Administration of Stock Investments by Insurance Institutional Investors Tentative Procedures
保险机构投资者股票投资管理暂行办法
The Procedures allow insurance companies and insurance asset management companies to directly purchase and trade renminbi-denominated common stock, and to directly purchase convertible corporate bonds and other specified investment product.
(Promulgated by the China Insurance Regulatory Commission and the China Securities Regulatory Commission on, and effective as of, October 24 2004.)
(中国保险监督管理委员会、中国证券监督管理委员会于二零零四年十月二十四日公布，自公布之日起施行。)
Order of the CIRC [2004] No.12
PART ONE: GENERAL PROVISIONS
保监会令2004年第12号
Article 1: These Procedures are formulated in accordance with the PRC Insurance Law, the PRC Securities Law and other laws and administrative regulations, in order to strengthen the administration of stock investments operations of insurance institutional investors, standardize investment activities, protect against investment risks and safeguard the interest of the insured.
第一章 总则
Article 2: For the purposes of these Procedures, the term "insurance institutional investor" means an insurance company or insurance asset management company that meets the conditions stipulated by the China Insurance Regulatory Commission (CIRC) and engages in stock investments. These Procedures shall apply to stock investments by insurance group companies and insurance holding companies.
For the purposes of these Procedures, the term "stock investment" means an act whereby an insurance institutional investor engages in, or entrusts a qualified institution to engage in, the trading of stocks, convertible corporate bonds and other stock market products.
第一条为了加强保险机构投资者股票投资业务的管理，规范投资行为，防范投资风险，保障被保险人利益，根据《中华人民共和国保险法》和《中华人民共和国证券法》等法律、行政法规，制定本办法。
For the purposes of these Procedures, the term "custody of stock assets" means an act whereby an insurance company, in accordance with the relevant stipulations of the CIRC, signs a custodian agreement with a commercial bank or other professional financial institutions, entrusting it to keep custody of stocks and stock investment funds and take charge of the clearing and settlement, asset valuation, investment supervision and other matters.
Article 3: Insurance institutional investors engaging in stock investments shall establish independent custodian mechanisms; comply with the principles of prudence, security and appreciation; independently operate and assume risks; and assume sole responsibility for its profits and losses.
第二条本办法所称保险机构投资者是指符合中国保险监督管理委员会(以下简称中国保监会)规定的条件，从事股票投资的保险公司和保险资产管理公司。保险集团公司、保险控股公司从事股票投资，适用本办法。
Article 4: The CIRC and the China Securities Regulatory Commission (CSRC) shall, according to their respective functions, regulate the stock investment activities of insurance institutional investors.
PART TWO: QUALIFICATIONS AND CONDITIONS
本办法所称股票投资是指保险机构投资者从事或者委托符合规定的机构从事股票、可转换公司债券等股票市场产品交易的行为。
Article 5: An insurance asset management company entrusted with investment in stocks shall meet the following conditions:
(1) having an internal management system and risk control system in compliance with the Risk Control Guidelines for Utilization of Insurance Funds;
本办法所称股票资产托管是指保险公司根据中国保监会的有关规定，与商业银行或者其他专业金融机构签订托管协议，委托其保管股票和投资股票的资金，负责清算交割、资产估值、投资监督等事务的行为。
(2) having an independent trading department;
(3) having relevant senior management personnel and principal business personnel who meet the conditions stipulated in these Procedures;
第三条 保险机构投资者投资股票，应当建立独立的托管机制，遵循审慎、安全、增值的原则，自主经营、自担风险、自负盈亏。
(4) having a professional investment analysis system and a risk control system; and
(5) other conditions as stipulated by the CIRC.
第四条中国保监会、中国证券监督管理委员会(以下简称中国证监会)依据各自职责对保险机构投资者从事股票投资的活动实施监督管理。
Article 6: An insurance company that meets the following conditions may, subject to approval of the CIRC, entrust a relevant insurance asset management company that meets the conditions stipulated in Article 5 hereof to engage in stock investments:
(1) having a solvency margin that meets the relevant stipulations of the CIRC;
第二章 资格条件
(2) having an internal management system and risk control system in compliance with the Risk Control Guidelines for Utilization of Insurance Funds;
(3) having a special department for entrustment of insurance funds;
第五条 保险资产管理公司接受委托从事股票投资，应当符合下列条件：
(4) having relevant senior management personnel and principal business personnel who meet the conditions stipulated in these Procedures;
(5) having established a mechanism for custody of stock assets;
(一)内部管理制度和风险控制制度符合《保险资金运用风险控制指引》的规定；
(6) no record of investments that seriously violate laws or regulations in the most recent three years; and
(7) other conditions as stipulated by the CIRC.
