设立境外中国产业投资基金管理办法_法律英语

设立境外中国产业投资基金管理办法

文章来源：文章作者：发布时间：2007-05-11 06:17 字体： [大中小]　进入论坛

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（Approved by the State Council on August 11， 1995， and promulgated¹ by Decree No. 1 of the People's Bank of China on September 6， 1995）
颁布日期：19950906 　实施日期：19950906 　颁布单位：中国人民银行

　　Article 1 These measures are enacted² to meet the needs of opening-up to the outside world and economic development， and to strengthen and improve control over the establishment of overseas funds for investment in Chinese industry.

　　Article 2 The overseas funds for investment in Chinese industry as referred to in these Measures （hereinafter referred to as overseas investment funds） denote investment funds inside China whose promoters are financial institutions which are not banks or institutions which are not financial， as well as investment funds whose promoters are overseas institutions holding Chinese funds （hereinafter referred to as Chinese funded institutions）， these funds shall be established by these promoters on their own or together with other overseas institutions， and shall be registered and raise money overseas， their main investment is to be in industrial programmes inside China. The promoter in these Measures refers to Chinese funded institutions who establish overseas investment funds and who bear legal responsibility for the truthfulness³， accuracy and comprehensiveness of the contents of their prospectuses⁵.

　　Article 3 The business activities of overseas investment funds inside China must abide⁶ by the provisions of the laws and administrative⁷ regulations of the People's Republic of China and may not harm the social public interests of the People's Republic of China. The legitimate⁸ business activities and lawful⁹ rights and interests of the overseas investment funds shall be protected by the laws of the People's Republic of China.

　　Article 4 The establishment of overseas investment funds shall be examined and approved by the People's Bank of China together with the relevant departments of the State Council.

　　The People's Bank of China， together with the relevant departments of the State Council， shall exercise supervision¹⁰ over the business activities within China of overseas investment institutions.

　　Article 5 Chinese funded institutions， as the promoters of overseas investment funds， must include at least one promoter which is a financial institution which is not a bank and which meets the following conditions：

　　（1） A total capital of not less than 1000 million RMB Yuan at the end of the year prior to that in which the application was made；

　　（2） Good creditworthiness and a steady management， not having had any serious punishments imposed by the financial supervisory and management organs or by the judicial¹¹ organs in the three years prior to the application；

　　（3） Possessing professional personnel who are familiar with international finance and fund management.

　　Article 6 Chinese funded non-financial institution which are among the promoters of overseas investment funds shall meet the following conditions：

　　（1） A total capital of not less than 500 million RMB Yuan at the end of the year prior to that in which the application is made；

　　（2） The projects it manages shall be supported by state industrial policies；

　　（3） Good creditworthiness and a steady management， not having had any serious punishments imposed by the financial supervisory and management organs or by the judicial organs in the three years prior to the application；

　　Article 7 In establishing an overseas investment fund， the Chinese funded institution shall select an overseas institution with which to cooperate which has good creditworthiness， a steady management and experience in establishing investment funds， furthermore located in a place with good financial control systems.

　　Article 8 In establishing an overseas investment fund， the promoter shall submit the following documents and materials to the People's Bank of China：

　　（1） An application for establishing an overseas investment fund；

　　（2） A feasibility study；

　　（3） A copy of the business licence of the enterprise；

　　（4） The promoters' agreements to cooperate；

　　（5） The annual reports from the last three years；

　　（6） The relevant laws and regulations from the place where the overseas investment fund is to be established， trusted， listed and trading；

　　（7） A copy of any documents from the relevant departments examining and approving the project in which the fund plans to invest；

　　（8） The valuation report of the project in which the fund plans to invest；

　　（9） The project proposals of the parties to the contractual or equity¹² joint¹³ venture concerning the project in which the fund plans to invest；

　　（10） The draft prospectus⁴ of the fund；

　　（11） The proposals signed by the underwriters， trustees， administrators¹⁴ and all those cooperating with the overseas investment fund；

　　（12） The credit rating of all those cooperating with the establishment， underwriting and trusteeship of the overseas investment fund.

