Article 2 The term "financing guarantee" as mentioned in these Measures refers to the act that the guarantor agrees with creditors such as banking financial institutions that the guarantor shall bear the guarantee liability stipulated in the contract according to law when the guarantor fails to perform the financing debts owed to the creditors.
The term "financing guarantee company" as mentioned in these Measures refers to limited liability companies and joint stock limited companies established according to law and engaged in financing guarantee business.
Article 3 A financing guarantee company shall take safety, liquidity, legality and profitability as the basic criteria for its business activities, and establish a sustainable and prudent business model for market-oriented operation.
Business dealings between financing guarantee companies and customers such as enterprises and banking financial institutions shall follow the principle of honesty and trustworthiness and abide by contracts.
Article 4 A financing guarantee company shall conduct business according to law and shall not be interfered by any organ, unit or individual.
Article 5 A financing guarantee institution shall abide by laws and regulations and the provisions of these Measures when conducting business, and shall not harm the public interests of the state and society.
A financing guarantee company shall keep secrets for its customers, and shall not use the information provided by customers to engage in activities that have nothing to do with the guarantee business or harm the interests of customers.
Article 6 A financing guarantee company shall follow the principle of fair competition and shall not engage in unfair competition.
Seventh the establishment of the province's financing guarantee business supervision joint meeting system. The joint meeting consists of the Provincial Government Finance Office, the Provincial Development and Reform Commission, the Provincial Economic and Information Committee, the Provincial Department of Finance, the Provincial Public Security Department, the Provincial Administration for Industry and Commerce, the Provincial Legislative Affairs Office, the Hefei Central Branch of the People's Bank of China and the Anhui Banking Regulatory Bureau. Responsible for studying and formulating the development policy and business supervision system of financing guarantee business in the province, establishing the market access, closure and exit mechanism of financing guarantee institutions in the province, and coordinating and solving major problems in the business supervision and development of financing guarantee institutions. The financial office of the provincial government is the competent department of the province's guarantee industry and the lead unit of the joint meeting. In conjunction with other member units, perform the daily examination and approval and supervision duties of financing guarantee companies, and guide and urge the municipal and county governments to strengthen supervision and risk control of financing guarantee companies. The specific responsibilities of the member units of the joint meeting are determined by the joint meeting according to the Notice of the General Office of the State Council on Further Defining the Supervision Responsibilities of Financing Guarantee Business (No.7 [2009] of Guo Ban Fa).
Article 8 The municipal and county governments are the first responsible persons for the supervision, management and risk prevention of financing guarantee companies within their respective jurisdictions, and should strengthen the supervision, management and risk prevention of financing guarantee companies within their respective administrative areas. City and county government financial office (or government designated departments) should take the lead in doing a good job in the industry management of financing guarantee companies within their respective administrative areas, establish a daily supervision and risk disposal system, and undertake the daily supervision and management and risk disposal responsibilities of financing guarantee companies. Financial departments at all levels should actively participate in the construction of local financing guarantee system and strengthen financial supervision of financing guarantee companies; Government-funded financing guarantee institutions should conscientiously perform the responsibilities of investors and ensure the safe and efficient operation of state-owned assets. Article 9 The establishment of a financing guarantee company and its branches shall be examined and approved by the competent department of industry. Approved financing guarantee companies and their branches shall be issued business licenses by the competent departments of the industry, and shall apply for registration with the administrative department for industry and commerce on the basis of the licenses.
Without the approval of the competent department of industry, no unit or individual may engage in financing guarantee business, and may not use the word financing guarantee in its name, except as otherwise provided by laws and administrative regulations.
Article 10 The name of a financing guarantee company consists of administrative divisions, trade names, industries and organizational forms, in which administrative divisions refer to the names of administrative divisions of provinces, cities and counties, and the organizational forms are limited liability companies or joint stock limited companies.
