1. With regard to asset management, the the State Council securities regulatory authority shall stipulate risk control indicators such as net capital, the ratio of net capital to liabilities, the ratio of net capital to net assets, the ratio of net capital to self-operation, underwriting and asset management, the ratio of liabilities to net assets, and the ratio of current assets to current liabilities. A securities company shall not provide financing or guarantee for shareholders and their affiliates.
2. In personnel management, the senior managers of securities companies should meet the statutory qualifications. Directors, supervisors and senior managers of securities companies should be honest and trustworthy, have good conduct, be familiar with securities laws and administrative regulations, have the management ability required to perform their duties, and obtain the post qualifications approved by the the State Council securities regulatory authority before taking up their posts.
Under any of the circumstances specified in Article 147 of the Company Law or any of the following circumstances, a person may not serve as a director, supervisor or senior manager of a securities company:
(1) The person in charge of a stock exchange, a securities registration and settlement institution or a director, supervisor or senior manager of a securities company who has been dismissed for violating laws and regulations has not been more than five years since the date of dismissal;
(2) Lawyers, certified public accountants or professionals of investment consulting institutions, financial consulting institutions, credit rating institutions, asset appraisal institutions and verification institutions whose qualifications have been revoked due to illegal or disciplinary acts have not been more than five years since the date of disqualification.
Employees of stock exchanges, securities registration and settlement institutions, securities service institutions and securities companies who have been dismissed for violating laws and disciplines, as well as employees of state organs who have been dismissed, shall not be employed as employees of securities companies.
Staff of state organs and other personnel who are prohibited by laws and administrative regulations from taking part-time jobs in companies may not take part-time jobs in securities companies.
3. Pay the securities investor protection fund and withdraw the trading risk reserve. The Securities Law stipulates that the State shall set up a securities investor protection fund. The securities investor protection fund consists of funds paid by securities companies and other funds raised according to law, and the specific measures for its raising, management and use shall be formulated by the State Council. Securities companies withdraw trading risk reserve from annual after-tax profits to make up for securities trading losses, and the specific withdrawal ratio shall be stipulated by the State Council Securities Regulatory Authority.
4. Establish and improve the internal control and business isolation system. A securities company shall establish and improve its internal control system and take effective isolation measures to prevent conflicts of interest between the company and its customers and between different customers. Securities companies must engage in securities brokerage business, securities underwriting business, securities self-operated business and securities asset management business respectively, and shall not mix operations.
5. Improve the business management system. The self-operated business of a securities company must be carried out in its own name, not in the name of others or individuals, and must use its own funds and funds raised according to law. A securities company may not lend its proprietary account to others for use.
The trading settlement funds of clients of securities companies shall be deposited in commercial banks and managed separately in the name of each client. Specific measures and implementation steps shall be formulated by the State Council. A securities company shall not classify the trading settlement funds and securities of its customers into its own property. It is forbidden for any unit or individual to misappropriate customers' trading settlement funds and securities in any form. When a securities company goes bankrupt or liquidates, the customer's transaction settlement funds and securities do not belong to its bankruptcy property or liquidation property. Except for the customer's own debts or other circumstances stipulated by law, the customer's transaction settlement funds and securities shall not be sealed up, frozen, deducted or enforced.
When handling brokerage business, a securities company shall make a unified power of attorney for securities trading for customers' use. If other entrustment methods are adopted, entrustment records must be made. No matter whether the client's securities trading entrustment is completed or not, the entrustment record shall be kept in the securities company within the prescribed time limit.
When accepting the entrustment of securities trading, a securities company should buy and sell securities as an agent in accordance with the trading rules such as the name of the securities, the number of transactions, the bidding method and the price range. After the transaction is completed, a transaction report shall be made and delivered to the customer in accordance with the regulations.
In securities trading, the statement confirming the trading behavior and trading results must be true, and the auditors other than the transaction handling personnel shall audit one by one to ensure that the balance of the book securities is consistent with the securities actually held.
