Trial Measures For The Administration Of Overseas Securities Investment By Qualified Domestic Institutional Investors

Original Language Title: 合格境内机构投资者境外证券投资管理试行办法

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(Released on June 18, 2007, the China Securities Regulatory Commission, the 46th since July 5, 2007) Chapter I General provisions article in order to regulate the overseas securities investment by qualified domestic institutional investors, protect investor interests, according to the securities investment fund law, the securities law and other relevant laws, administrative regulations, and these measures are formulated.
    Second article this approach by said qualified territory institutions investors (following referred to territory institutions investors), is refers to meet this approach provides of conditions, by China Securities supervision Management Committee (following referred to China SFC) approved in People's Republic of China territory raised funds, using by raised of part or all funds to assets combination way for outside securities investment management of territory fund management company and securities company, securities business institutions.
    Third overseas securities investment by domestic institutional investors, domestic commercial banks should be responsible for asset management business may be entrusted with security service agents selling securities abroad.
    The fourth China Securities Regulatory Commission and the State administration of foreign exchange (hereinafter referred to as foreign exchange) in accordance with their respective functions in accordance with law on supervision and administration of overseas securities investment by domestic institutional investors. Second chapter territory institutions investors qualification conditions and approval program fifth article application territory institutions investors qualification, should has following conditions: (a) applicants of financial sound, funding letter good, assets management scale, and business years, meet China SFC of provides; (ii) has meet provides of has outside investment management related experience of personnel; (three) has sound of governance structure and perfect of internal control system, business behavior specification; (four) recently 3 years no by regulatory institutions of major punishment,
    No major issues were subject to judicial investigation departments, regulatory agencies and (v) other conditions stipulated by the CSRC based on prudent regulatory principles. Sixth article fifth article subsection (a) items by refers to of conditions is: (a) Fund management company: net worth many Yu 200 million Yuan Yuan; business Securities Investment Fund (following referred to fund) management business up 2 years above; in recently a quarter late assets management scale not less than 20 billion Yuan Yuan or equivalent exchange assets; (ii) securities company: the risk control index meet provides standard; net capital not below 800 million Yuan Yuan; net capital and net worth proportion not below 70%
    Business aggregate asset management plan (hereinafter referred to as the collection plan) business for 1 year or more; in the most recent quarter-end assets under management of not less than RMB 2 billion or the equivalent in foreign currency assets.
    Seventh, fifth paragraph (b) referred to in condition: with overseas securities markets by more than 5 years of investment management experience and relevant professional qualifications of the mid-level managers of not less than 1, overseas securities markets by 3 years of investment management experience not less than 3 members.
    Article eighth seek qualified domestic institutional investor shall submit the following documents to the CSRC (one original and one copy): (a) the application form, (ii) comply with the provisions of article fifth documents; (c) other documents requested by the CSRC. Nineth eligibility for the China Securities Regulatory Commission receives the complete application documents the application materials for review, make a decision of approval or disapproval.
    Approved by decision, issuance of overseas securities investment business license file; decided not to ratify, and notify the applicant in writing.
    Article after the applicant may obtain the qualification for domestic institutional investors, raising application file submitted to the CSRC.
    11th the CSRC after the receipt of the application documents for complete product collection to review the application materials, to approve or disapprove the decision and notify the applicant in writing.
    12th domestic institutional investors should be governed by the relevant provisions applying to the foreign exchange of foreign exchange operations qualifications.
    Chapter III foreign investment foreign investment consultant of the consultants mentioned in the 13th article of the measures (hereinafter referred to as the investment adviser) refers to conditions consistent with this regulation under the contract provided for overseas securities investment by domestic institutional investors trading advice or portfolio management services and gain revenue of overseas financial institutions.
    14th article territory institutions investors can delegate meet following conditions of investment consultant for outside securities investment: (a) in outside established, by where national or area regulatory institutions approved engaged in investment management business; (ii) where national or area securities regulatory institutions has and China SFC signed bilateral regulatory cooperation understanding memorandum, and keep with effective of regulatory cooperation relationship; (three) business investment management business up 5 years above, recently a fiscal year management of securities assets not less than 10 billion dollars or equivalent currency;
    (D) sound governance structures and improve the internal control systems, management norms, last 5 years without major punishment by countries or regions in which regulators, no major issues are regulated by the judiciary, the Agency's investigation.
