The Securities Industry Association is a self-regulatory organization of the securities industry and a social group legal person. China Securities Association was formally established on August 28th, 199 1. It is an industry self-regulatory organization with independent legal personality voluntarily formed by financial institutions engaged in securities business. Then, the following is my explanation of the self-discipline management knowledge of the securities market for everyone. Welcome to read and browse.
I. Self-discipline Management of Stock Exchanges
Article 102 of China's Securities Law stipulates: "A stock exchange is a legal person that provides places and facilities for centralized securities trading, organizes and supervises securities trading, and implements self-discipline management."
(A) the main functions of the stock exchange
1. Provide guarantee for organizing fair and centralized transactions.
2. Provide places and facilities.
3. Announce the real-time date of securities trading, and make and publish the stock market quotation sheet according to the trading day.
4. Formulate listing rules, trading rules, membership management rules and other relevant rules according to securities laws and administrative regulations, and report them to the State Council Securities Regulatory Authority for approval.
5. Monitor securities trading in real time and report abnormal transactions according to the requirements of China Securities Regulatory Commission.
6. Supervise the information disclosure and related information disclosure obligations of listed companies, and urge them to disclose information timely and accurately according to law.
7. When the normal trading of securities is affected by unexpected events, the stock exchange may take technical suspension measures; The stock exchange may decide to temporarily stop trading due to unexpected events of force majeure or in order to maintain the normal order of securities trading.
(B) the first-line supervision power of the stock exchange
As a front-line regulatory body, the revised Securities Law not only retains the above-mentioned functions of the stock exchange, but also gives the stock exchange the following regulatory powers:
1. Restrict the trading of securities accounts with major abnormal transactions according to regulations and report to the State Council Securities Regulatory Authority for the record. .
2. Exercise the right to examine and verify the application for listing and trading of securities (including stocks and corporate bonds).
3. In case of legal circumstances, a listed company shall exercise the decision right to suspend or terminate its stock listing and trading.
4. After the corporate bonds are listed and traded, the company will suspend or terminate its corporate bonds in case of legal circumstances.
Exercise the decision-making power of listing and trading. If a party refuses to accept the decision made by a stock exchange not to list, suspend listing or terminate listing, Article 62 of China's Securities Law stipulates that the party concerned may "apply to a review institution established by a stock exchange for review".
(3) Management of securities trading activities
1. Formulate and publish corresponding trading rules.
2. Formulate and publish corresponding business rules.
3. Publish the stock market in time.
4. The stock exchange has the right to suspend or resume the trading of listed securities according to relevant regulations.
China Securities Regulatory Commission also has the right to request the stock exchange to suspend or resume the trading of listed securities. A stock exchange shall establish a market quasi-person system to restrict or prohibit the securities trading behavior of specific securities investors according to the provisions of securities laws and regulations or the requirements of the China Securities Regulatory Commission. In addition, the stock exchange shall not restrict or prohibit the securities trading behavior of securities investors.
5. The Measures for the Administration of Stock Exchanges require that a stock exchange should establish a computer system that meets the requirements of securities market supervision and real-time monitoring, and set up a specialized agency responsible for securities market supervision.
(4) Management of members of stock exchanges
1. Member management.
2. Member trading seat management.
3. Management of proprietary business and membership business.
4. Check the financial status of the members of the internal control system.
(V) Management of listed companies by stock exchanges
1. Formulate specific listing rules.
2. A stock exchange shall sign a listing agreement with a listed company to determine the rights and obligations of both parties; At the same time, a listing recommender system should be established to ensure that listed companies meet the listing requirements. A stock exchange shall supervise the listing recommenders to effectively perform the relevant duties stipulated in the business rules.
3. Supervise the information disclosure of listed companies. Suspension of stock trading of listed companies requires listed companies to immediately publish relevant information: abnormal fluctuations in stock trading of the company; Some investors have publicly offered to buy shares in the company; The listed company applies for suspension of trading according to the listing agreement; China Securities Regulatory Commission decides to suspend stock trading according to law, when the stock exchange deems it necessary.
4. A stock exchange shall establish a file of shareholders' shareholding of listed companies, and conduct real-time statistics and supervision on the changes of shareholders' shareholding of listed companies in the course of trading according to the laws, regulations, rules and policies of the state on restricting the number of shareholders' shareholding and their trading behavior.
Second, the self-discipline management of China Securities Association
The Securities Industry Association is a self-regulatory organization of the securities industry and a social group legal person. China Securities Association was formally established on August 28th, 199 1. It is an industry self-regulatory organization with independent legal personality voluntarily formed by financial institutions engaged in securities business.
(1) Responsibilities of China Securities Association
According to China's securities law, China Securities Association shall perform the following duties:
1. Educate and organize members to abide by securities laws and administrative regulations.
2. Safeguard the legitimate rights and interests of members according to law, and reflect the suggestions and requirements of members to the securities regulatory body.
3. Collect securities information and provide services for members.
4. Formulate rules that members should abide by, organize business training for employees of member units, and carry out business exchanges among members.
5. Mediation of securities business disputes between members and between members and customers.
6. Organize members to learn about the development, operation and related contents of the securities industry.
7. Supervise and inspect members' behaviors, and give disciplinary sanctions to those who violate laws, administrative regulations or the articles of association of China Securities Industry Association.
(2) The self-discipline management function of China Securities Association.
1. Self-discipline management of member units
(1) Standardize business and formulate business guidelines.
(2) Standardize development, promote industry innovation and enhance industry competitiveness.
(3) Formulate trade conventions to promote fair competition.
2. Self-discipline management of employees
(1) Qualification management of employees.
(2) Follow-up vocational training.