(二)设有独立的交易部门；
Article 7: An insurance company that meets the following conditions may, subject to approval of the CIRC, directly engage in stock investments:
(1) having a solvency margin that meets the relevant stipulations of the CIRC;
(三)相关的高级管理人员和主要业务人员符合本办法规定条件；
(2) having an internal management system and risk control system in compliance with the Risk Control Guidelines for Utilization of Insurance Funds;
(3) having a professional funds utilization department;
(四)具有专业的投资分析系统和风险控制系统；
(4) having an independent trading department;
(5) having established a mechanism for custody of stock assets;
(五)中国保监会规定的其他条件。
(6) having relevant senior management personnel and principal business personnel who meet the conditions stipulated in these Procedures;
(7) having a professional investment analysis system and a risk control system;
第六条 符合下列条件的保险公司，经中国保监会批准，可以委托符合本办法第五条规定条件的相关保险资产管理公司从事股票投资：
(8) no record of investments that seriously violate laws or regulations in the most recent three years; and
(9) other conditions as stipulated by the CIRC.
(一)偿付能力额度符合中国保监会的有关规定；
Article 8: An insurance company applying to directly engage in or entrust an insurance asset management company to engage in stock investments shall submit to the CIRC the following documents and materials in triplicate:
(1) application letter;
(二)内部管理制度和风险控制制度符合《保险资金运用风险控制指引》的规定；
(2) resolution of the board of directors regarding investment in stocks;
(3) details on the internal management system, risk control system and internal organizational structure;
(三)设有专门负责保险资金委托事务的部门；
(4) relevant materials of the stock asset custodian and draft of the custodian agreement;
(5) name list and curriculum vitae of the relevant senior management personnel and principal business personnel;
(四)相关的高级管理人员和主要业务人员符合本办法规定条件；
(6) financial statements of the company audited by an accounting firm for the most recent three years;
(7) current trading seat, securities account and funds account;
(五)建立了股票资产托管机制；
(8) stock investment strategies, specifying at least the stock investment tenets, investment purposes as well as investment portfolio and direction; and
(9) other documents and materials stipulated by the CIRC to be submitted.
(六)最近3年无重大违法、违规投资记录；
If an insurance company is applying to directly engage in stock investments, it shall also submit materials specifying its investment analysis system and risk control system.
Article 9: The CIRC shall examine an insurance company's application to directly engage in or entrust an insurance asset management company to engage in stock investments, and shall, within 20 days from the day the complete application documents and materials are received, render a decision on whether or not to approve the application. Where the decision is rendered not to approve the application, the CIRC shall notify the applicant in writing and provide reasons therefor.
(七)中国保监会规定的其他条件。
If the CIRC deems necessary, it may conduct an expert appraisal of the application, and notify the applicant in writing regarding the time required for such expert appraisal.
Article 10: An insurance company directly engaging in stock investments shall, within 10 days after completing the relevant procedure for stock investments, submit to the CIRC the final custodian agreement, the criteria for investment performance appraisal and relevant materials regarding the trading seat, securities account and funds account.
第七条 符合下列条件的保险公司，经中国保监会批准，可以直接从事股票投资：
An insurance company that entrusts an insurance asset management company to engage in stock investments shall, within 10 days after completing the relevant procedure for the stock investment, submit to the CIRC the entrustment agreement, final custodian agreement, investment guideline, the criteria for investment performance appraisal and relevant materials regarding the trading seat, securities account and funds account.
Where there are amendments to the contents of the materials stipulated in the preceding two paragraphs, the insurance company shall, within five days after completing the amendment procedure, report such amendments to the CIRC.