    Domestic securities companies to set up branches overseas as an investment adviser, is not subject to the preceding paragraph (c), subject to the provisions of.
    15th domestic institutional investor shall be liable for a fiduciary duty, and in the process of selection, the principal investment adviser, performing due diligence obligations.
    16th article investment consultant should strictly comply with territory about legal regulations, and Fund contract and collection assets management contract of provides, always will fund, and collection plans holds people of interests placed first, to reasonable of according to proposed investment recommends, sought Fund, and collection plans of best trading implementation, fair objective treats all customer, always according to fund, and collection plans of investment target, and strategy, and policy, and guidelines and limit implementation investment decided, full disclosure all involved interests conflict of important facts, respect customer information of confidential sex.
    17th domestic institutional investors authorised investment adviser is responsible for investment decisions, should be specified in the agreement investment advisers because of their mistakes, negligence, failure to perform duties, and caused damage to property shall bear corresponding responsibility.
    Fourth chapter assets managed the 18th when it makes overseas securities investment by domestic institutional investors, shall be qualified as by securities investment fund custodian banks (hereinafter referred to as the trustee) is responsible for the asset management business.
    19th article managed people can delegate meet following conditions of outside assets managed people is responsible for outside assets managed business: (a) in China city yiwai of national or area established, by local government, and financial or securities regulatory institutions of regulatory; (ii) recently a fiscal year real received capital many Yu 1 billion dollars or equivalent currency or managed assets scale not less than 100 billion dollars or equivalent currency; (three) has enough of familiar outside managed business of full-time personnel; (four) has security custody assets of conditions;
    (E) with safe and efficient clearing and settlement capability; (vi) the last 3 years no major punishment from regulators, and no major issues were subject to judicial departments and regulatory agencies to initiate an investigation.
    20th article managed people should according to about legal regulations perform following trustee people duties: (a) protection holds people interests, according to provides on Fund, and collection plans daily investment behavior and funds meeting access situation implementation supervision, as found investment instruction or funds meeting access illegal, and violations, should timely to China SFC, and national Exchange Council report; (ii) Security Fund, and collection plans property, on time will company behavior information notification territory institutions investors, ensure Fund, and collection plans timely charged all deserve income; (Three) ensure Fund, and collection plans according to about legal regulations, and Fund contract and collection assets management contract agreed of investment target and limit for management; (four) according to about legal regulations, and Fund contract and collection assets management contract of agreed implementation territory institutions investors, and investment consultant of instruction, timely handle liquidation, and delivery matters; (five) ensure Fund, and collection plans of share net according to about legal regulations, and Fund contract and collection assets management contract provides of method for calculation; (six) ensure Fund, and Collection plans according to about legal regulations, and Fund contract and collection assets management contract of provides for purchase, and subscription, and redemption, daily trading; (seven) ensure Fund, and collection plans according to about legal regulations, and Fund contract and collection assets management contract determine and implementation returns distribution programme; (eight) according to about legal regulations, and Fund contract and collection assets management contract of provides to trustee people name or its specified of agent name registration assets; (nine) monthly end Hou 7 a days within,
    Report to the China Securities Regulatory Commission and the State Bureau of foreign exchange overseas investment by domestic institutional investors, and in accordance with the relevant provisions of the international balance of payments reporting; (j), the China Securities Regulatory Commission and the State Foreign Exchange administration according to the principle of prudent supervision of other responsibilities. 21st property outside of the collection Fund, plan trustees may authorize the custodian outside perform the duties of a trustee on his behalf.
    Foreign trustee in the course of performing their duties because of their own fault, negligence and other reasons which led Fund or pool plan property, custodians shall bear corresponding responsibility.
    22nd article managed people should according to about legal regulations perform following managed duties: (a) security custody Fund, and collection plans assets, opened funds account and securities account; (ii) handle territory institutions investors of about settlement, and sale meeting, and collection, and pay meeting and Yuan funds settlement business; (three) save territory institutions investors of funds meeting out, and meeting into, and Exchange, and collection, and pay meeting, and funds between, and delegate and the sold records, related information, its save of time should many Yu 20;
    (D) the China Securities Regulatory Commission and the State Foreign Exchange administration according to the principle of prudent supervision of other responsibilities.
