The Cbrc Announced On The Regulation Of Related Party Transactions Of Commercial Banks (Full Text)

Original Language Title: 银监会公布对商业银行关联交易监管措施(全文)

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  Beijing, April 7, according to the China Banking Regulatory Commission's Web site: China Banking Regulatory Commission recently issued the commercial banks ' management measures of connected transactions with insiders and shareholders (hereinafter referred to as the measures), will be formally implemented on May 1, 2004.
China Banking Regulatory Commission, develop and promulgate the application of the measures in order to improve prudential supervision rules regulated transactions, control the associated risks, and maintain the safe and sound operation of commercial banks. The measures are divided into general provisions, related parties, related party transactions, related party transaction management, law, annex VI of chapter 47, applies to legally established in the country's commercial banks, including the Chinese-funded commercial banks, foreign-funded banks, Sino-foreign joint venture banks.
Branches of foreign banks, rural cooperative banks, urban credit cooperatives, mutatis mutandis, to the implementation of the measures. The associated regulations of commercial bank transactions should be consistent with honesty and fair principles, shall, in accordance with commercial principles, to no better than the conditions for the non-related party transactions of the same kind.
The CBRC to supervise the related transactions of commercial banks according to law. The regulations of commercial bank related parties including related natural persons, legal persons or other organizations, and its meaning is defined. The methods the specification of related party transactions refers to commercial banks and the transfer of resources or obligations between related parties, including credit, transfer assets, provision of services, and other related party transaction provisions of the CBRC. The measures stipulates that commercial banks should formulate related trade management system, and regulates the approval procedure for related party transactions.
The methods of commercial bank transactions made its ban or restriction, and the commercial banks with related parties credit balances as a proportion of its net capital requirements. The methods defined the liability of connected transactions of commercial banks. To influence through forced commercial banks to break the rules for related party transactions shareholders, the CBRC may restrict the right of controlling shareholders, the CBRC may order the transfer of shares. Required to violate the provisions of related-party transaction management directors and senior managers, Banking Regulatory Commission authority to order commercial banks to adjust. Acts in violation of these rules on commercial banks and the Banking Regulatory Commission ordered corrective action and fines.
Directly responsible to the directors, senior managers and other staff, depending on the seriousness of the CBRC, disciplinary action ordered commercial banks, cancel the qualification of a certain number of years or prohibition of certain period of work in the banking, and can be given a fine. The China Banking Regulatory Commission (2004-3rd) of commercial banks and insiders and related transaction management approach has been adopted by the Chairman of the China Banking Regulatory Commission for the Nineth session.
Are hereby promulgated and take effect on May 1, 2004.
President: Mr Liu, April 2, 2004 commercial banks and insiders and shareholders connected transactions Management chapter I General provisions article to strengthen prudential supervision and standardize transactions of commercial banks, control the associated risks, promoting the safe and sound operation of commercial banks, according to the People's Republic of China banking supervision law and the People's Republic of China commercial bank law and other laws and regulations, these measures are formulated.
Article banks mentioned in these measures refers to the People's Republic of China territory legally established commercial banks, including the Chinese-funded commercial banks, foreign-funded banks, Sino-foreign joint venture banks.
Article of related transactions of commercial banks should conform to the principles of good faith and fair.
Fourth commercial bank related party transactions shall abide by the laws and administrative regulations, the national unified accounting system and the relevant banking regulatory requirements.
Commercial Bank's related party transactions should be in accordance with commercial principles, to no better than the conditions for the non-related party transactions of the same kind.
Fifth, China Banking Regulatory Commission to supervise the related transactions of commercial banks according to law.
Chapter associated by the sixth commercial bank related parties including related natural persons, legal persons or other organizations. Seventh article commercial banks of associated natural including: (a) commercial banks of internal people; (ii) commercial banks of main natural shareholders; (three) commercial banks of internal people and main natural shareholders of near relatives; (four) commercial banks of associated corporate or other organization of holding natural shareholders, and Director, and key management personnel, this items by refers to associated corporate or other organization not including commercial banks of internal people and main natural shareholders and near relatives directly, and indirect, and
Common control, or can exercise significant influence of legal persons or other organizations (v) have a significant impact on commercial banks of other natural persons.
Commercial banks in these measures of internal commercial Director, Head Office and the branch's senior management, have the right to decide or other personnel involved in credit and asset transfer. Main shareholders of natural persons mentioned in these measures refers to possession or control of commercial banks more than 5% shares or voting rights of a natural person shareholders.
Close relatives of the natural person shareholder holding shares or voting rights or control should be linked to the person in possession or control of the shares or voting rights of the shareholders consolidation.