Article 11 The establishment of a financing guarantee company shall meet the following conditions:
(1) Having articles of association that conform to the provisions of the Company Law of People's Republic of China (PRC);
(2) There are shareholders who can contribute continuously;
(3) Having registered capital that meets the requirements of these Measures;
(4) Having qualified directors, supervisors and senior managers;
(5) Having staff with professional knowledge and experience;
(6) Having a sound organizational structure, internal control and risk management system;
(7) Having a business place that meets the requirements;
(eight) in line with the overall requirements of the government for the overall planning and rational layout of the financing guarantee industry;
(nine) other conditions stipulated by the provincial joint meeting and the competent department of industry.
Article 12 The establishment of a financing guarantee company shall go through two stages: preparation and opening. The application for preparation and opening shall be implemented in accordance with the relevant provisions of the Guidelines for the Examination and Approval of the Establishment of Financing Guarantee Companies in Anhui Province (for Trial Implementation).
Article 13 The source of registered capital of a financing guarantee company must be true and lawful, and all of them are paid-in monetary capital, which shall be fully paid by the promoters or investors at one time. The minimum registered capital is 5 million yuan.
Article 14 The establishment of a financing guarantee company shall be subject to grading examination and approval according to the registered capital. Among them, the registered capital of more than 50 million yuan (including 50 million yuan) of financing guarantee companies by the provincial government finance office for approval; If the registered capital is less than 50 million yuan, it shall be examined and approved by the financial office of the municipal government with districts (or the department designated by the government) and reported to the financial office of the provincial government for the record. Involving government funding, the provincial department of finance for the record.
Article 15 To apply for the qualifications of directors, supervisors and senior managers of a financing guarantee company, the following conditions shall be met:
(1) Directors and supervisors shall have the knowledge, experience and ability suitable for performing their duties;
(two) the chairman and senior management personnel should have professional experience in financial or economic management and master professional knowledge;
(3) The directors, supervisors and senior managers have no criminal record or bad credit record.
Article 16 The qualifications of directors, supervisors and senior managers of a financing guarantee company shall be approved by the examination and approval authority according to the examination and approval authority.
The management of the qualifications of directors, supervisors and senior managers of financing guarantee companies shall be implemented in accordance with the Interim Measures for the Administration of the Qualifications of Directors, Supervisors and Senior Managers of Financing Guarantee Companies in Anhui Province.
Article 17 To apply for the establishment of a financing guarantee company, the following documents and materials shall be submitted to the competent department of industry:
(1) The application shall specify the name, domicile, registered capital and business scope of the financing guarantee company to be established;
(2) Feasibility study report;
(3) Draft articles of association;
(4) The register of shareholders, their capital contribution and shareholding structure;
(5) The capital verification certificate of the shareholder's contribution and the credit certificate of the shareholder holding more than 5% of the registered capital and relevant materials;
(6) Qualification certificates of the directors, supervisors and senior managers to be appointed;
(seven) business development strategy and planning;
(8) Proof materials of business premises;
(nine) other documents and materials required by the provincial joint meeting and the competent department of industry.
Article 18 Where a financing guarantee company has any of the following changes, it shall be approved by the competent department:
(a) change the name;
(2) changing the organizational form;
(3) Change of registered capital;
(4) Changing the company's domicile.
(5) Adjusting the business scope;
(6) Replacement of directors, supervisors and senior managers;
(seven) change the shareholders holding more than 5% of the shares;
(8) Division or merger.
(9) Amending the Articles of Association.
(ten) other changes stipulated by the provincial government finance office.
Where the change of a financing guarantee company involves company registration matters, it shall apply to the administrative department for industry and commerce for registration of change after being examined and approved by the competent department of industry.
The above changes belong to a financing guarantee company with a registered capital of more than 50 million yuan (including 50 million yuan), which shall be submitted to the financial office of the provincial government for approval after the preliminary examination by the financial office of the municipal government with districts (or the designated department of the municipal government); If the registered capital is less than 50 million yuan, it shall be reported to the Finance Office of the provincial government for the record within 10 working days after being audited by the Finance Office of the municipal government with districts (or the department designated by the municipal government). Involving government funding, the provincial department of finance for the record.
Nineteenth financing guarantee companies to set up branches outside the province, should obtain the consent of the provincial department in charge of industry, and approved by the local regulatory authorities to set up branches.