　　Article 9 The People's Bank of China shall investigate applications to establish an overseas investment fund within 90 days of receiving all the documents and materials for the application as submitted by the applicant¹⁵； if it believes the applicant meets the conditions stipulated¹⁶ by these Measures， together with the relevant department of the State Council， the People's Bank of China shall grant approval and shall issue a document of approval.

　　Article 10 The total issuing sum of the overseas investment fund to be established shall be no less than 50 million U.S. dollars.

　　Article 11 The overseas investment fund to be established shall be a closed fund， whose fund evidence may not be redeemed¹⁷ with an existing term of no less than 10 years.

　　Article 12 The Chinese funded institution shall select a country or region with good financial control systems in which to list the planned overseas investment fund.

　　Article 13 The Chinese funded institution shall select a fund management company， in which the Chinese party shall hold more than 25% of the shares， to manage the planned overseas investment fund.

　　Article 14 The total number of shares subscribed¹⁹ to by the Chinese funded institution as the promoter may not be more than 10% of the total number of shares issued by the fund.

　　Article 15 When subscribing²⁰ to shares， the Chinese funded institution may only use their own money and may not use credit.

　　Article 16 The money with which promoters within China subscribe¹⁸ to the fund's shares must be deposited in banks which have been approved by the People's Bank of China， it may not be remitted²¹ overseas.

　　Article 17 Overseas investment funds may not raise funds on Chinese territory.

　　Article 18 For the purpose of managing the planned overseas investment fund， the Chinese funded institution may apply to establish a company to manage the overseas investment fund.

　　The application for the establishment of a company to manage the overseas investment fund shall be submitted together with the application to establish an overseas over seas investment fund to the People's Bank of China for examination and approval in accordance with the provisions of Procedures for Administration of Chinese Financial Institutions Abroad.

　　When applying to establish a company to manage the overseas investment fund， a country or region with good financial management systems shall be selected as the place where the main operational activities of the company will take place.

　　Article 19 When an overseas investment fund management company establishes a representative office within Chinese territory， it shall report to the People's Bank of China for examination and approval according to the provisions of Measures for the People's Bank of China Regarding the Administration of Foreign Funded Financial Institutions Establishing Permanent Representative Offices in China.

　　Article 20 Overseas investment funds shall mainly invest in industrial projects on Chinese territory supported by national industrial policy， the amount invested should be no less than seventy percent of the fund.

　　Overseas investment funds may not be used as loans on Chinese territory.

　　Overseas investment funds may not be used to buy ordinary RMB shares or RMB valued governmental bonds on public offer.

　　Article 21 Evidence of overseas investment funds may not be used on Chinese territory as loans， mortgages or guarantees when issuing bonds.

　　Article 22 Overseas investment funds must abide by state provisions regarding the management of foreign currencies on being remitted into or out of Chinese territory， when opening a bank account or exchanging currency in China.

　　Article 23 The promoters and investors²² in China of overseas investment funds and overseas investment fund management companies shall submit the previous years' balance sheets， statements of profit and loss and the annual report of the overseas investment fund and the fund management company to the People's Bank of China prior to March 31 each year.

　　Article 24 The issuance of bonds and stocks by those overseas projects whose investment comes from overseas investment funds shall be examined and approved in accordance with the provisions of the State Council.

　　Article 25 In cases where an overseas investment company or an overseas investment fund management company is established without approval or without authorization²³， the People's Bank of China shall impose a fine of between 500，000 and 2，000，000 RMB Yuan on the promoters or investors in China， shall order them to withdraw from the established institution and shall punish the directly responsible person in charge and other directly responsible person with disciplinary sanctions； if the case is so serious that it constitutes a crime， criminal responsibility shall be investigated in accordance with the law.

　　Article 26 When the relevant statements or reports are not submitted or false statements or reports are submitted in violation²⁴ of the provisions of Article 23 of these Measures and the case is serious， the People's Bank of China shall order that the situation be remedied， and shall impose a fine of between 200，000 and 500，000 RMB Yuan on the promoters or investors in China.