This way, the term close relatives include parents, spouses, siblings and their spouses, adult children and their spouses, spouse's parents, spouse, siblings and their spouses, parents, siblings and their spouses, parents, siblings, adult children and their spouses.
Eighth article commercial banks of associated corporate or other organization including: (a) commercial banks of main non-natural shareholders; (ii) and commercial banks with by a a Enterprise directly, and indirect control of corporate or other organization; (three) commercial banks of internal people and main natural shareholders and near relatives directly, and indirect, and common control or can imposed major effect of corporate or other organization; (four) other can directly, and indirect, and common control commercial banks or can on commercial banks imposed major effect of corporate or other organization.
Main non-natural person shareholders mentioned in these measures refers to the ability to directly or indirectly, jointly owned or controlled more than 5% shares or voting rights of non-natural person shareholders of commercial bank.
Mentioned in these measures refers to the legal person or other organization does not include commercial banks.
Referred to in the first paragraph of this article does not include State-owned asset management companies.
Nineth control mentioned in these measures refers to decide commercial banks, legal persons or other organizations, personnel, financial and business decisions, and to benefit from their activities.
Common control in these measures refers to the contractual or consistent actions, for a total control of economic activities.
A significant impact in these measures refers to can't decide commercial banks, legal persons or other organizations, personnel, financial and operating policy decisions, but by its Board of directors or management personnel in decision-making bodies, such as participation in decision-making.
Tenth and affiliates of commercial banks signed agreements to make arrangements after the entry into force in accordance with the above related parties conditions of natural persons, legal persons or other organizations as the Association of commercial banks.
11th natural person, legal person or other organization has an impact on commercial banks, and commercial banks ' transactions are not covered by this article 18th comply with commercial principles, unfair, and to benefit from trade, causes losses to the commercial bank, the commercial banks shall, in accordance with the principle of substance over form is regarded as related parties.
12th article commercial banks of Director, and Head Office of senior management personnel, should since served of day up 10 a days within, natural people should since its became commercial banks main natural shareholders of day up 10 a days within, to commercial banks of associated trading Control Committee report its near relatives and the this approach eighth article third items by column of associated corporate or other organization; report matters as occurred changes, should in changes Hou of 10 a days within report.
Senior managers of branches of commercial banks, the right to decide or personnel involved in credit and asset transfer, should be based on related-party transaction management system of commercial banks report their close relatives and eighth article listed in these measures of related bodies corporate or other organizations. 13th article corporate or other organization should since its became commercial banks of main non-natural shareholders of day up 10 a days within, to commercial banks of associated trading Control Committee report its following associated party situation: (a) holding natural shareholders, and Director, and key management personnel; (ii) holding non-natural shareholders; (three) by its directly, and indirect, and common control of corporate or other organization and Director, and key management personnel. Reporting matters such as changes in the first paragraph of this article, shall, within ten working days after changes to commercial banks of the connected transactions control Committee report. 14th article of the article 12th, 13th, has the reporting obligation under the natural person, legal person or other organization shall report in writing to the Bank at the same time ensure the content of the report is true, accurate and complete, and as a result of its report false information or significant omissions causes losses to the commercial bank, responsible for consequential damages.
Article 15th connected transactions control Committee is responsible for identifying the commercial bank affiliates, and report to the Board of Directors and Supervisory Board; did not establish a Board of Directors, reporting to the management decision-making body and the Board of supervisors.
Connected transactions control Committee of the commercial banks shall be disclosed to the Bank staff confirmed by related parties.
16th commercial bank staff in day-to-day operations, found in line with related parties was recognized as a related party of the requirements of natural persons, legal persons or other organizations shall promptly report to the connected transactions control Committee of commercial banks.
17th the China Banking Regulatory Commission has the right to found the Association of commercial banks according to law of natural persons, legal persons or other organizations. Chapter III article 18th related party transactions related party transactions mean that commercial banks and the transfer of resources or obligations between related parties the following matters: (a) the credit; (b) the asset transfer; (c) the services, (iv) other related party transactions under the China Banking Regulatory Commission.
Article 19th credit refers to the commercial banks provide financial support directly to the customer or on customer-related economic activities may occur in the compensation, payment guarantees, including loans, loan commitments, acceptance, discount and securities repurchases, trade financing, factoring, letter of credit, guarantee, overdraft, lending, guarantees and other tables inside and outside the business.
20th asset transfer refers to the commercial banks for their own use of personal property and real estate for sale, credit sale of mortgaged assets to receive and dispose of the assets, and so on.
21st services is to provide a credit rating, assets assessment, audit, legal and other services. 22nd commercial bank is divided into general, significant related party transactions related party transactions related party transactions.