Article 20 If a financing guarantee company needs to be dissolved due to division, merger or dissolution reasons stipulated in the articles of association, it shall be examined and approved by the local government department in charge of industry and reported to the Finance Office of the provincial government for the record. A financing guarantee company shall apply to the administrative department for industry and commerce for cancellation of registration in a timely manner with the approval documents.
Article 21 Where a financing guarantee company merges, it shall notify the creditors within 10 days from the date when the merger resolution is passed. The creditor's rights and debts of the merging parties shall be inherited by the existing or newly established institutions after the merger.
Article 22 If a financing guarantee company is divided, its property shall be divided accordingly, and the creditors shall be notified within 10 days from the date of the resolution on division. The debts before division shall be jointly and severally liable by the post-division institution, unless otherwise agreed in a written agreement with creditors on debt settlement before division.
Twenty-third financing guarantee companies have major illegal business practices, and failure to cancel will seriously endanger the market order and harm the public interests, unless otherwise stipulated by laws and administrative regulations.
Article 24 A financing guarantee company is dissolved for the following reasons:
(1) The reasons for dissolution stipulated in the articles of association appear;
(2) The shareholders' meeting resolves to dissolve.
(3) It needs to be dissolved due to merger or division;
(4) The business license is revoked or revoked according to law.
In case of dissolution due to the reasons mentioned in Item 1, Item 2 and Item 4, a liquidation group shall be formed by members elected by the shareholders' meeting within 65,438+00 days from the date when the reasons for dissolution appear, and relevant debts shall be paid off in time according to the debt settlement plan. If the liquidation group cannot be formed within the time limit, shareholders and creditors may apply to the people's court to appoint shareholders to form a liquidation group for liquidation. The liquidation group shall take over the financing guarantee company from the date of its establishment, be responsible for handling the unfinished business related to liquidation, clearing the property and creditor's rights and debts, distributing the remaining property after paying off the debts, and participating in litigation, arbitration or other legal affairs on behalf of the financing guarantee company. Before the guarantee liability is lifted, the shareholders of the company shall not distribute the company's property or obtain any benefits from the company, and the industry authorities shall supervise the liquidation process.
Article 25 If a financing guarantee company is unable to pay off its due debts, and its assets are insufficient to pay off all debts or obviously lack solvency, it shall go bankrupt according to law. Article 26 A financing guarantee company may engage in some or all of the following guarantee businesses:
(1) loan guarantee;
(2) Bill acceptance guarantee;
(3) Trade financing guarantee;
(4) Project financing guarantee;
(5) letter of credit guarantee;
(6) Other financing guarantee businesses.
Article 27 A financing guarantee company may concurrently run some or all of the following businesses:
(a) litigation preservation guarantee;
(2) Performance guarantee services such as bid guarantee, advance payment guarantee, project performance guarantee and final payment guarantee;
(3) Intermediary services such as financing consultation and financial consultancy related to the guarantee business;
(four) to invest with its own funds;
(five) other business provisions of the provincial government finance office.
Article 28 A financing guarantee company may provide re-guarantee for the guarantee liabilities of other financing guarantee companies and handle the bond issuance guarantee business, but it shall meet the following conditions at the same time:
(1) It has no record of bad laws and regulations in the past two years;
(two) other prudential conditions stipulated by the provincial government financial office.
A financing guarantee company engaged in re-guarantee business shall have a registered capital of not less than RMB 6,543.8 million and have been in business for more than two years.
Article 29 A financing guarantee company shall not engage in the following activities:
(1) Absorbing deposits;
(2) granting loans;
(three) entrusted to issue loans;
(4) Entrusted investment;
(five) other activities prohibited by the provincial joint meeting and the competent department of industry.
If a financing guarantee company engages in illegal fund-raising activities, it shall be investigated and dealt with by the relevant departments according to law. Thirtieth domestic enterprises as legal persons and economic organizations to invest in financing guarantee companies shall meet the following conditions:
(a) registered in the administrative department for Industry and commerce, with legal personality;
(2) It is in good financial condition and made a profit in the previous year;
(3) The sources of capital for the shares are true and lawful, and the borrowed funds or funds entrusted by others shall not be used;
(4) Good corporate governance and sound and effective internal control.