    23rd custodian or overseas escrow should be its own assets and domestic institutional investors manage strictly separate. The fifth chapter fundraising, investment operation, information disclosing the 24th article domestic institutional investors of the Fund management company in accordance with relevant laws and regulations through a public offering of shares to raise funds, the use of Fund assets invested in foreign stock markets.
    Applications for fund management companies to raise funds, application materials shall be submitted in accordance with related laws and regulations. 25th QDII qualified securities firms can raise funds through set up collection schemes, use the raised funds to invest in overseas securities markets.
    Set up collection schemes, an application shall be submitted in accordance with the relevant provisions of materials, fund-raising and investment operations.
    Raise fund shall, in accordance with the relevant provisions of article 26th choice investment performance baselines.
    27th Fund or pool plan should be invested in financial products or instruments provided by the CSRC.
    28th plan funds, the collection shall abide by the provisions relating to investment ratio.
    29th domestic institutional investors, investment consultants selected, principal-agent to buy or sell securities overseas securities service institutions should strictly fulfill their fiduciary responsibilities, and in accordance with the relevant provisions of the investment process, information disclosure, record-keeping management.
    30th article territory institutions investors, and investment consultant and outside securities service institutions Zhijian of securities trading and research service arrangements, should according to following principles for: (a) Trading Commission belongs to fund, and collection plans holds people of property; (ii) territory institutions investors, and investment consultant has responsibility representative holds people ensure trading quality, including but not limited to: 1. sought best trading implementation; 2. seeks to trading cost minimum of; 3. using holds people of Trading Commission makes holds people benefit.
    31st overseas securities investment by domestic institutional investors, shall comply with the relevant laws and regulations of the local regulatory bodies, stock exchanges.
    The 32nd foreign institutional investors, trustees and other information disclosure obligations shall be strictly in accordance with the requirements set out in the relevant laws and regulations for information disclosure. Line of the sixth chapter 33rd domestic institutional investors and funds management should be based on market conditions, product characteristics, such as set in the programme raised a reasonable limit cap on size, shall file with the Exchange, and in accordance with the relevant provisions of the State Bureau of foreign exchange-related procedures.
    The Fund, set duration limit scale management of projects should be carried out in accordance with the relevant provisions.
    34th domestic institutional investors shall open a hosting account at the custodian, managed funds, the collection of all plan assets.
    35th custodian shall fund or pool plans to open settlement accounts and securities custody accounts, for settlement with the securities registration and clearing institutions such as business and securities custody business.
    Article 36th custody account, settlement account and securities custody account of income and expenditure shall be in conformity with the relevant provisions, the funds in the account shall not loans or provide guarantees to others.
    37th domestic institutional investors should report regularly to the foreign exchange lines of its use and access to funds.
    Supervision and administration of the seventh chapter 38th CSRC and safe it can call the domestic institutional investors, custodian to provide overseas investments by domestic institutional investors relevant information when necessary, you can check on site.
    39th domestic institutional investor has any of the following circumstances, should it happen within 5 working days after the China Securities Regulatory Commission for the record and notice: (a) change of custodian or overseas escrow people, (ii) change of investment advisers, (iii) overseas involved in litigation and other significant events, (iv) other circumstances as stipulated by the CSRC.
    Changed custodian or overseas escrow, domestic institutional investors should also reported that the State Foreign Exchange Administration for the record.
    40th article territory institutions investors has following case one of of, should in its occurred Hou 60 a days within again application outside securities investment business qualification, and to national Exchange Council again handle business exchange business qualification application, and investment lines record procedures: (a) change institutions name; (ii) was other institutions absorption merged; (three) China SFC, and national Exchange Council provides of other case.
    41st domestic institutional investors securities investment fund, the collection plan property, major violation, violations occur, the CSRC may take measures such as restrictive trade practices according to law, foreign exchange law take measures such as limiting its access to funds.
    42nd Trustees law, violations are serious, the China Securities Regulatory Commission may limit its hosting business decisions according to law.
    43rd, domestic institutional investors and custodians, in violation of these regulations, by the China Securities Regulatory Commission, the State administration of foreign exchange of the corresponding administrative punishments.
    Eighth chapter supplementary articles article 44th domestic institutional investors to invest in Hong Kong S.A.R., and Macau S.A.R. of financial product or instrument, in accordance with the measures implemented.