Related party transactions refers to commercial banks with a single transaction between related parties accounted for net capital below 1%, and after the transaction takes place commercial bank transactions with the related parties balances accounted for 5% of the net capital transactions.
Significant related party transactions refers to commercial banks with a single transaction between related parties accounted for net capital 1%, or commercial bank and a related party transaction occurred after commercial banks and the related party transaction 5% transactions over the net balance of capital.
When calculating the associated natural balance of transactions with the commercial banks, their close relatives and the commercial transaction should be consolidated; computing related bodies corporate or other organizations and commercial banks ' transactions when forming corporate legal person or other organization dealings with the commercial bank should be combined.
Fourth chapter associated trading of management 23rd article commercial banks should developed associated trading management system, including Board or business decision institutions on associated trading of supervision management, associated trading Control Committee of duties and personnel composition, associated party of information collection and management, associated party of report and commitment, and recognition and confirmed system, associated trading of type and pricing policy, and approval program and standard, avoided system, internal audit supervision, information disclosure, punishment approach, content.
Commercial bank related transaction management systems shall be submitted to the China Banking Regulatory Commission. 24th commercial bank directors connected transactions control Committee should be set up, responsible for the related transaction management, timely review and approval of related party transactions, control the associated risks.
Connected transactions control Committee not less than three members and headed by independent directors.
Did not establish a Board of Directors of the Bank shall be established by the decision-making bodies connected transactions control Committee.
Connected transactions control Committee of commercial bank's daily affairs by the commercial Office of the Board of Directors is responsible for; not a Board of Directors, shall designate a dedicated body. 25th connected transactions in accordance with the internal authorization procedures, and approval of the filing or the connected transactions control Committee.
Related party transactions significant related party transactions can be in accordance with the procedures for examination and approval.
Significant related party transactions the connected transactions control Committee should be determined by commercial banks following a review submitted to the Board for approval without a Board of Directors, should be determined by commercial banks of the connected transactions control Committee review, submitted to the decision-making bodies for approval.
Significant related party transactions shall report within ten working days from the date of approval by the Board of supervisors, and the China Banking Regulatory Commission.
And commercial bank directors and Headquarters senior managers about the relationship between related party transactions should report within ten working days from the date of approval by the Board of supervisors.
Article 26th Board, not to set up a commercial bank decision-making bodies and connected transactions control committee vote on the related party transactions or decisions, personnel associated with the related party transactions should be avoided.
27th independent directors of the commercial bank of significant related party transactions should be the fairness of the written opinion of the internal approval process and implementation.
28th after commercial banks providing credit to related parties, shall strengthen management, monitoring and control of risks.
Article 29th no unsecured lending to related parties.
Commercial banks are not allowed to accept the Bank's equity as the pledge to provide credit.
Commercial banks are not allowed to guarantee the financing of related parties, related parties to Bank certificates of deposit, Treasury provides full except for the counter guarantee.
Article 30th commercial banks providing credit to related parties were lost, and again in two years to provide credit to related parties, but to reduce losses in the credit, commercial bank Board of Directors, did not establish a Board of directors except for the commercial bank approved by the decision-making bodies.
31st a related party transactions being rejected by commercial banks, six months in the same related party transactions shall not be considered. 32nd commercial bank credit to a related party balances should not exceed 10% of the net assets of commercial banks.
Commercial banks associated to a legal person or other organization group of customer credit balances should not exceed 15% of the net assets of commercial banks.
Commercial bank credit balances for all the related parties shall not exceed 50% of the net assets of commercial banks.
When calculating the credit balance, you can deduct the credit provided by the associated margin deposits and pledged bank deposits and bond amount.
33rd the China Banking Regulatory Commission in accordance with the associated risk of commercial bank, reduced bank one or all related parties credit balances as a proportion of its net capital.
Article 34th commercial banks are not allowed to employ accounting firm for its audit of related party control.
Article 35th of commercial bank's internal audit department shall at least annually on commercial banks to conduct a special audit of related party transactions, and audit results are reported to the Board of Directors of commercial banks and the Board of supervisors; without a Board of Directors, the commercial bank's decision-making bodies and the Board of supervisors. 36th Commercial Bank Board of Directors shall annually to shareholders on related-party transaction management system implementation as well as the special report on related party transactions.
Related party transactions should include the following: affiliates, transaction type, transaction amount and marked, transaction prices and pricing, trading gains and losses interest, related party transaction the nature and proportion of; not a Board of Directors, shall be made by the commercial bank's decision-making bodies to the Board of supervisors special report.