(一)偿付能力额度符合中国保监会的有关规定；
The insurance company shall, at the same time, copy to the CSRC the materials regarding the trading seat, securities account and funds account.
PART THREE: INVESTMENT SCOPE AND RATIO
(二)内部管理制度和风险控制制度符合《保险资金运用风险控制指引》的规定；
Article 11: The stock investments of insurance institutional investors shall be limited to the following products:
(1) renminbi ordinary stocks;
(三)设有专业的资金运用部门；
(2) convertible corporate bonds; and
(3) other investment products stipulated by the CIRC.
(四)设有独立的交易部门；
The term "renminbi ordinary stocks" referred to in Item (1) of the preceding paragraph shall mean stocks that are publicly issued, listed and circulated within the territory of China, and are subscribed to and traded in renminbi.
Article 12: Insurance institutional investors may invest in stocks in the following manners:
(五)建立了股票资产托管机制；
(1) purchase in the primary market, including direct market purchase, on-line and/or off-line purchase, strategic investor purchase, etc; or
(2) trading in the secondary market.
(六)相关的高级管理人员和主要业务人员符合本办法规定的条件；
Article 13: Stocks in a listed company held by an insurance institutional investor shall not attain 30% of the said listed company's renminbi ordinary stocks.
The CIRC shall issue separate stipulations governing the specific ratios of an insurance institutional investor's stock investments.
(七)具有专业的投资分析系统和风险控制系统；
An insurance asset management company shall not use its own funds to engage in stock investments.
Article 14: An insurance institutional investor shall not invest in the following types of renminbi ordinary stocks:
(八)最近3年无重大违法、违规投资记录；
(1) stocks that have been placed under "special treatment" or "special treatment with a warning of the risk of termination of listing", or whose listing has already been terminated by the stock exchange;
(2) stocks whose prices have risen over 100% during the past 12 months;
(九)中国保监会规定的其他条件。
(3) stocks that are under suspicion of being manipulated;
(4) stocks of listed companies whose financial statements of the most recent fiscal year have been rendered a disclaimer of opinion or a qualified opinion by an accounting firm;
第八条 保险公司申请直接或者委托保险资产管理公司从事股票投资，应当向中国保监会提交下列文件和材料一式三份：
(5) stocks of listed companies whose disclosed results show profit plunge, serious losses or probability of serious losses in the future;
(6) stocks of listed companies that have disclosed that they are currently being investigated by regulatory departments or have been seriously penalized by regulatory departments in the most recent year; and
(一)申请书；
(7) other types of stocks stipulated by the CIRC.
Article 15: The balance of an insurance institutional investor's investments in convertible corporate bonds shall be included in the balance of investments in enterprise bonds, and shall comply with the relevant stipulations of the Administration of Investments in Enterprise Bonds by Insurance Companies Tentative Procedures.
(二)关于股票投资的董事会决议；
Convertible corporate bonds held by an insurance company that are converted into stocks shall be included in the balance of investments in renminbi ordinary stocks based on the cost price, and shall comply with the relevant stipulations of the CIRC on stock investment ratios.
Article 16: The ratio of stock investments of an investment account established by an insurance institutional investor for investment-linked insurance may be 100%.
(三)内部管理制度、风险控制制度和内部机构设置情况；
The ratio of stock investments of an investment account established by an insurance institutional investor for universal life insurance shall not exceed 80%.
The ratio of stock investments of independent accounts established by an insurance institutional investor for other insurance products shall not exceed that prescribed in relevant stipulations of the CIRC.
(四)股票资产托管人的有关材料和托管协议草案；
The ratio of stock investments of independent accounts established by an insurance institutional investor for the abovementioned insurance products shall not exceed the specific ratios prescribed in the insurance policy provisions.
PART FOUR: CUSTODY OF ASSETS
(五)相关的高级管理人员和主要业务人员名单及简历；
Article 17: When selecting a custodian for stock assets, an insurance company shall select a commercial bank or other professional financial institutions that meet the conditions stipulated by the Custody of Stock Assets of Insurance Companies Guidelines.
