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TABLE OF CONTENTS CHAPTER I GENERAL PROVISIONS CHAPTER II GENERAL PROVISIONS ON FUND INFORMATION DISCLOSURE CHAPTER III DISCLOSURE OF FUND COLLECTION INFORMATION CHAPTER IV INFORMATION DISCLOSURE OF FUND OPERATION CHAPTER V DISCLOSURE OF INTERIM FUND INFORMATION CHAPTER VI MANAGEMENT OF INFORMATION DISCLOSURE AFFAIRS CHAPTER VII LEGAL LIABILITIES CHAPTER VIII SUPPLEMENTARY PROVISIONS CHAPTER I GENERAL PROVISIONS Article 1. The present Measures are hereby formulated in accordance with the Law on Securities Investment Fund (hereinafter referred to the Fund Law) for the purpose of regulating the activity of information disclosure of securities investment fund (hereinafter referred to the "fund"), and protecting the legal rights and interests of the investors and the relevant parties. Article 2. A fiduciary of fund information disclosure shall disclose fund information in accordance with the laws, administrative regulations and the provisions of China Securities Regulatory Commission (hereinafter referred to the CSRC), and shall ensure the truthfulness, accuracy and integrity of the information disclosed. The fiduciaries of fund information disclosure shall include the fund manager, fund custodian, the fund share holder who convenes the fund shareholders' meeting, and other natural person, legal person or other organizations prescribed by laws, administrative regulations and the CSRC. Article 3. Any fiduciary of fund information disclosure shall, within the time limit prescribed by the CSRC, disclose the fund information that should be disclosed in the national newspapers and periodicals designated by the CSRC (hereinafter referred to the designated newspapers and periodicals), the websites of internet (hereinafter referred to the websites) of any fund manager or fund custodian, and other medias, and ensure that the investors can consult or copy the information materials disclosed openly in light of the time and ways stipulated in the fund contract. Article 4. The CSRC and its detached offices shall make supervision over and administration on the activities of fund information disclosure according to law. The CSRC shall make the relevant guidelines for the contents and format and the rules of compilation in time; and shall give normative reply to the technological issues existing in the activities of fund information disclosure in time. The stock exchanges shall make self-disciplinary administration on the activities of fund information disclosure according to law. CHAPTER II GENERAL PROVISIONS ON FUND INFORMATION DISCLOSURE Article 5. The publicly disclosed fund information shall include: (1) Prospectus of a fund; (2) Fund contract; (3) Fund trust agreementŁ» (4) Public notice for offering fund shares; (5) Conditions of fund collection; (6) Public notice on the taking effect of a fund contract; (7) Public announcements of listing of fund shares; (8) Net value of fund assets and fund shares; (9) Prices for purchase and redemption of fund shares; (10) Periodical fund reports, including the annual fund report, half-year fund report and quarterly fund report; (11) Interim report; (12) Resolution of the fund shareholders' meeting; (13) Major alteration of personnel in the specialized fund trust department of the fund manager and fund custodian; (14) Litigation involving the fund manager, fund property and fund trust business; (15) Public notice of clarification; and (16) Other information prescribed by the CSRC. Article 6. The following acts shall be prohibited in the public disclosure of fund information: (1) Making falsified records, misrepresentation or great omissions; (2) Predicting the securities investment performance; (3) Promising gaining of benefits or assuming of losses in violation of rules; (4) Defaming other fund managers, fund custodians or institutions offering fund shares; (5) Publishing the letters of congratulations, compliments or recommendations of any natural person, legal person or other organization; (6) Other acts prohibited by the CSRC. Article 7. A Chinese version shall be adopted for the fund information publicly disclosed. In case a foreign version is adopted at the same time, the fiduciary of fund information disclosure shall keep consistent the contents of the two versions. In case there is any different meaning between the two versions, the Chinese version shall prevail. Article 8. The Arabic numerals shall be adopted for fund information disclosed publicly. Unless specified specially, the unit of currency shall be the Yuan of Renminbi. CHAPTER III DISCLOSURE OF FUND COLLECTION INFORMATION Article 9. A fund manager shall, after the application for fund collection is approved by the CSRC, publish the summary of the fund prospectus and fund contract in the designated newspapers and periodicals and on the websites three days before offering fund shares. And meanwhile, the fund manager and the fund custodian shall publish the fund contract and fund trust agreement on the websites. Article 10. A fund manager shall compile a public notice of fund share offering on the specific matters of fund share offering, and publish it in