中国人民银行、中国银行业监督管理委员会、中国证券监督管理委员会公告[2005]第4号

（Promulgated by the People‘s Bank of China， China Banking Regulatory Commission and China Securities Regulatory Commission on 20 February 2005 and effective as of the same date.）

颁布日期：20050220 　实施日期：20050220 　颁布单位：中国人民银行、 中国银行业监督管理委员会、 中国证券监督管理委员会

PART ONE　GENERAL PROVISIONS

Article 1　These Procedures have been formulated in accordance with laws and regulations such as the PRC， Company Law， the PRC， Securities Investment Funds Law， the PRC， People‘s Bank of China Law， the PRC， Banking Regulation Law and the PRC， Commercial Banking Law in order to implement the State Council， Promoting the Reform and Opening Up and the Stable Development of the Capital Market Several Opinions （Guo Fa [2004] No. 3） and ensure the smooth implementation of the pilot projects for the establishment of fund management companies by commercial banks.

Article 2　For the purposes of these Procedures， the term “commercial banks” shall mean State-owned commercial banks and share system commercial banks established in the People‘s Republic of China upon approval of the China Banking Regulatory Commission （CBRC）。

Article 3　For the purposes of these Procedures， the term “fund management companies” shall mean enterprise legal persons established in the People‘s Republic of China with direct capital contribution from commercial banks as major shareholders and upon approval of the China Securities Regulatory Commission （CSRC） to engage in fund management business.

Article 4　Fund management companies established by commercial banks shall raise and manage funds in accordance with the scope of business stipulated in the PRC， Securities Investment Funds Law. During the initial pilot project period， they may raise and manage money market funds and bond funds and invest in fixed income securities， and may also raise and manage other types of funds.

Article 5　The People‘s Bank of China shall， in conjunction with the CBRC and the CSRC， be responsible for the overall coordination of the establishment of fund management companies by commercial banks.

PART TWO　APPLICATION PROCEDURE FOR EXAMINATION AND APPROVAL

Article 6　Commercial banks that apply to invest in a fund management company shall submit materials to the CBRC in accordance with the relevant provisions of the CBRC， and shall at the same time submit a duplicate of the same to the People‘s Bank of China during the pilot project period. The CBRC shall examine the qualification of the commercial bank for investing in investment fund management company for the purpose of regulating the overall risks of the commercial bank， and shall issue a regulatory opinion that permits external investment by the commercial bank according to law.

Article 7　Commercial banks that are issued with the regulatory opinion of the CBRC agreeing to investment in a fund management company shall， in accordance with the Administration of Securities Investment Fund Management Companies Procedures and other relevant laws and regulations， submit to the CSRC the materials relevant to the establishment of fund management company. The CSRC shall carry out examination and approval according to law.

During the pilot project period， commercial banks shall at the same time submit a duplicate of the materials relevant to the establishment of fund management company to the People‘s Bank of China.

Article 8　Commercial banks are encouraged to establish fund management companies by means of equity diversification.

Article 9　In addition to the clauses stipulated herein， the conditions and shareholder qualification in respect of fund management companies established by commercial banks shall comply with the relevant provisions of the Administration of Securities Investment Fund Management Companies Procedures.

PART THREE　RISK CONTROL

Article 10　Fund management companies established by commercial banks shall set up sound corporate governance structure. Commercial banks shall， in strict adherence to the principle of “segregation of business between legal persons”， set up an effective risk segregation system between themselves and the fund management company established with their capital contribution and report such system to the CBRC for record filing.

Article 11　Commercial banks shall assume limited liability for the fund management company they establish to the extent of the amount of their capital contribution and exercise shareholders‘ rights through the shareholders’ meeting of the fund management company， and may not bypass the shareholders‘ meeting and the board of directors to interfere with the operation and management of the company.

Article 12　Commercial banks and the fund management company they establish shall not， in violation of State provisions， mutually exchange the information and details of the clients， and the business transactions between them shall not prejudice the legitimate and lawful rights and interests of clients.

Article 13　The working personnel of the fund management company established by a commercial bank must terminate their payroll and labour contract relationship with the commercial bank， and may not concurrently hold positions in the other‘s organizations. The senior management personnel of fund management companies shall satisfy the relevant provisions of the Administration of Securities Investment Fund Management Companies Procedures.

Article 14　The fund assets managed by the fund management company established by a commercial bank shall not be used to purchase the negotiable securities issued by its shareholders or underwritten by its shareholders during the underwriting period.

Article 15　If a commercial bank provides financing support to the funds managed by the fund management company， it shall comply with the relevant State provisions.

Article 16　Commercial banks may not act as a custodian for the funds managed by the fund management company it establishes.

Article 17　Commercial banks may sell the funds issued by the fund management company they establish as an agent， but may not offer more favourable terms than those for transactions of the same kind with non-affiliated third parties in arrangement of sales period， the rates of service charge and participation in development of fund products， discriminate against other funds sold on an agency basis， or engage in inappropriate acts of selling and unfair competition.

Article 18　Commercial banks may not enter into transactions with the fund management company they establish in the interbank bond market on terms more favourable than those offered in transactions of the same kind with non-affiliated third parties.

Article 19　The implementing rules for affiliated transactions between commercial banks and the fund management companies they establish shall be formulated jointly by the CBRC and the CSRC.

The fund management companies established by commercial banks and the commercial banks that establish fund management companies shall carry out information disclosure in accordance with the relevant provisions of the CSRC and the CBRC respectively.

PART FOUR　SUPERVISION AND ADMINISTRATION

Article 20　The types of funds raised by fund management companies established by commercial banks shall be verified and approved by the CSRC.

Article 21　The CBRC shall formulate the relevant risk control regulatory indices and measurement standards for commercial banks that establish fund management companies， and implement regulation on their consolidated balance sheets.

Article 22　The CSRC shall implement regulation of fund management companies established by commercial banks and the funds raised and managed by them in accordance with the law to ensure that fund assets are used in a lawful manner and that the lawful rights and interests of fund shareholders are not harmed.

Article 23　The People‘s Bank of China shall carry out record filing and regulation of the entry of the fund management companies established by commercial banks into the national interbank bond market in accordance with the law.

Article 24　Fund management companies established by commercial banks and commercial banks that establish fund management companies shall submit materials respectively in accordance with the relevant provisions of the CSRC and the CBRC， and shall submit a duplicate of the materials to the People‘s Bank of China during the pilot project period.

Article 25　The People‘s Bank of China， the CBRC and the CSRC shall circulate relevant information to one another in a timely manner and set up a regulatory information sharing system in the course of implementation of regulation of fund management companies established by commercial banks according to law.

PART FIVE　SUPPLEMENTARY PROVISIONS

Article 26　Takeover of fund management companies by commercial banks shall be handled by reference to these Procedures.

Article 27　The People‘s Bank of China， the CBRC and the CSRC shall jointly select the banks for pilot project， and shall jointly determine the arrangement of pilot project work upon consultation in accordance with the status of the pilot project and the needs of market development.

Article 28　The People‘s Bank of China， the CBRC and the CSRC shall be jointly responsible for interpreting these Procedures.

Article 29　These Procedures shall be implemented as of 20 February 2005.