Article 18: A custodian for the stock assets of an insurance company shall fulfil the following obligations:
(六)最近3年经会计师事务所审计的公司财务报表；
(1) take funds and stock assets of the insurance company into safe custody;
(2) complete clearing and settlement matters in a timely manner according to the instructions of the insurance company or insurance asset management company;
(七)现有的交易席位、证券账户及资金账户；
(3) supervise the investment operation of the insurance company or insurance asset management company;
(4) value the stock assets of the insurance company under its custody;
(八)股票投资策略，至少应当说明股票投资的理念、投资目标以及投资组合方向；
(5) provide periodic reports on the custody of the stock assets to the insurance company or insurance asset management company;
(6) submit relevant data regarding stock assets, and provide regular and ad hoc reports on such matters as risk evaluation and performance appraisal regarding stock assets to the CIRC in accordance with the regulatory requirements of the CIRC;
(九)中国保监会规定提供的其他文件和材料。
(7) maintain complete records, account books, statements and other relevant materials of stock asset custody activities; certificates, transaction records, contracts and other important information relevant to custody of stock assets shall be kept for at least 15 years; and
(8) other obligations as stipulated by the CIRC.
保险公司申请直接从事股票投资的，还应当提交有关投资分析系统和风险控制系统的说明。
Article 19: A custodian for the stock assets of an insurance company shall ensure strict separation between its own assets and the stock assets under its custody, and shall establish relevant separate accounts for different insurance companies for separate management.
Article 20: A custodian for the stock assets of an insurance company shall not:
第九条中国保监会对保险公司直接或者委托保险资产管理公司从事股票投资的申请进行审查，应当自收到完整的申请文件和材料之日起20日内，作出批准或者不予批准的决定。决定不予批准的，应当书面通知申请人并说明理由。
(1) merge the management of the stock assets of the insurance company under its custody with its own assets;
(2) merge the management of the stock assets of the insurance company under its custody with other entrusted assets;
中国保监会认为必要时，可以对保险公司的申请事项进行专家评审，并将专家评审所需时间书面告知保险公司。
(3) merge the management of the stock assets of different insurance companies under its custody;
(4) misappropriate the stock assets of the insurance company under its custody;
第十条保险公司直接从事股票投资的，应当在办理股票投资相关手续后10日内，将正式托管协议、投资业绩衡量基准以及有关交易席位、证券账户和资金账户的材料报送中国保监会。
(5) use the stock assets of the insurance company under its custody and relevant information for its own or a third party's benefit;
(6) contravene laws, administrative regulations, relevant state provisions or the custodian agreement; or
保险公司委托相关保险资产管理公司从事股票投资的，应当在办理股票投资相关手续后10日内，将委托协议、正式托管协议、投资指引、投资业绩衡量基准以及有关交易席位、证券账户和资金账户的材料报送中国保监会。
(7) conduct other prohibited acts stipulated by the CIRC.
Article 21: An insurance company shall sign a custodian agreement with the custodian of its stock assets. The custodian agreement shall specify the following:
前两款规定的内容发生变更的，保险公司应当在办理变更手续后5日内报告中国保监会。
(1) the obligations of the custodian of stock assets as stipulated in Articles 18, 19 and 20 hereof; and
(2) if the custodian of stock assets contravenes the obligations stipulated in Item (1) hereof and the CIRC requires the insurance company to change the custodian of its stock assets, the insurance company shall have the right to terminate the custodian agreement early.
保险公司应当将有关交易席位、证券账户和资金账户的材料，同时抄报中国证监会。
Article 22: Where a custodian of stock assets has been lawfully dissolved, shut down or declared bankrupt, stock assets of an insurance company under its custody shall not be included in the scope of liquidated assets.
PART FIVE: PROHIBITED ACTS OF INSURANCE INSTITUTIONAL INVESTORS
第三章 投资范围和比例
Article 23: The scope and ratio of stock investments of an insurance institutional investor shall not exceed the relevant stipulations of the CIRC.
Article 24: The stock investment decision-making, research, trading and liquidation management personnel and other relevant personnel of an insurance institutional investor shall not engage in insider trading.
第十一条 保险机构投资者的股票投资限于下列品种：
The term "insider trading" referred to in the preceding paragraph shall be determined in accordance with the stipulations of the PRC Securities Law and the Prohibition of Securities Fraud Tentative Procedures.