the designated newspapers and periodicals and on the websites on the same day of disclosing the prospectus. Article 11. A fund manager shall publish the public notice on the taking effect of a fund contract in the designated newspapers and periodicals and on the websites on the morrow after the fund contract takes effect. Article 12. A fund manager shall, after the fund contract of an open-end fund takes effect, renew the prospectus and publish it on the websites within 45 days from the ending date of each six months, and publish the summary of the renewed prospectus in the designated newspapers and periodicals. A fund manager shall submit the renewed prospectus to the CSRC 15 days before making the public notice, and provide written statements on the relevant renewal contents. CHAPTER IV INFORMATION DISCLOSURE OF FUND OPERATION Article 13. Where a fund share is approved to be listed in stock exchanges, a fund manager shall, 3 working days before the fund share is listed, publish the public announcement of listing of the fund share in the designated newspapers and periodicals and on the websites. Article 14. A fund manager shall make a public notice of the net value of assets and shares of a closed-end fund at least once a week. Article 15. After the fund contract of an open-end fund takes effect, a fund manager shall, before handling the purchase or redemption of fund shares, make a public notice on the net value of fund assets and fund shares at least once a week. A fund manager shall, on the morrow of each open day, disclose the net value of fund shares and the accumulative total net value of fund shares of the open day through websites, the stations of network for offering fund shares, and other media. Article 16. A fund manager shall make a public notice on the net value of fund assets and fund shares on the last date of market transaction of the half-year or the year. A fund manager shall publish the net value of fund assets and fund shares and the accumulative total net value of fund shares in the designated newspapers and periodicals and on the websites on the morrow of the market transaction date prescribed in the preceding paragraph. Article 17. A fund manager shall specify the ways of computation of the price of purchase and redemption of fund shares and the relevant rate of purchase and redemption fees in the fund contract, prospectus, and other information disclosure documents of an open-end fund, and ensure that the investors can consult or copy the preceding information data at the stations of network for offering fund shares. Article 18. A fund manager shall compile and complete the annual fund report within 90 days at the end of each year, and publish the text of the annual report on its website, and publish the summary of the annual report in the designated newspapers and periodicals. The financial statements of the annual fund report shall be subject to auditing. Article 19. A fund manager shall compile and complete the half-year fund report within 60 days from the ending date of the first half year, and publish the text of the half-year fund report on its website, and publish the summary of the half-year report in the designated newspapers and periodicals. Article 20. A fund manager shall compile and complete the quarterly fund report within 15 working days from the ending date of each quarter, and publish the quarterly report in the designated newspapers and periodicals and on the websites. Article 21. In case a fund contract has taken effect for less than two months, a fund manager may not compile the quarterly report, the half-year report or the annual report of the current term. Article 22. The periodical fund report shall be submitted and put on records at the CSRC and the detached office of the CSRC at the place where the main office of a fund manager is located on the second working day of the public disclosure of the report. Two ways, including electronic text and written report, shall be adopted for the said report and achieve filing. CHAPTER V DISCLOSURE OF INTERIM FUND INFORMATION Article 23. In case there occurs any major event in the fund, the relevant fiduciary of information disclosure shall compile an interim report within two days, and make a public notice, and shall submit the report to and put it on archives at the CSRC and the detached office of the CSRC at the place where the main office of the fund manager is located. The "major events" mentioned in the preceding paragraph shall refer to the following events that may have great influences on the rights and interests of the fund shareholders or the price of the fund shares: (1) The convening of the fund shareholders' meeting; (2) Termination of a fund contract prior to the due date; (3) Raising more capital for the fund; (4) Extension of the term of a fund contract; (5) Alteration of the ways of fund operation; (6) Alteration of any fund manager or fund custodian; (7) Alteration of the legal name and residence place of any fund manager or fund custodian; (8) Alteration of any shareholder of the fund manager and the proportion of investment contributions; (9) Extension of the term of fund raising; (10) Alteration