Domestic Chinese private equity managers should take notice of
new provisional regulations requiring registration of domestic
Chinese private equity managers and filings with the Asset
Management Association of China ("AMAC"). Also, Chinese
private equity managers should take notice of an impending deadline
to register with AMAC.
The long-anticipated registration and filing system for domestic
Chinese private equity managers set up in China ("Fund
Managers") and domestic Chinese private equity funds
("Funds"), Measures for the Registration of Private
Investment Fund Managers and Filling of Private Investment Funds
(for Trial Implementation) (the "Measures") went into
effect on February 7, 2014, following its promulgation on January
17, 2014. Also, with the Measures in effect, the China Securities
Regulatory Commission, which has authorized AMAC to govern fund
managers and filings, had announced a deadline for private equity
managers to register with AMAC; registration must be done by April
The amended Securities Investment Fund Law, promulgated on
December 28, 2012 and effective on June 1, 2013, now governs
private offerings. It requires Fund Managers to perform
registration formalities and make fillings for PE Funds under their
management with the AMAC. On June 27, 2013, the State Commission
Office for Public Sector Reform (the
"SCOPSR") issued the Notice on Division
of Duties in Private Equity Fund Administration, specifying that
the China Securities Regulatory Commission (the
"CSRC") is charged with the supervision
and regulation of Private Funds (See Article:
CSRC Became Sole Regulator of PE Industry | China Law Update
Blog for more information).
As the regulatory organization authorized by the CSRC, AMAC
performs regulatory and supervision roles towards the registration
of Fund Managers and filings of Funds – thus, AMAC formulated
the Measures, including the requirements and procedures for the
The Measures requires, among other things, the registration of
Fund Managers, the filing of Funds, and the reporting of
Registration of Fund Managers: Fund Managers
are required to register with AMAC through a designated filing
system and apply for AMAC membership.
Filing of Funds and Fund Managements: Upon
completion of a Fund, its Fund Manager is required to file with
AMAC by providing such Fund's investment objectives and
relevant information of the Fund including its name, size,
investors, fund agreement (i.e. the management contract entered
into among the Fund Manager, each investor in the Fund and the
Fund's custodian, if any), etc. Basic information and changes
in such information regarding the senior management and
professionals of the Funds are required to be reported to AMAC as
Information Report: Fund Managers are required
to make quarterly and annual filings with AMAC providing certain
updated information of the Funds under their management, and notify
AMAC of significant changes in a timely manner.
After the issuance of the Measures, AMAC published on its
official website (http://www.amac.org.cn/) a guide to the
procedures of the registration and launched the on-line
registration system (http://pf.amac.org.cn).
The Deadline for Registration of Fund Managers
Following the issuance of the Measures, on March 7, 2014, the
CSRC, on its weekly press conference, announced the April 30, 2014
deadline for Fund Managers to complete registration with AMAC. As
indicated on the same conference, CSRC will take regulatory actions
against Fund Managers failing to complete the registration by such
According to the data released by the CSRC, by March 17, 2014,
1196 firms have registered in the system, of which 399 firms have
completed the registration process via the on-line system. On March
17 and 25, 2014, the AMAC launched two certificate granting
ceremonies, and issued the Private Equity Fund Manager Registration
Certificates to over 100 Fund Managers.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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