Article 25: An insurance institutional investor that engages in stock investments shall not:
(一)人民币普通股票；
(1) transfer profits between securities accounts of insurance funds of different natures;
(2) take illegal Procedures to finance the purchase of stocks; or
(二)可转换公司债券；
(3) conduct other acts prohibited by the CIRC.
Article 26: An insurance institutional investor shall not employ the following methods to obtain undue benefits or transfer risks:
(三)中国保监会规定的其他投资品种。
(1) separately, or in conspiracy, combine the advantages in funds and shareholdings or make use of the advantage in information to engage in joint or continuous sale and purchase and manipulate the trading prices of securities;
(2) in collusion with other parties, engage in reciprocal securities trading or reciprocal sale and purchase of securities not held by them at a pre-determined time and price and by a pre-determined method, to influence the trading price or trading volume of securities;
前款第(一)项所称人民币普通股票是指在我国境内公开发行并上市流通，以人民币认购和交易的股票。
(3) with oneself as a trading party, engage in self sale and purchase that do not transfer the ownership to influence the trading price or trading volume of securities; or
(4) employ other methods to manipulate the trading price of securities.
第十二条 保险机构投资者的股票投资可以采用下列方式：
Article 27: Where a listed company holds, directly or indirectly, 10% or more of shares in an insurance institutional investor, the insurance institutional investor shall not invest in the stocks of the said listed company or its affiliated companies.
Article 28: Insurance institutional investors, custodians of stock assets, securities institutions and other securities intermediaries shall not fabricate false transaction records, financial information or other materials.
(一)一级市场申购，包括市值配售、网上网下申购、以战略投资者身份参与配售等；
Article 29: An insurance company shall not entrust other institutions apart from an insurance asset management company to engage in stock investments, except as otherwise stipulated by the CIRC.
PART SIX: RISK CONTROL
(二)二级市场交易。
Article 30: An insurance institutional investor shall have long-term investment and value investment tenets, optimize asset allocation and spread investment risks.
Article 31: An insurance institutional investor shall comply with the Risk Control Guidelines for Utilization of Insurance Funds, and establish a sound risk control system for stock investments.
第十三条 保险机构投资者持有一家上市公司的股票不得达到该上市公司人民币普通股票的30%。
Article 32: The risk control system for stock investments of an insurance institutional investor shall at least include the following:
(1) investment decision-making procedure;
保险机构投资者投资股票的具体比例，由中国保监会另行规定。
(2) investment authorization system;
(3) research reporting system;
保险资产管理公司不得运用自有资金进行股票投资。
(4) stock range selection system;
(5) risk appraisal and performance assessment indices system;
第十四条 保险机构投资者不得投资下列类型的人民币普通股票：
(6) professional ethics and personal integrity rules; and
(7) contingency mechanism for significant unexpected events.
(一)被交易所实行特别处理、警示存在终止上市风险的特别处理或者已终止上市的；
If an insurance company entrusts an insurance asset management company to engage in stock investments, its risk control system for stock investments shall also at least include a stock custody system.
If an insurance company directly engages in stock investments, its risk control system for stock investments shall also at least include a stock custody system, a stock trading management system and an information management system.
(二)其价格在过去12个月中涨幅超过100%的；
The risk control system for stock investments of an insurance asset management company shall also at least include a stock trading management system and an information management system.
Article 33: An insurance institutional investor shall produce written research reports prior to making the following significant stock investment decisions:
(三)存在被人为操纵嫌疑的；
(1) where the funds invested in a single investment item exceed the amount determined by the insurance institutional investor;
(2) where it affects at least 5% of the assets that may be invested in stocks;
(四)其上市公司最近一年度内财务报表被会计师事务所出具拒绝表示意见或者保留意见的；
(3) where the investment portfolio or investment direction requires significant adjustment;
(4) where the standard for stock range selection requires significant adjustment; and
(五)其上市公司已披露业绩大幅下滑、严重亏损或者未来将出现严重亏损的；
(5) where the risk tolerance level of stock investment requires significant adjustment.
Article 34: In determining the range of stocks that may be invested, an insurance institutional investor shall consider the listed company's governance structure, revenue generating capability, transparency of information, stock liquidity and other indices.