　　Article 27 Overseas investment funds and overseas investment fund management companies established prior to these Measures coming into force shall implement²⁵ the examination and approval procedures within the time limit prescribed by the People's Bank of China； if they have implemented²⁶ these within the given time， the People's Bank of China shall fine them in accordance with the provisions of Article 25 of these Measures.

　　Article 28 These Measures shall enter into force as of the day of promulgation²⁷.

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收听单词发音

1 promulgated
v.宣扬（某事物）( promulgate的过去式和过去分词 )；传播；公布；颁布（法令、新法律等）
参考例句：
Hence China has promulgated more than 30 relevant laws, statutes and regulations. 中国为此颁布的法律、法规和规章多达３０余项。来自汉英非文学 - 白皮书 The shipping industry promulgated a voluntary code. 航运业对自律守则进行了宣传。来自辞典例句

2 enacted
制定（法律），通过（法案）( enact的过去式和过去分词 )
参考例句：
legislation enacted by parliament 由议会通过的法律 Outside in the little lobby another scene was begin enacted. 外面的小休息室里又是另一番景象。来自英汉文学 - 嘉莉妹妹

3 truthfulness
n. 符合实际
参考例句：
Among her many virtues are loyalty, courage, and truthfulness. 她有许多的美德，如忠诚、勇敢和诚实。 I fired a hundred questions concerning the truthfulness of his statement. 我对他发言的真实性提出一连串质问。

4 prospectus
n.计划书；说明书；慕股书
参考例句：
An order form was included with the prospectus.订单附在说明书上。 The prospectus is the most important instrument of legal document.招股说明书是上市公司信息披露制度最重要法律文件。

5 prospectuses
n.章程，简章，简介( prospectus的名词复数 )
参考例句：
Forms and prospectuses will be available at53 bank branches. 申请表和招股书可于五十三家银行分行索取。来自互联网 Galaxy Yintai fiscal dividend securities investment funds to update placement prospectuses. 银河银泰理财分红证券投资基金更新招募说明书。来自互联网

6 abide
vi.遵守；坚持；vt.忍受
参考例句：
You must abide by the results of your mistakes.你必须承担你的错误所造成的后果。 If you join the club,you have to abide by its rules.如果你参加俱乐部，你就得遵守它的规章。

7 administrative
adj.行政的，管理的
参考例句：
The administrative burden must be lifted from local government.必须解除地方政府的行政负担。 He regarded all these administrative details as beneath his notice.他认为行政管理上的这些琐事都不值一顾。

8 legitimate
adj.合法的，合理的，合乎逻辑的；v.使合法
参考例句：
Sickness is a legitimate reason for asking for leave.生病是请假的一个正当的理由。 That's a perfectly legitimate fear.怀有这种恐惧完全在情理之中。

9 lawful
adj.法律许可的，守法的，合法的
参考例句：
It is not lawful to park in front of a hydrant.在消火栓前停车是不合法的。 We don't recognised him to be the lawful heir.我们不承认他为合法继承人。

10 supervision
n.监督，管理
参考例句：
The work was done under my supervision.这项工作是在我的监督之下完成的。 The old man's will was executed under the personal supervision of the lawyer.老人的遗嘱是在律师的亲自监督下执行的。

11 judicial
adj.司法的，法庭的，审判的，明断的，公正的
参考例句：
He is a man with a judicial mind.他是个公正的人。 Tom takes judicial proceedings against his father.汤姆对他的父亲正式提出诉讼。

12 equity
n.公正，公平，（无固定利息的）股票
参考例句：
They shared the work of the house with equity.他们公平地分担家务。 To capture his equity,Murphy must either sell or refinance.要获得资产净值，墨菲必须出售或者重新融资。

13 joint
adj.联合的，共同的；n.关节，接合处；v.连接，贴合
参考例句：
I had a bad fall,which put my shoulder out of joint.我重重地摔了一跤，肩膀脫臼了。 We wrote a letter in joint names.我们联名写了封信。

