property are classified as the fund property.

if the fund manager or fund custodian is liquidated due to dissolution, cancellation or bankruptcy according to law, the fund property does not belong to its liquidation property.

Article 6 The creditor's rights of the fund property shall not be offset against the debts of the inherent property of the fund manager and fund custodian; Creditor's rights and debts of different fund properties shall not offset each other.

article 7 debts not borne by the fund property itself shall not be enforced against the fund property.

article 8 the tax related to fund property investment shall be borne by the fund share holders, and the fund manager or other withholding agents shall withhold and remit the tax in accordance with the relevant provisions of the state on tax collection.

article 9 fund managers and fund custodians shall manage and use the fund property, and fund service institutions shall fulfill their duties and fulfill their obligations of honesty, credibility, prudence and diligence when engaging in fund service activities.

fund managers should abide by prudent operating rules, formulate scientific and reasonable investment strategies and risk management systems, and effectively prevent and control risks.

fund practitioners should have the qualifications for fund practice, abide by laws and administrative regulations, and abide by professional ethics and codes of conduct.

article 1 fund managers, fund custodians and fund service institutions shall establish securities investment fund industry associations (hereinafter referred to as fund industry associations) in accordance with this law, conduct industry self-discipline, coordinate industry relations, provide industry services and promote industry development.

article 11 the State Council securities regulatory authority shall supervise and manage the activities of securities investment funds according to law; Its dispatched offices shall perform their duties as authorized.

chapter ii fund managers

article 12 a fund manager shall be a legally established company or partnership.

the fund manager of a publicly offered fund shall be a fund management company or other institution approved by the the State Council securities regulatory authority in accordance with relevant regulations.

Article 13 To set up a fund management company to manage publicly offered funds, it shall meet the following conditions and be approved by the the State Council securities regulatory authority:

(1) It shall have articles of association that conform to this Law and the Company Law of the People's Republic of China;

(2) The registered capital is not less than 1 million yuan, and it must be paid-in monetary capital;

(3) The major shareholder shall have good performance in operating financial business or managing financial institutions, good financial status and social reputation, the asset scale shall meet the standards stipulated by the State Council, and there shall be no illegal record in the last three years;

(4) The number of personnel who have obtained the qualification for fund practice has reached a quorum;

(5) Directors, supervisors and senior management personnel have corresponding qualifications;

(6) It has a business place, safety precautions and other facilities related to the fund management business that meet the requirements;

(7) Having a good internal governance structure, a sound internal audit monitoring system and a risk control system;

(8) Other conditions as stipulated by laws and administrative regulations and as stipulated by the State Council Securities Regulatory Authority approved by the State Council.

article 14 the the State Council securities regulatory authority 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 principle of prudent supervision, make a decision on approval or disapproval, and notify the applicant; If it is not approved, it shall explain the reasons.

if a fund management company changes the shareholders holding more than 5% of the shares, changes the actual controller of the company, or changes other major matters, it shall be reported to the the State Council securities regulatory authority for approval. The State Council securities regulatory authority shall make a decision of approval or disapproval within 6 days from the date of accepting the application, and notify the applicant; If it is not approved, it shall explain the reasons.

Article 15. Under any of the following circumstances, a person may not serve as a director, supervisor, senior manager or other employees of a fund manager of a publicly offered fund:

(1) Being sentenced to punishment for committing crimes of corruption, bribery, dereliction of duty, property infringement or disrupting the order of the socialist market economy;

(2) The directors, supervisors, factory directors and senior managers who are personally responsible for the bankruptcy liquidation of the company or enterprise they work for or the revocation of their business licenses due to poor management have not been more than five years since the bankruptcy liquidation of the company or enterprise or the revocation of their business licenses;

(3) The amount of personal debt is relatively large and has not been paid off at maturity;

(4) employees of fund managers, fund custodians, stock exchanges, securities companies, securities registration and settlement institutions, futures exchanges, futures companies and other institutions and staff of state organs who are dismissed for illegal acts;

(5) Lawyers, certified public accountants, employees of asset appraisal institutions, verification institutions and investment consulting employees whose practice certificates have been revoked or their qualifications have been cancelled due to illegal acts;

(6) other personnel who are prohibited from engaging in fund business according to laws and administrative regulations.

Article 16 Directors, supervisors and senior managers of fund managers who offer funds publicly shall be familiar with the laws and administrative regulations on securities investment and have at least three years' working experience related to their positions; Senior managers should also have the qualifications for fund practice.

article 17 directors, supervisors, senior managers and other employees of fund managers who offer funds publicly, their spouses and interested parties shall report to the fund managers in advance for securities investment, and shall not have conflicts of interest with fund share holders.

the fund manager of a publicly offered fund shall establish a management system for the declaration, registration, examination and disposal of securities investment by the personnel specified in the preceding paragraph, and report it to the the State Council securities regulatory authority for the record.

article 18 directors, supervisors, senior managers and other employees of fund managers who offer funds publicly shall not hold any positions as fund custodians or other fund managers, nor engage in securities trading or other activities that harm the interests of fund property and fund share holders.