of any chairman of the board, general manager or other senior management personnel, manager of a fund manager, and the person in charge of the fund trust department of any fund custodian; (11) The alteration of the directors of a fund manager within one year exceeds 50%; (12) The alteration of the main business personnel of the fund trust department of any fund manager or fund custodian exceeds 30%; (13) The litigation involving any fund manager, fund property or fund custody business; (14) Any fund manager or fund custodian is investigated into by the supervision department; (15) Any fund manager or its any director, general manager or other senior management personnel or any manager of the fund is given severe administrative punishments, or any fund custodian or its person in charge of the fund trust department is given severe administrative punishments; (16) Major connected transaction matters; (17) Fund income distribution matters; (18) Alteration of the standards for computation and collection of overhead, trust fees, and other fees, the ways of computation and collection, and the rate; (19) The error in the computation of the price of the net value of fund shares is 0.5% of the net value of the fund share; (20) The fund alters the accountant firm it retains; (21) Alteration of the institution offering fund shares; (22) Alteration of registration institution of the fund; (23) The handling of purchase and redemption of an open-end fund; (24) Alteration of the rate of purchase and redemption of an open-end fund and its ways of charge; (25) Occurrence of redemption of large amount of open-end fund and delaying of the payment; (26) Continuous occurrence of large amount of redemption of open-end fund and the application for redemption is temporarily suspended; (27) Reacceptance of purchase and redemption of an open-end fund after the application for purchase or redemption is temporarily suspended; (28) Other matters prescribed by the CSRC. Article 24. If a fund shareholders' meeting is convened, the convener shall make a public notice on the time of convening the fund shareholders' meeting, forms of the meeting, matters to be deliberated, agenda and ways of voting, and other matters at least 30 days prior to the meeting. Fund shareholders shall convene the fund shareholders' meeting by themselves according to law. If any fund manager or fund custodian fails to perform duty of information disclosure on matters decided by the fund shareholders' meeting, the convener shall perform the relevant duty of information disclosure. Article 25. Where, during the valid term of a fund contract, any information arising from any public media or spreading on the market may have misleading influences on or result in larger fluctuation on the fund share price, the relevant fiduciary of information disclosure shall, after knowing the condition, clarify such information publicly, and report the relevant conditions to the CSRC and the stock exchange of fund listing immediately. CHAPTER VI MANAGEMENT OF INFORMATION DISCLOSURE AFFAIRS Article 26. A fund manager and fund custodian shall establish and improve information disclosure management system and assign special personnel to take charge of the information disclosure affairs. Article 27. Any fiduciary of fund information disclosure shall, when publicly disclosing fund information, correspond with the provisions of the CSRC on the guidelines of contents and format of relevant fund information disclosure. And the provisions of relevant compilation rules of the CSRC shall also be abided by for disclosure of special fund information disclosure matters and special categories of fund information. Article 28. A fund custodian shall, in accordance with the relevant laws and administrative regulations, provisions of the CSRC and the stipulations of the fund contract, review and examine publicly disclosed fund information such as net value of fund assets, net value of fund shares, price of purchase and redemption of fund shares, periodical fund reports, which are compiled by a fund manager, and the relevant information in the periodical renewed prospectus, and shall issue written documents to the fund manager or confirm it with a seal. Article 29. A fund manager or fund custodian shall choose newspapers and periodicals for information disclosure in the designated newspapers and periodicals. A fund manager or fund custodian may, in addition to disclosing information in the designated newspapers and periodicals and on the websites according to law, disclose information on other public media upon the need. Other public media may not disclose the information prior to the disclosure by the designated newspapers and periodicals and websites, and the contents disclosed in different media shall be consistent with each other. Article 30. A special institution, which issues auditing report or legal position paper for the fund information publicly disclosed by a fiduciary of fund information disclosure, shall make work manuscript, and keep the relevant archives for at least ten years after the termination of the fund contract. Article 31. After a prospectus is announced, it shall be