(5) Having a good social reputation, good credit record and tax payment record;
(six) have strong management ability and financial strength;
(seven) the enterprise legal person to be a shareholder belongs to the original enterprise restructuring, and the operating performance of the original enterprise can be calculated as the operating performance of the new enterprise;
(eight) other conditions stipulated by the provincial joint meeting and the competent department of industry.
Article 31 A domestic natural person investing in a financing guarantee company shall meet the following conditions:
(1) Having full capacity for civil conduct;
(2) Having a good social reputation and credit record;
(3) The sources of the shares are legal, and the borrowed funds or funds entrusted by others shall not be used;
(four) other conditions stipulated by the provincial joint meeting and the competent department of industry.
Article 32 The equity and organizational structure of a financing guarantee company shall be established in accordance with the relevant provisions of the Company Law of People's Republic of China (PRC).
Article 33 The shares of a financing guarantee company may be transferred, inherited and donated according to law. However, the shares held by the promoters or investors shall not be transferred or pledged within 2 years from the date of establishment of the financing guarantee company; The shares held by the directors, supervisors and senior managers of a financing guarantee company shall not be transferred or pledged during their term of office.
Article 34 A financing guarantee company shall establish an effective supervision and balance mechanism. If the board of directors is not established, the supervisory department (post) composed of stakeholders or the full-time staff stationed by stakeholders shall exercise the duties of supervision and inspection.
Article 35 The board of directors or the supervision and management department (post) of a financing guarantee company shall conduct an annual special audit of the general manager or the person in charge of operations. The audit results should be reported to the board of directors, shareholders' meeting or shareholders' meeting, and reported to the local industry authorities for the record. When the principal person in charge leaves his post, he shall be audited.
Article 36 The directors and senior managers of a financing guarantee company have the duty of loyalty and diligence to the financing guarantee company.
Where the directors and senior managers of a financing guarantee company violate laws, regulations or the articles of association of the financing guarantee company and make decisions beyond the scope authorized by the board of directors or the executive director, thus causing serious losses to the financing guarantee company, they shall be liable for compensation.
Article 37 The board of directors and management of a financing guarantee company may set up different professional committees as needed to improve the decision-making management level. Article 38 A financing guarantee company shall establish and improve its governance structure according to law, improve its rules of procedure, decision-making procedures and internal audit system, and maintain the effectiveness of institutional governance. A financing guarantee company with branches across provinces, autonomous regions and municipalities directly under the Central Government shall have two or more independent directors.
Article 39 A financing guarantee company shall establish a guarantee evaluation system, a decision-making procedure, an after-the-fact recovery and disposal system, a risk early warning mechanism and an emergency response mechanism that conform to the principle of prudent operation, formulate strict and standardized business operation procedures, and strengthen the risk evaluation and management of guaranteed projects.
Article 40 A financing guarantee company shall be equipped with or employ professionals with relevant qualifications in the fields of economy, finance, law and technology.
A financing guarantee company with branches across provinces, autonomous regions and municipalities directly under the Central Government shall have a chief compliance officer and a chief risk officer. The Chief Compliance Officer and the Chief Risk Officer shall be persons who have obtained relevant qualifications such as lawyers or certified public accountants and have relevant experience in financing guarantee or finance.
Article 41 A financing guarantee company shall, in accordance with the requirements of the financial system of financial enterprises and the accounting standards for business enterprises, establish and improve the financial accounting system, and truly record and reflect the financial status, operating results and cash flow of the enterprise.
Article 42 The guarantee fee charged by a financing guarantee company may be determined by the financing guarantee company and the guaranteed party through independent consultation according to the risk degree of the guaranteed project, but it shall not violate the relevant provisions of the state.
Article 43 The balance of financing guarantee liability of a financing guarantee company to a single guarantor shall not exceed 65,438+00% of its net assets, the balance of financing guarantee liability to a single guarantor and its related parties shall not exceed 65,438+05% of its net assets, and the bond issuance to a single guarantor shall not exceed 30% of its net assets.