14 administrators
n.管理者( administrator的名词复数 )；有管理（或行政）才能的人；（由遗嘱检验法庭指定的）遗产管理人；奉派暂管主教教区的牧师
参考例句：
He had administrators under him but took the crucial decisions himself. 他手下有管理人员，但重要的决策仍由他自己来做。来自辞典例句 Administrators have their own methods of social intercourse. 办行政的人有他们的社交方式。来自汉英文学 - 围城

15 applicant
n.申请人，求职者，请求者
参考例句：
He was the hundredth applicant for the job. 他是第100个申请这项工作的人。 In my estimation, the applicant is well qualified for this job. 据我看, 这位应征者完全具备这项工作的条件。

16 stipulated
vt.& vi.规定；约定adj.[法]合同规定的
参考例句：
A delivery date is stipulated in the contract. 合同中规定了交货日期。 Yes, I think that's what we stipulated. 对呀，我想那是我们所订定的。来自辞典例句

17 redeemed
adj. 可赎回的，可救赎的动词redeem的过去式和过去分词形式
参考例句：
She has redeemed her pawned jewellery. 她赎回了当掉的珠宝。 He redeemed his watch from the pawnbroker's. 他从当铺赎回手表。

18 subscribe
vi.(to)订阅，订购；同意；vt.捐助，赞助
参考例句：
I heartily subscribe to that sentiment.我十分赞同那个观点。 The magazine is trying to get more readers to subscribe.该杂志正大力发展新订户。

19 subscribed
v.捐助( subscribe的过去式和过去分词 )；签署，题词；订阅；同意
参考例句：
It is not a theory that is commonly subscribed to. 一般人并不赞成这个理论。来自《简明英汉词典》 I subscribed my name to the document. 我在文件上签了字。来自《简明英汉词典》

20 subscribing
v.捐助( subscribe的现在分词 )；签署，题词；订阅；同意
参考例句：
I am subscribing for some of the books of a book club. 我预订了几本这家书刊俱乐部出版的书。来自辞典例句 I am glad to have such a pleasant opportunity of subscribing myself. 今后益望努力前途，为国效力。来自互联网

21 remitted
v.免除（债务），宽恕( remit的过去式和过去分词 )；使某事缓和；寄回，传送
参考例句：
She has had part of her sentence remitted. 她被免去部分刑期。来自《简明英汉词典》 The fever has remitted. 退烧了。来自《现代英汉综合大词典》

22 investors
n.投资者，出资者( investor的名词复数 )
参考例句：
a con man who bilked investors out of millions of dollars 诈取投资者几百万元的骗子 a cash bonanza for investors 投资者的赚钱机会

23 authorization
n.授权，委任状
参考例句：
Anglers are required to obtain prior authorization from the park keeper.垂钓者必须事先得到公园管理者的许可。 You cannot take a day off without authorization.未经批准你不得休假。

24 violation
n.违反(行为)，违背(行为)，侵犯
参考例句：
He roared that was a violation of the rules.他大声说，那是违反规则的。 He was fined 200 dollars for violation of traffic regulation.他因违反交通规则被罚款200美元。

25 implement
n.(pl.)工具，器具；vt.实行，实施，执行
参考例句：
Don't undertake a project unless you can implement it.不要承担一项计划，除非你能完成这项计划。 The best implement for digging a garden is a spade.在花园里挖土的最好工具是铁锹。

26 implemented
v.实现( implement的过去式和过去分词 )；执行；贯彻；使生效
参考例句：
This agreement, if not implemented, is a mere scrap of paper. 这个协定如不执行只不过是一纸空文。来自《现代汉英综合大词典》 The economy is in danger of collapse unless far-reaching reforms are implemented. 如果不实施影响深远的改革，经济就面临崩溃的危险。来自辞典例句

27 promulgation
n.颁布
参考例句：
The new law comes into force from the day of its promulgation. 新法律自公布之日起生效。来自《简明英汉词典》 Article 118 These Regulations shall come into effect from the day of their promulgation. 第一百一十八条本条例自公布之日起实施。来自经济法规部分

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