placed at the residence place of a fund manager, fund custodian and institution offering fund shares respectively for the general public to consult and copy. After a public notice of listing is announced, it shall be placed at the residence place of a fund manager and the stock exchange of fund listing respectively for the general public to consult and copy. After a periodical report of fund is announced, it shall be placed at the residence place of a fund manager and fund custodian and the stock exchange of the fund listing respectively for the general public to consult and copy. CHAPTER VII LEGAL LIABILITIES Article 32. Any fiduciary of fund information disclosure or any special institution that issues auditing reports, legal position papers and other documents for the fund information disclosed publicly by any fiduciary of fund information disclosure shall abide by the relevant provisions of the Fund Law. In case any of them violates the provisions, the CSRC shall give it administrative punishments according to law. If it is suspected of committing a crime, it shall be transferred to the department of justice and prosecuted for criminal liabilities. Article 33. In case any fiduciary of fund information disclosure has any of the following circumstances in violation of the present Measures in the activities of information disclosure, it shall be ordered to correct and warned, and imposed upon a fine concurrently. And the direct responsible person in charge and other persons directly liable shall be given warnings, and imposed upon a fine. If the circumstances are serious, its qualification of fund practice shall be suspended or revoked. (1) The documents of information disclosure do not correspond with the provisions on the guidelines of contents and format of relevant fund information disclosure; (2) The documents of information disclosure do not correspond with the relevant provisions of compilation rules of the CSRC; (3) Failing to perform the duties of archival filing and preparation for information disclosure documents; or (4) Disclosing the financial statements of the annual report, which has not been audited. Article 34. In case any fiduciary of fund information disclosure fails to disclose fund information according to law and has any of the following circumstances in the information disclosure activities, it shall be punished in accordance with Article 93 of the Fund Law: (1) Violating the provisions of Article 6 of the present Measures; (2) Failing to disclose publicly the fund information prescribed in Article 5 and paragraph 2 of Article 23 of the present Measures; (3) Failing to disclose fund information within the time limit prescribed by the CSRC; (4) Failing to disclose fund information in the designated newspapers and periodicals and on the websites; (5) Failing to ensure that the investors may consult or copy the information data publicly disclosed in light of the time and ways stipulated in the fund contract; (6) A fund manager discloses the information in other public media prior to the disclosure in the prescribed media; (7) The contents of the same information publicly disclosed by a fund manager in different media are inconsistent with each other. Article 35. In case any fiduciary of fund information disclosure has any of the following circumstances in the activities of information disclosure affairs management, it shall be ordered to correct and warned, and imposed upon a fine. The direct responsible person in charge and other persons directly liable shall be given warnings, and imposed upon a fine. If the circumstances are serious, its qualification of fund practice shall be suspended or revoked: (1) The information disclosure management system of a fund manager or fund custodian is not perfect; (2) The fund manager or fund custodian fails to assign special personnel to take charge of the information disclosure affairs; (3) The fund custodian fails to make review, examination or confirmation on the fund information publicly disclosed according to the provisions; (4) The fund manager or fund custodian fails to choose the information disclosure newspapers and periodicals designated by the CSRC as required. Article 36. In case any special institution, which issues auditing reports, legal position papers, and other documents for the fund information publicly disclosed by any fiduciary of fund information disclosure fails to be diligent in performing its duties, which results in the falsified recordation, misrepresentation or great omissions of the documents it issues, it shall be ordered to make corrections and warned, and be imposed upon a fine. Article 37. A good faith archival recordation shall be made according to law on any institution and its personnel directly liable that violate the provisions of the present Measures. CHAPTER VIII SUPPLEMENTARY PROVISIONS Article 38. The present Measures shall come into force as of July 1, 2004. The Guidance to the Disclosure of Securities Investment Fund Information (No.11 [1999] of China Securities Regulatory Commission) promulgated by the CSRC shall be repealed simultaneously. |
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