Article 44 The balance of financing guarantee liability of a financing guarantee company shall not exceed 10 times of its net assets.
Article 45 The investment of financing guarantee companies' own funds is limited to fixed-income financial products with high credit rating, such as treasury bonds, financial bonds, debt financing instruments of large enterprises, and other investments with no conflict of interest and no more than 20% of their net assets.
Article 46 A financing guarantee company shall draw the unearned liability reserve according to 50% of the guarantee fee income of the current year, and draw the guarantee compensation reserve according to the proportion not less than 65,438+0% of the guarantee liability balance at the end of the current year. If the guarantee compensation reserve reaches 65,438+00% of the guarantee liability balance of the current year, the difference shall be withdrawn. Measures for the withdrawal of the difference and measures for the administration of the use of the guarantee compensation reserve shall be formulated separately.
Government financial offices at all levels (or government designated departments) may, according to the debt risk status of financing guarantee companies and the needs of prudent supervision, put forward requirements for increasing the proportion of guarantee compensation reserve.
A financing guarantee company shall carry out risk classification management on guarantee liability and accurately measure the risk of guarantee liability.
Article 47 A financing guarantee company shall establish a commitment system for promoters and shareholders. The organizer issues a letter of commitment to the examination and approval authority. Shareholders of the company signed a letter of commitment with the financing guarantee company, promising to consciously abide by the articles of association.
Forty-eighth financing guarantee companies and creditors should establish business relations in accordance with the principle of consensus, and clearly stipulate the way of risk bearing in the contract. Encourage banking financial institutions and financing guarantee companies to share the loan guarantee risks in proportion.
Article 49 A financing guarantee company shall not provide financing guarantee for its parent company or subsidiary company.
Article 50 When handling financing guarantee business, a financing guarantee company shall make an agreement with the guaranteed party to continuously obtain relevant information during the guarantee period and have the right to verify the relevant information.
Article 51 A financing guarantee company and its creditors shall establish an exchange mechanism of relevant information of the guarantor during the guarantee period, strengthen credit counseling and supervision of the guarantor, and jointly safeguard the legitimate rights and interests of both parties.
Article 52 A financing guarantee company shall, in accordance with the provisions of the competent department, inform the relevant creditors of information such as corporate governance, financial accounting reports, risk management, capital composition and utilization, and the overall situation of guarantee business. Article 53 Government financial offices at all levels (or government designated departments) shall establish and improve the information collection, collation, statistical analysis system and supervision scoring system of financing guarantee companies within their jurisdiction, and continuously monitor their operation and risk status.
The financial offices of the district and municipal governments (or government designated departments) shall complete the institutional summary report of the supervised financing guarantee companies in the previous year before the end of May each year.
Article 54 A financing guarantee company shall submit documents and materials such as operation report, financial accounting report and legal compliance report. Pay to the financial office of the local government (or the department designated by the government) according to the regulations. All documents and materials submitted shall be true, accurate and complete.
Fifty-fifth financing guarantee companies should report the use of funds to the local government finance office (or government designated departments) on a quarterly basis.
Government financial offices at all levels (or government designated departments) shall, according to the needs of prudent supervision, timely put forward the requirements for capital quality and capital adequacy ratio of financing guarantee companies.
Article 56 The financial offices of governments at all levels (or departments designated by the government) have the right to require financing guarantee companies to provide special materials or meet their directors, supervisors and senior managers for regulatory talks according to regulatory needs, and ask them to explain the relevant situation or make necessary rectification.
Government financial offices at all levels (or government designated departments) may, when necessary, inform creditors of violations or risks of financing guarantee companies under their supervision.
Article 57 The financial offices of governments at all levels (or designated departments) may conduct on-site inspections of financing guarantee companies according to the regulatory needs, and the financing guarantee companies shall cooperate with them and provide relevant documents and materials according to the requirements of the competent authorities.
On-site inspection, the number of inspectors shall not be less than 2, and the inspection notice and relevant documents shall be presented to the financing guarantee company.