Securities companies providing margin financing and securities lending services for customers to buy and sell securities shall comply with the provisions of the State Council and be approved by the securities regulatory authority of the State Council.
When handling brokerage business, a securities company shall not accept the full authorization of its clients, and decide on the trading of securities, the types of securities, the quantity or price of transactions. A securities company shall not make a commitment to its clients' securities trading gains in any way, or compensate them for their securities trading losses.
Securities companies and their employees have to privately accept the entrustment of customers to buy and sell securities through their legally established business premises. If employees of a securities company violate the trading rules by executing the instructions of their securities companies or taking advantage of their positions in securities trading activities, the securities companies to which they belong shall bear all the responsibilities.
A securities company shall properly keep the customer's account opening materials, entrustment records, transaction records and various materials related to internal management and business operation, and no one may conceal, forge, tamper with or damage them. The storage period of the above materials shall not be less than 20 years.
6. Supervision system of securities companies. A securities company shall submit business, financial and other management information and materials to the securities regulatory authority in the State Council in accordance with regulations. The State Council securities regulatory authority has the right to require securities companies, their shareholders and actual controllers to provide relevant information and materials within the prescribed time limit. The information and materials submitted or provided by securities companies, their shareholders and actual controllers to the State Council securities regulatory authority must be true, accurate and complete.
The State Council securities regulatory authority may, when it deems it necessary, entrust an accounting firm and an asset appraisal institution to audit or evaluate the financial status, internal control status and asset value of a securities company. The specific measures shall be formulated by the the State Council Securities Regulatory Authority in conjunction with the relevant competent departments.
If the net capital or other risk control indicators of a securities company do not meet the requirements, the the State Council securities regulatory authority shall order it to make corrections within a time limit; If it fails to make corrections within the time limit, or its behavior seriously endangers the stable operation of securities companies and damages the legitimate rights and interests of customers, the the State Council securities regulatory agency may take the following measures according to the circumstances:
(1) Restrict business activities, order to suspend some businesses and stop approving new businesses;
(2) Stop approving the establishment and acquisition of business branches;
(3) Restricting the distribution of dividends and payment of remuneration and welfare to directors, supervisors and senior managers;
(4) restricting the transfer of property or setting other rights on property;
(5) Ordering the replacement of directors, supervisors and senior managers or restricting their rights;
(6) Ordering the controlling shareholder to transfer the equity or restricting the relevant shareholders from exercising their rights.
(7) Revoking the relevant business license.
After the rectification, the securities company shall submit a report to the securities regulatory authority in the State Council. If the the State Council Securities Regulatory Authority meets the relevant risk control indicators after acceptance, it shall lift the above-mentioned relevant measures within 3 days from the date of completion of acceptance.
Where the shareholders of a securities company make false capital contributions or withdraw their capital contributions, the the State Council securities regulatory authority shall order them to make corrections within a time limit, and may order them to transfer their shares in the securities company. Before the shareholders correct their illegal acts and transfer their shares in securities companies in accordance with regulations, the the State Council securities regulatory authority may restrict their shareholders' rights.
Where the directors, supervisors and senior managers of a securities company fail to perform their duties diligently, resulting in major violations of laws and regulations or major risks of the securities company, the the State Council securities regulatory authority may revoke their qualifications and order the company to replace them.
Where a securities company operates illegally or has serious risks, which seriously jeopardizes the order of the securities market and harms the interests of investors, the the State Council securities regulatory authority may take regulatory measures such as ordering the securities company to suspend business for rectification, designating other institutions for custody, takeover or revocation.
During the period when a securities company is ordered to suspend business for rectification, legally designated for custody, takeover or liquidation, or when there is a major risk, the following measures can be taken against the directors, supervisors, senior managers and other directly responsible personnel of the securities company with the approval of the the State Council Securities Regulatory Authority:
(1) Notify the exit administration authorities to prevent them from leaving the country according to law;
(2) applying to the judicial organ to prohibit it from transferring, transferring or otherwise disposing of the property, or setting other rights on the property.