37th quarterly to the China Banking Regulatory Commission for commercial banks should be submitted to the related party transactions report. 38th article according to commercial banks information disclosure provisional approach provides disclosure information of commercial banks, should in statements note in the disclosure associated party and associated trading of following matters: (a) associated party and commercial banks relationship of nature; (ii) associated natural identity of basic situation; (three) associated corporate or other organization of name, and economic nature or type, and main business, and statutory representative people, and registered to, and registered capital and changes; (four) associated party by holding commercial banks shares or interests and changes; (five)
The main content of the article tenth signed an agreement; (f) the type of related party transactions; (g) related-party transaction amount and appropriate proportions; (VIII) related-party transaction amounts and proportions of outstanding items; (IX) related party transactions pricing policy, (10), China Banking Regulatory Commission that requires disclosure of other matters.
Significant related party transactions should be disclosed one by one, related party transactions may be disclosed.
Is not associated with related party transactions of commercial banks to natural persons and not of connected transactions with commercial banks than eighth article listed herein related bodies corporate or other organizations, commercial banks can refuse to disclose.
In accordance with the provisions of the interim measures for the information disclosure of commercial banks from or not to disclose information of the Bank, shall, within one month after the end of each fiscal year, local leading newspapers disclosed to the public on the provisions of this article. Fifth chapter legal responsibility 39th article commercial banks of shareholders through to commercial banks imposed effect, forced commercial banks engaged in following behavior of, China banking supervision Management Committee can difference different situation limit the shareholders of right; on plot serious of holding shareholders, can ordered its transfer equity: (a) not by this approach fourth article provides for associated trading, to commercial banks caused loss of; (ii) not by this approach 25th article provides approval associated trading of; (three) to associated party issued no guarantees loan of ; (Four) violation this approach provides for associated party financing behavior provides guarantees of; (five) accept bank of equity as pledge provides award letter of; (six) hired associated party control of Accountants firm for its audit of; (seven) on associated party award letter balance over this approach provides proportion of; (eight) not according to this approach 38th article provides disclosure information of. 40th article commercial banks Director, and senior management personnel has following case one of, China banking supervision Management Committee can ordered its deadline corrected; late not corrected or plot serious of, China banking supervision Management Committee can ordered commercial banks adjustment Director, and senior management personnel: (a) not by this approach 12th article provides report of; (ii) not by this approach 14th article provides commitment of; (three) made false or has major missed of report of; (four) Avoidance that is not required under this article 26th; (e) independent Director has not issued a written opinion in accordance with article 27th of this approach. 41st commercial banks in accordance with provisions of article to the China Banking Regulatory Commission reported significant related party transaction or submission of the related party transactions report, the China Banking Regulatory Commission ordered corrective action and fails to correct it, fines of between 100,000 yuan and 300,000 yuan. 42nd article commercial banks has following case one of of, by China banking supervision Management Committee ordered corrected, and at 200,000 yuan above 500,000 yuan following fine: (a) not by this approach fourth article provides for associated trading, to commercial banks caused loss of; (ii) not by this approach 25th article provides approval associated trading of; (three) to associated party issued no guarantees loan of; (four) violation this approach provides for associated party financing behavior provides guarantees of; (five) Accept bank of equity as pledge provides award letter of; (six) hired associated party control of Accountants firm for its audit of; (seven) on associated party award letter balance over this approach provides proportion of; (eight) not according to this approach 38th article provides disclosure information of; (nine) not by requirements implementation this approach 39th article and 40th article provides of supervision management measures of. 43rd article commercial banks has this approach 42nd article by column case one of of, China banking supervision Management Committee can ordered commercial banks on directly is responsible for of Director, and senior management personnel and other directly responsibility personnel give disciplinary; plot serious of, China banking supervision Management Committee can canceled commercial banks directly is responsible for of Director, and senior management personnel 1-10 years of served qualification or ban its must term engaged in banking work, can ban other directly responsibility personnel must term engaged in banking work
; Do not constitute a crime, can be directly responsible for the commercial banks of China Banking Regulatory Commission directors, senior managers and other persons directly responsible for fines of between 50,000 yuan and 500,000 yuan constitutes a crime, criminal responsibility shall be investigated according to law.
Sixth chapter supplementary articles article 44th in this way, the "net" refers to the net last season.
In this way, the "above" does not contain this figure, "the following" containing the number itself. Article 45th branches of foreign banks, rural cooperative banks, urban credit cooperatives, mutatis mutandis, to these measures.

Article 46th explain these measures by the China Banking Regulatory Commission. 47th article of the rules take effect on May 1, 2004.
Before the implementation of these measures promulgated relevant regulations and other normative documents requirements such as inconsistent with this regulation, in accordance with these rules. Source: China News Network

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