Article 58 When a financing guarantee company encounters guarantee fraud, guarantee compensation or investment loss that may reach more than 5% of its net assets, and directors, supervisors or senior managers are involved in serious violations of laws and regulations, it shall immediately take emergency measures and report to the local competent department.
Article 59 A financing guarantee company shall promptly report the important resolutions of the shareholders' meeting or the shareholders' meeting, the board of directors and other meetings to the Finance Office of the local government (or the department designated by the government).
Article 60 A financing guarantee company shall engage a social intermediary to conduct an annual audit and submit an audit report to the competent department in time.
Article 61 The financial offices of governments at all levels (or departments designated by the government) shall, jointly with relevant departments, establish a system for the discovery, reporting and handling of emergencies in the financing guarantee industry, formulate an emergency handling plan for the financing guarantee industry, clarify the handling institutions and their responsibilities, handling measures and handling procedures, and timely and effectively handle emergencies in the financing guarantee industry.
Article 62 The financial offices of district and municipal governments (or departments designated by the government) shall comprehensively analyze and evaluate the annual development and supervision of the financing guarantee industry in their respective jurisdictions at the end of each year, and report the development and supervision of the financing guarantee industry in their respective jurisdictions in the previous year to the Office of the Joint Conference on Financing Guarantee Business Supervision and the Municipal People's Government before the end of each year/kloc-0.
The financial offices of the district and municipal governments (or the departments designated by the government) shall promptly report to the Office of the Joint Meeting of the Provincial Financing Guarantee Business Supervision and the Municipal People's Government the major risk events and disposal of the financing guarantee industry in their respective jurisdictions.
Article 63 The financial offices of governments at all levels (or departments designated by the government) should actively organize information consultation, experience exchange, business training, rights protection, industry self-discipline and foreign exchange of financing guarantee companies, effectively promote financing guarantee companies to strengthen their own construction and cultural construction, and promote the sustained and healthy development of financing guarantee industries.
Article 64 The financing guarantee industry shall establish an industry self-discipline organization to perform the duties of self-discipline, rights protection and service. The self-regulatory organization of the financing guarantee industry in the province accepts the guidance of the joint meeting of the provincial financing guarantee business supervision and the competent department of the industry.
Article 65 The Finance Office of the provincial government shall establish and improve the credit rating system of financing guarantee companies together with Hefei Central Sub-branch of the People's Bank of China and other relevant units, actively guide financing guarantee companies to participate in external credit rating, and announce the rating results to the public. Hefei Central Sub-branch of the People's Bank of China shall incorporate the relevant information of financing guarantee companies into the credit information management system to provide services for financing guarantee companies to query relevant information. Sixty-sixth government financial offices at all levels (or government designated departments) and relevant regulatory departments engaged in supervision and management personnel in any of the following circumstances, shall be given administrative sanctions according to law; If the case constitutes a crime, criminal responsibility shall be investigated according to law:
(1) Examining and approving the establishment, alteration, termination and business scope of a financing guarantee company in violation of regulations;
(two) in violation of the provisions of the financing guarantee company on-site inspection;
(3) Failing to report major risk events and their disposal in accordance with the provisions of Article 62 of these Measures.
(four) other acts in violation of laws and regulations and the provisions of these measures.
Article 67 If a financing guarantee company violates relevant laws, regulations and rules, it shall be punished in accordance with the provisions of relevant laws, regulations and rules.
Sixty-eighth in violation of the provisions of article ninth of these measures, engaging in financing guarantee business without authorization shall be banned by the relevant departments according to law. Sixty-ninth financing guarantee companies outside the corporate system engaged in financing guarantee business, with reference to the relevant provisions of these measures, the specific measures shall be formulated separately.
These Measures shall apply to foreign-invested financing guarantee companies, and if there are other provisions in laws and administrative regulations, those provisions shall prevail.
Measures for the administration of financing re-guarantee institutions shall be formulated separately.
Article 70 If a financing guarantee company established before the implementation of these Measures does not meet the requirements of these Measures, it shall meet the requirements of these Measures before 20 1 1. Specific norms and rectification plans shall be formulated by the joint meeting of the provincial financing guarantee business supervision.
Article 71 These Measures shall come into force as of the date of promulgation.