Article 19 A fund manager of a publicly offered fund shall perform the following duties:

(1) Raise funds according to law and handle the sale and registration of fund shares;

(2) Go through the fund filing procedures;

(3) Manage and keep accounts separately for different fund assets under management, and make securities investment;

(4) determine the fund income distribution plan according to the fund contract, and distribute the income to the fund share holders in a timely manner;

(5) conducting fund accounting and preparing fund financial accounting reports;

(6) Prepare interim and annual fund reports;

(7) calculate and announce the net asset value of the fund, and determine the subscription and redemption prices of the fund shares;

(8) handling information disclosure matters related to fund property management business activities;

(9) Convene the fund share holders' meeting according to regulations;

(1) keep records, account books, statements and other relevant materials of fund property management business activities;

(11) in the name of the fund manager, exercising litigation rights or carrying out other legal acts on behalf of the interests of fund share holders;

(12) other duties as stipulated by the State Council securities regulatory authority.

Article 2 Fund managers, directors, supervisors, senior managers and other employees of publicly offered funds shall not commit the following acts:

(1) hotchpot their inherent property or others to engage in securities investment in the fund property;

(2) treating the different fund properties under its management unfairly;

(3) taking advantage of the fund's property or position to seek benefits for people other than fund share holders;

(4) committing gains or bearing losses to fund share holders in violation of regulations;

(5) embezzlement and misappropriation of fund property;

(6) disclosing undisclosed information obtained by taking advantage of his position, using the information to engage in or express or imply others to engage in relevant trading activities;

(7) dereliction of duty and failure to perform duties in accordance with regulations;

(8) other acts prohibited by laws, administrative regulations and provisions of the State Council securities regulatory authority.

article 21 a fund manager of a publicly offered fund shall establish a good internal governance structure, clarify the responsibilities and powers of the shareholders' meeting, the board of directors, the board of supervisors and senior managers, and ensure the independent operation of the fund manager.

Fund managers of publicly raised funds can implement professional stock ownership plans and establish a long-term incentive and restraint mechanism.

shareholders, directors, supervisors and senior managers of fund managers who offer funds publicly shall follow the principle of giving priority to the interests of fund share holders when exercising their rights or performing their duties.

article 22 a fund manager of a publicly offered fund shall accrue a risk reserve from the remuneration for managing the fund.

if the fund manager of a publicly offered fund causes losses to the fund property or the legitimate rights and interests of the fund share holders due to violation of laws and regulations, violation of the fund contract, etc., and should be liable for compensation, he can give priority to using the risk reserve to make compensation.

Article 23 The shareholders and actual controllers of the fund managers who offer funds publicly shall fulfill their obligations of reporting major events in a timely manner in accordance with the provisions of the the State Council Securities Regulatory Authority, and shall not commit any of the following acts:

(1) making false capital contributions or withdrawing capital contributions;

(2) interfering with the fund management activities of the fund manager without the resolution of the shareholders' meeting or the board of directors according to law;

(3) Require the fund manager to use the fund property to seek benefits for himself or others, and harm the interests of the fund share holders;

(4) other acts prohibited by the the State Council securities regulatory authority.

if the shareholders or actual controllers of the fund managers who offer funds publicly commit the acts mentioned in the preceding paragraph or the shareholders no longer meet the statutory requirements, the the State Council securities regulatory authority shall order them to make corrections within a time limit and, depending on the circumstances, order them to transfer the equity of the fund managers they hold or control.

before the shareholders and actual controllers specified in the preceding paragraph correct the illegal acts and transfer the equity of the fund manager they hold or control, the the State Council securities regulatory authority may restrict the relevant shareholders from exercising their shareholder rights.

Article 24 If the fund manager of a publicly offered fund violates laws and regulations, or its internal governance structure, audit monitoring and risk control management are not in conformity with the provisions, the the State Council securities regulatory authority shall order it to make corrections within a time limit; If it fails to make corrections within the time limit, or its behavior seriously endangers the stable operation of the fund manager and damages the legitimate rights and interests of the fund share holders, the the State Council securities regulatory authority may take the following measures according to the circumstances:

(1) restrict business activities and order it to suspend part or all of its business;

(2) Restrict the distribution of dividends and the payment of remuneration and welfare to directors, supervisors and senior managers;

(3) restricting the transfer of inherent property or creating other rights on inherent property;

(4) ordering the replacement of directors, supervisors and senior managers or restricting their rights;

(5) ordering the relevant shareholders to transfer their shares or restricting the relevant shareholders from exercising their rights as shareholders.

after rectification, the fund manager of a publicly offered fund shall submit a report to the the State Council securities regulatory authority. If the the State Council securities regulatory body meets the relevant requirements after acceptance, it shall lift the relevant measures taken against it within three days from the date of completion of acceptance.

Article 25 If the directors, supervisors and senior managers of a fund manager who publicly offers funds fail to perform their duties diligently, resulting in serious violations of laws and regulations or major risks of the fund manager, the the State Council securities regulatory authority may order them to be replaced.

article 26 if a fund manager of a publicly offered fund engages in illegal business or has serious risks, which seriously endangers the order of the securities market and damages the interests of fund share holders, the the State Council securities regulatory authority may take regulatory measures such as ordering the fund manager to suspend business for rectification, designating other institutions to be entrusted, taking over, canceling the fund management qualification or canceling.

Article 27 During the period when the fund manager of a publicly offered fund is ordered to suspend business for rectification, designated as trustee, receiver or liquidator according to law, or when there is a major risk, the following measures can be taken against the directors, supervisors, senior managers and other directly responsible personnel directly responsible for the fund manager with the approval of the the State Council securities regulatory authority:

(1) Notify the exit management authority to prevent them from leaving the country according to law;

(2) apply to the judicial organ for prohibition.