(六)其上市公司已披露正在接受监管部门调查或者最近1年内受到监管部门严重处罚的；
An insurance institutional investor shall invest in stocks within the range of those that may be invested.
Article 35: An insurance institutional investor shall, prior to making the investment, determine the criteria for stock investment performance appraisal by drawing reference to the indices determined by well-performing stocks, blue chip stocks and highly liquid stocks.
(七)中国保监会规定的其他类型股票。
The criteria for stock investment performance appraisal for the insurance industry shall be separately specified by the CIRC.
Article 36: In utilizing the following funds, an insurance institutional investor shall establish separate securities accounts and funds accounts for separate accounting:
第十五条保险机构投资者投资可转换公司债券的余额计入企业债券的投资余额，并应当符合《保险公司投资企业债券管理暂行办法》的相关规定。
(1) funds of traditional insurance products;
(2) funds of participating insurance products;
保险公司持有的可转换公司债券转股的，应当按成本价格计入人民币普通股票的投资余额，并应当符合中国保监会有关股票投资比例的规定。
(3) funds of universal insurance products;
(4) funds of investment-linked insurance products; and
第十六条 保险机构投资者为投资连结保险设立的投资账户，投资股票的比例可以为100%。
(5) funds of other insurance products stipulated by the CIRC to have independent accounting.
Article 37: An insurance asset management company and an insurance company that directly engages in stock investments shall carry out stock transactions through an independent trading seat. Relevant Procedures for administration of independent stock trading seats shall be provided separately.
保险机构投资者为万能寿险设立的投资账户，投资股票的比例不得超过80%。
Article 38: The stock investment transaction instructions of an insurance asset management company and an insurance company that directly engages in stock investments shall be carried out by an independent trading department and full-time trading personnel.
Article 39: An insurance asset management company and an insurance company that directly engages in stock investments shall establish firewalls, position responsibilities, login safeguards, security Procedures and other information management systems.
保险机构投资者为其他保险产品设立的独立核算账户，投资股票的比例，不得超过中国保监会的有关规定。
Article 40: An insurance asset management company and an insurance company that directly engages in stock investments shall standardize their machinery facilities, communications equipment, computer equipment, operating system software, database software and other operational Procedures of the stock trading system.
Article 41: Where an insurance institutional investor elects to carry out stock transactions through the trading seat of a securities institution, the securities institution shall meet the following conditions:
保险机构投资者为上述保险产品设立的独立核算账户，投资股票的比例，不得超过保险条款具体约定的比例。
(1) good financial condition and stable business operations, with a net capital amount of at least Rmb1 billion;
(2) sound internal control system;
第四章 资产托管
(3) having deposited all the clients' transaction and settlement funds with a commercial bank that is qualified to engage in deposit taking of securities transaction and settlement funds;
(4) having established separate settlement reserve accounts for its own transactions and for its clients' transactions respectively with the China Securities Depositary and Clearing Corporation Limited;
第十七条 保险公司选择股票资产托管人，应当选择符合《保险公司股票资产托管指引》规定条件的商业银行或者其他专业金融机构。
(5) having established trading seats for its own transactions and for its clients' transactions respectively at the Shanghai Stock Exchange and Shenzhen Stock Exchange;
(6) having highly effective and secure communication conditions and trading facilities in compliance with the requirements for stock trading, and providing comprehensive information services;
第十八条 保险公司的股票资产托管人，应当履行下列义务：
(7) possessing analytical strengths in the securities market, and being able to provide consultation services in a timely manner;
(8) no record of significant contravention of laws or regulations in the most recent three years, nor having been penalized by the CSRC or been the subject of investigations;
(一)安全保管保险公司的资金和股票资产；
(9) no bad credit record, and no embezzlement or misappropriation of client security monies or securities for the past year;
(10) having provided a written acknowledgement to accept the CIRC's inspection of the insurance institutional investor's trading of stocks, and truthfully providing the CIRC with various information regarding the insurance institutional investor's trading of stocks;
(二)根据保险公司、保险资产管理公司的指令，及时办理清算、交割事宜；
(11) having a local business department that has compliant management, sound operations and comprehensive services; and
(12) other conditions as stipulated by the CIRC.