    Article 45th domestic institutional investors of the Fund management company targeted to raise money or accept a particular object property delegates to invest in foreign stock markets, in accordance with the measures implemented.
    Article 46th QDII qualified securities companies oriented asset management, special asset management business and use the funds to invest in foreign stock markets managed, in accordance with the measures implemented.

    47th these measures shall come into force on July 5, 2007.                                附:合格境内机构投资者资格申请表
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一、申请人信息
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┃机构名称                                │                                        ┃
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┃注册地址 │                                        ┃
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┃营业地址                                │                                        ┃
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┃邮政编码                                │                                        ┃
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┃电话                                    │                                ┃
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┃传真                                    │                                        ┃
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┃电子邮件 │                                        ┃
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┃成立时间                                │                                        ┃
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┃机构类别                                │             (请打“√”)             ┃
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┃    基金管理公司                        │                   □                                        ┃
┃                                        │                                        ┃
┃    证券公司                            │                   □                   ┃
┃ │                                        ┃
┃    其他机构(请说明)                  │                   □                   ┃
┃                                        │                                        ┃
┠─────                        ───────────────┼────────────────────┨
┃最近一个季度末资产管理规模(亿元人民币)│                                        ┃
┃                                        │                                        ┃
┃    证券投资基金                                        │                                        ┃
┃                                        │                                        ┃
┃    集合资产管理业务                    │                                        ┃
┃                                        │                                        ┃
┃    定向资产管理业务                    │                                        ┃
┃                                        │    ┃
┃    社保组合                            │                                        ┃
┃                                        │                                        ┃
┃                                        企业年金                            │                                        ┃
┃                                        │                                        ┃
┃    合格境外机构投资者(QFII)投资顾问    │                                        ┃
┃                                        │                                        ┃
┃    其他(请说明)                      │                                        ┃
┃ │                                        ┃
┠────────────────────┴────────────────────┨
┃合计(亿元人民币)                                                                ┃
┠────────────────────┬─────────                                        ───────────┨
┃投资计划(可另页书写)                  │                                        ┃
┃                                        │                                        ┃
┃产品名称、募集方式、投资范围、投资策略、│                                        ┃ ┃ Baseline investment, trading securities, primarily die-│┃┃, the fees and charges denominated currency, purchase frequency, │┃┃ and frequency of information disclosure, │                                              ┃
┠────────────────────┼────────────────────┨
┃申请额度(亿美元)                      │                                        ┃
┠────────────────────┴────────────────────┨
┃二、申请人境外证券投资负责人基本情况                                                                                  ┃
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┃                                                                                  ┃
┃                                        ┃
┃投资负责人                                                                        ┃
┠────────────────────┬────────────────────┨
┃                                        │姓名、性别、出生年月日、出生地、国籍、身┃
┃个人基本信息                            │份证件及号码、主要社会关系              ┃
┃                                        │                                        ┃
┃                                        │┃┃│ Agency name, country or region, city, Office, gang ┃ ┃ major experience (starting from recent experience) │ responsibility, key performance ┃ ┃ │                                        ┃

┃                                        │                                        ┃
┃                                        │从最近从业经历开始,时间起止到年月,内容┃
┃                                        │包括:时间、机构名称、国家或地区、城                                        City, ┃┃│ full-time or part-time and professional direction, degree, graduation certificate ┃ ┃ achieved education (starting from recent experience) │ book or training certificate, ┃┃│ ┃
┃                                        │                                        ┃
┃专业职称                                │时间、职称全名、颁发机构名称、地址      ┃
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┃营销负责人(内容要求同                                                        上)                                                        ┃
┃                                                                                  ┃
┃营运负责人(内容要求同上)

┃                                                                                  ┃
┃合规负责人(内容要求同上)                                                        ┃
┠─────────────────────────────────────────┨                                          ┃ Three, and applicants statement ┃ ┠-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the-the ┨ ┃ this applicants Board guarantee this application table by fill content not exists any false records, and errors road sex statement or major missed, and internal ┃ ┃ capacity of authenticity, and accuracy and integrity bear legal responsibility.                                                                                  ┃
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┃                                                                                  ┃

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┃申请人法定代表人或授权代表签章                                                    ┃
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