Provisions for the Implementation of the «Measures for Pilot Projects for Securities Investment in China by Renminbi Qualified Foreign Institutional Investors»
关于实施《人民币合格境外机构投资者境内证券投资试点办法》的规定
The Provisions expand the scope of RQFIIs to also include Hong Kong subsidiaries of commercial banks and insurance companies, as well as financial institutions incorporated and with a principal place of business in Hong Kong. The requirement that 80% of the proceeds be invested in fixed-return securities is also lifted.
(Issued by the China Securities Regulatory Commission on, and effective as of, March 1 2013.)
(中国证券监督管理委员会于二零一三年三月一日公布施行。)
CSRC Announcement [2013] No.14
We hereby set forth the following provisions on issues relevant to the implementation of the Measures for Pilot Projects for Securities Investment in China by Renminbi Qualified Foreign Institutional Investors in order to duly carry out the work associated with securities investment in China by renminbi qualified foreign institutional investors (RQFIIs):
证监会公告 [2013] 14号
1. When applying for RQFII qualifications, the place of registration, business qualifications, etc. shall satisfy the following conditions:
(1) being a Hong Kong subsidiary of a fund management company, securities company, commercial bank, insurance company, etc. in China or being a financial institution whose place of registration and principal place of business is Hong Kong; and
(2) having secured asset management business qualifications from the Hong Kong securities regulator and having commenced asset management business.
为做好人民币合格境外机构投资者（以下简称人民币合格投资者）境内证券投资试点工作，现就实施《人民币合格境外机构投资者境内证券投资试点办法》的有关问题规定如下：
2. To apply for RQFII qualifications, the following application documents shall be submitted to the China Securities Regulatory Commission (the CSRC) by its custodian in China:
(1) a written application that shall include the reason for the application, the basic particulars of the applicant, the plan for securities investment in China, etc. with an undertaking as to the truthfulness, accuracy, completeness and compliance of the application materials;
一、申请人民币合格投资者资格的，注册地、业务资格等应当符合下列条件：
(2) a photocopy of the institution's registration certificate;
(3) a photocopy of the business permit issued by the regulator of the residing place;
（一）境内基金管理公司、证券公司、商业银行、保险公司等香港子公司，或者注册地及主要经营地在香港地区的金融机构；
(4) proof that the principal personnel satisfy the relevant professional qualification requirements of the residing country or region;
(5) proof of not having been subjected to major penalties by the regulator of the residing place in the past three years or since establishment;
（二）在香港证券监管部门取得资产管理业务资格，并已经开展资产管理业务。
(6) an account of the source of funds and the plan for securities investment in China;
(7) the audited financial statements for the last year;
二、申请人民币合格投资者资格，应当通过境内托管人向中国证券监督管理委员会（以下简称中国证监会）报送下列申请文件：
(8) the power of attorney of its custodian in China; and
(9) other documents as requested by the CSRC.
（一）申请报告，包括申请原因、申请人基本情况、境内证券投资计划等，并对申请材料的真实性、准确性、完整性、合规性做出承诺；
The “account of the source of funds and the plan for securities investment in China” in Item (6) shall include the following information: source of funds, the investment limit to be applied for, details of the fund(s) or product(s) to be offered, asset allocation, the investment research team, compliance monitoring and other back office operation arrangements, custodians in China and overseas, securities companies acting as agents in the trading of securities, etc.
The aforementioned application documents shall include one original and one duplicate. Where a photocopy of an application document needs to be submitted, it shall be verified against the original for consistency. If application materials are in English, a complete Chinese translation shall be provided. As for financial statements, only the auditor's opinion and the main statements need be translated.
（二）机构注册证书复印件；
3. An RQFII shall submit its official custody agreement to the CSRC within five working days of opening its renminbi accounts.
4. An RQFII shall entrust its custodian in China to apply to the China Securities Depository and Clearing Corporation Limited (SD&C) to open securities accounts for it. An RQFII may open multiple securities accounts and the securities accounts that it applies to open shall correspond with its approved renminbi accounts.
（三）所在地监管部门颁发的业务许可证书复印件；
An RQFII shall open and use its securities accounts in accordance with the business rules of the SD&C and shall be responsible for the management of such accounts.
5. An RQFII may invest in the following renminbi financial instruments within its approved investment limit:
（四）主要人员符合所在国家或地区有关从业资格要求的证明；
(1) stocks, bonds and warrants traded or transferred on a stock exchange;
(2) fixed-return products traded on the interbank bond market;
（五）最近3年或者自成立起未受到所在地监管部门重大处罚的证明；
(3) securities investment funds;
(4) stock index futures; and
（六）资金来源说明及境内证券投资计划；
(5) other financial instruments as permitted by the CSRC.
An RQFII may participate in the purchase of new share offerings, offerings of convertible bonds, additional share offerings and rights issuances.
（七）最近1年经审计的财务报表；
6. The securities investments in China by overseas investors shall comply with the following shareholding percentage restrictions:
(1) the shareholding percentage of a single overseas investor in a single listed company may not exceed 10% of the total number of shares of the listed company; and
（八）对境内托管人的授权委托书；
(2) the total percentage of the holdings of the A shares of a single listed company by all overseas investors may not exceed 30% of the total number of shares of the listed company.
The strategic investment made in a listed company by an overseas investor pursuant to the Measures for the Administration of Strategic Investments in Listed Companies by Foreign Investors shall not be subject to the foregoing shareholding percentage limitations.
（九）中国证监会要求的其他文件。
7. If an RQFII's securities investments in China reach the level where information disclosure is required, it, as a person with an information disclosure obligation, shall submit such information to the stock exchange.
8. Each RQFII may appoint not more than three securities companies in China to trade securities on each of the Shanghai and Shenzhen Stock Exchanges.
第（六）项“资金来源说明及境内证券投资计划”应当包括以下内容：资金来源、拟申请投资额度、拟发行基金或产品情况、资产配置、投资研究团队、合规监察及其他后台运营安排、境内外托管人、代理买卖证券的证券公司等。
9. These Provisions shall be effective as of the date of issuance. The Provisions for the Implementation of the «Measures for Pilot Projects for Securities Investment in China by the Renminbi Qualified Foreign Institutional Investors of Fund Management Companies and Securities Companies» (CSRC Announcement [2011] No.37) issued on December 16 2011 shall be repealed simultaneously.
clp reference:3700/13.03.01(2)prc reference:证监会公告 [2013] 14号promulgated:2013-03-01effective:2013-03-01This premium content is reserved for
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