(三)监督保险公司、保险资产管理公司的投资运作；
Article 42: An insurance institutional investor that elects to carry out stock investment transactions through the seat of the business department of a securities institution shall sign the relevant agreement with the headquarters. The agreement shall specify the obligations of the securities institution as stipulated in Article 41(10) hereof. If the securities institution violates the aforementioned obligations and the CIRC requires the insurance institutional investor to replace the securities institution, the insurance institutional investor shall have the right to terminate the agreement early.
The insurance institutional investor shall, within five days from the date of signing the agreement stipulated in the preceding paragraph, submit a copy of the agreement to the CIRC.
(四)对保险公司托管的股票资产进行估值；
Article 43: An insurance asset management company and an insurance company that directly engages in stock investments shall, during the daily pre-open session, verify the securities balance and funds balance with the stock asset custodian, so as to ensure that such balances are sufficient for settlement.
Article 44: Where any of the circumstances stipulated in Article 14 hereof arises concerning stocks held by an insurance institutional investor, the insurance institutional investor shall formulate a specific solution.
(五)定期向保险公司、保险资产管理公司提供股票资产托管报告；
Article 45: In the event of a change in an insurance company's business condition such that it is no longer in conformity with the requirements stipulated in the Procedures, the insurance company shall be prohibited from increasing its stock holding and shall reduce the ratio of stock investments in accordance with the time limit, methods and other requirements stipulated by the CIRC.
Article 46: An insurance institutional investor shall adopt value at risk and other risk measurement indicators to reveal the risk exposure of stock investments.
(六)根据中国保监会的监管要求，向中国保监会报送股票资产的相关数据，定期和不定期地提供股票资产的风险评估、绩效评估等报告；
Article 47: Allocation of funds and payment of fees between an insurance company and an insurance asset management company, a stock asset custodian or securities institution must adopt the method of bank transfer.
Article 48: The senior management personnel in charge of stock investments of an insurance institutional investor shall possess the following qualifications:
(七)完整保存股票资产托管业务活动的记录、账册、报表和其他相关资料；有关托管股票资产的凭证、交易记录、合同等重要资料应当保存15年以上；
(1) a bachelor's degree or above;
(2) at least five years of work experience in securities or finance;
(八)中国保监会规定的其他义务。
(3) familiarity with the operations of securities investments, and possession of the necessary financial and legal knowledge; and
(4) other qualifications as stipulated by the CIRC.
第十九条保险公司的股票资产托管人必须将其自有资产和受托管理的股票资产严格分开，必须为不同的保险公司分别设置相关账户、分别管理。
Article 49: When making stock investment decisions, the senior management personnel of an insurance institutional investor shall strictly comply with the limits of authority as provided in the company's internal management and risk control systems, and investment decisions made beyond the limits of authority are strictly prohibited.
Article 50: Principal business personnel engaging in stock investments in an insurance institutional investor shall possess the following qualifications:
第二十条 保险公司的股票资产托管人不得有下列行为：
(1) a bachelor's degree or above;
(2) at least three years of work experience in securities or finance;
(一)将保险公司托管的股票资产与其自有资产混合管理;
(3) familiarity with securities business rules and operational Procedures; and
(4) other qualifications as stipulated by the CIRC.
(二)将保险公司托管的股票资产与其他托管资产混合管理;
The term "principal business personnel" referred to in the preceding paragraph shall mean supervisors and key operating personnel engaging in stock investments.
Article 51: The number of principal business personnel engaging in stock investments in an insurance asset management company or an insurance company that directly engages in stock investments shall be commensurate with the scale of stock investments, and such company shall have an appropriate number of researchers in such areas as macroeconomics, industry analysis and financial engineering.
(三)将不同保险公司托管的股票资产混合管理;
An insurance asset management company, or an insurance company that directly engages in stock investments, whose stock assets for utilization amount to Rmb100 million or more shall have at least five principal business personnel engaging in stock investments.
Article 52: A person shall not serve as senior management personnel or principal business personnel in charge of stock investments in an insurance institutional investor if such person:
(四)挪用保险公司托管的股票资产；
(1) was sentenced for such criminal offences as corruption, bribery, expropriation or misappropriation of property, or disrupting the social and economic order;
(2) was subject to administrative penalties or sentenced for such illegalities as gambling, drug abuse, visiting prostitutes or fraud;
(五)利用保险公司托管的股票资产及相关信息为自己或者第三人谋利；
(3) was a member of the senior management personnel of a company or an enterprise that has been in bankruptcy and put into liquidation due to mismanagement and bore the personal liability or direct leadership liability for such bankruptcy, and less than five years have elapsed since the date of completion of the liquidation proceedings;
(4) is currently under investigation by judicial authorities, the disciplinary and supervisory department or the CIRC;
(六)违反法律、行政法规、国家相关规定或者托管协议；
(5) has a comparatively large amount of individual debts that have become overdue and have not been settled; or
(6) has been subject to the decision of a financial supervisory authority that he is not permitted to hold an office in a financial institution, and such time period has not yet expired.
(七)中国保监会规定的其他禁止行为。
PART SEVEN: SUPERVISION AND ADMINISTRATION
Article 53: The CIRC and the CSRC shall, in accordance with their respective responsibilities, carry out inspections on stock investments by insurance institutional investors.
第二十一条 保险公司应当与股票资产托管人签订托管协议。托管协议必须载明下列内容：
The CIRC may appoint accounting firms and other intermediaries to carry out inspections on stock investments by insurance institutional investors.
Article 54: An insurance institutional investor shall, in accordance with the provisions, submit the following statements, reports and other documents to the CIRC:
(一)本办法第十八条、第十九条和第二十条规定的股票资产托管人的义务；
(1) criteria for stock investment performance appraisal;
(2) methods for calculating risk indicators and the details of the use thereof; and
(二)股票资产托管人违反本条第(一)项规定的义务、中国保监会要求保险公司更换股票资产托管人的，保险公司有权提前终止托管协议。
(3) statements related to stock investments.
The content of statements and reports as stipulated in the preceding paragraph, as well as their submission method shall be provided separately by the CIRC.
第二十二条 股票资产托管人依法解散、撤销或者破产的，其托管保险公司的股票资产不得列入清算资产范围。
Article 55: An insurance institutional investor shall disclose information related to stock investments in accordance with the method provided by the CIRC.
Article 56: An insurance institutional investor engaging in stock investments shall comply with laws, administrative regulations and relevant state provisions, and accept the regulation of the CSRC over its market transactions.
第五章 保险机构投资者的禁止行为
Article 57: Where an insurance institutional investor violates laws, administrative regulations or relevant stipulations of the CIRC, the CIRC may conduct regulatory discussions or interrogations with its relevant senior management personnel or principal business personnel. In serious cases, a warning, fine or an order of replacement may be issued in accordance with the law.
Article 58: Where an insurance institutional investor violates laws, administrative regulations or relevant stipulations, the CIRC and the CSRC may impose administrative penalties in accordance with the law.
第二十三条 保险机构投资者股票投资的范围和比例不得超出中国保监会的有关规定。
Article 59: Where a stock asset custodian or a securities institution as specified in these Procedures violates laws, administrative regulations or relevant state provisions, administrative penalties shall be imposed by the relevant regulatory departments in according to their respective authority and regulatory responsibilities.
Where there is a serious violation of these Procedures by a stock asset custodian or a securities institution as referred to in the preceding paragraph, the CIRC may order the insurance institutional investor to replace its insurance asset custodian or securities institution.
第二十四条 保险机构投资者的股票投资决策、研究、交易、清算管理人员及其他相关人员不得从事内幕交易。
PART EIGHT: SUPPLEMENTARY PROVISIONS
Article 60: For the purposes of the Procedures, the term "day" shall mean a working day and shall not include any statutory holidays.
前款所称内幕交易行为，依据《中华人民共和国证券法》及《禁止证券欺诈行为暂行办法》的规定认定。
Article 61: These Procedures shall come into effect as of the date of promulgation.
1 Translation provided by Boss & Young, Attorneys at Law. All rights reserved.
clp reference:3910/04.10.24prc reference:保监会令2004年第12号promulgated:2004-10-24effective:2004-10-24第二十五条 保险机构投资者从事股票投资，不得有下列行为：
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