(3) formulate employee behavior and ethics.
(4) Credit information management of employees.
Example 8 _ 7(2065 438+02 March multiple-choice questions)
The self-discipline management of the securities association is embodied in protecting interests and promoting the development of the industry, which is embodied in ().
A. Employee qualification management and follow-up vocational training
B. Developing codes of conduct and ethics for practitioners
C. Provide professional qualification test and relevant follow-up vocational training for employees in special positions.
D. formulating codes of conduct and regulations for the securities industry
Reference answer ABC
Analysis of employee self-discipline management. Specifically, it includes employee qualification management and follow-up vocational training, providing professional qualification testing and related follow-up vocational training for employees in special positions, formulating employees' code of conduct and ethics, and managing employees' credit information.
3. Agency share transfer system.
Example 8-8 (March 2065438+02 Exam, True or False)
The purpose of establishing the Securities Industry Association is to strengthen the connection, coordination, cooperation and self-discipline among the securities industries, so as to facilitate the healthy development of the securities market. ( )
Reference answer √.
The purpose of establishing the Securities Industry Association is to strengthen the connection, coordination, cooperation and self-discipline among the securities industries, so as to facilitate the healthy development of the securities market.
(3) Qualification management of securities practitioners
65438+February 2002 65438+June 2002, China Securities Regulatory Commission promulgated the Measures for the Administration of Qualifications of Securities Practitioners (hereinafter referred to as the Measures for the Administration of Qualifications), which came into effect in February 2003.
1. Scope of securities practitioners
According to the Measures for the Administration of Qualifications, employees in the securities industry include:
(1) Professionals engaged in securities self-management, securities brokerage, securities underwriting and sponsorship, securities investment consulting and securities investment management in securities companies, including managers of relevant business departments.
(2) Professionals engaged in fund sales, research and analysis, investment management, trading, supervision and auditing in fund management companies and fund custody institutions, including managers of relevant business departments; Professionals engaged in fund publicity, promotion and consultation in fund sales institutions, including managers of relevant business departments.
(3) Professionals engaged in securities investment consulting business in securities investment consulting institutions and their management personnel.
(4) Professionals engaged in securities credit evaluation business in securities credit evaluation institutions and their management personnel.
(five) other personnel who need to obtain professional qualifications and practice certificates as stipulated by the China Securities Regulatory Commission.
2. Obtain qualification and practice certificate
China Securities Industry Association is responsible for the qualification examination of employees, issuance of practice certificates and practice registration. China Securities Regulatory Commission shall guide and supervise the qualification management of securities practitioners of China Securities Association. Anyone who has reached the age of 18, has a high school education or above and has full capacity for civil conduct can take the qualification examination for securities practitioners. Occupation qualification does not implement occupation classification examination. The qualification examination includes basic subjects and professional subjects. Pass the relevant qualification examination and obtain relevant qualifications.
A person who has obtained the qualification for practice may apply for a unified practice certificate through a securities institution if he meets the following conditions:
(1) has been employed by the organization.
(2) No criminal punishment in the last three years.
(3) There is no circumstance stipulated in Article 132 of China's Securities Law.
(4) It has not been recognized by the China Securities Regulatory Commission as a prohibited person in the securities market, or the prohibited period has expired.
(5) Good conduct and good professional ethics.
(6) Other conditions stipulated by laws, administrative regulations and the China Securities Regulatory Commission.
3. Practice management
China Securities Industry Association shall establish a database for qualification management of employees, and conduct qualification publicity and practice registration management. A person who has obtained a practice certificate may be entrusted by a securities business institution to engage in the securities business operated by the institution on behalf of the employed securities business institution. Securities institutions shall not employ persons who have not obtained a practice certificate to engage in securities business abroad.
Where an employee who has obtained the practice certificate changes his/her office, the new office shall report to China Securities Association within 10 days after the above-mentioned situation occurs, and China Securities Association will change his/her practice registration.
4. Related penalties:
(1) Those who take the qualification examination violate the rules of the examination room and disturb the order of the examination room shall not take the qualification examination for two years.
(two) qualified personnel to provide false materials to apply for a practicing certificate, shall not be issued a practicing certificate; If a practicing certificate has been issued, its practicing certificate shall be cancelled by China Securities Association.
(3) In the process of applying for a practicing certificate, if a securities business institution resorts to fraud, deliberately makes things difficult for the parties, or fails to fulfill its reporting obligations as required, the China Securities Industry Association shall order it to make corrections; Refuses to correct, by the China Securities Association of securities institutions and their directly responsible personnel shall be given disciplinary sanctions; If the circumstances are serious, the China Securities Regulatory Commission may impose a warning or a fine of less than 30,000 yuan.
(4) Where a securities institution employs a person who has not obtained a practice certificate to engage in securities business abroad, the China Securities Industry Association shall order it to make corrections; Refuses to correct, given disciplinary sanctions; If the circumstances are serious, the China Securities Regulatory Commission may impose a warning or a fine of less than 30,000 yuan.
(five) employees who refuse to accept the investigation or inspection of China Securities Industry Association, or employers who refuse to cooperate with the investigation, shall be ordered by China Securities Industry Association to make corrections; Refuses to correct, given disciplinary sanctions; If the circumstances are serious, the China Securities Regulatory Commission will give the practitioners a penalty of suspending their practice for 3 to 12 months or revoking their practice certificates; Single or combined with a warning and a fine of less than 30,000 yuan.
(VI) The China Securities Association may not accept the application for practicing certificate of the person whose practicing certificate has been revoked by the China Securities Regulatory Commission or cancelled by the China Securities Association in violation of the Measures for the Administration of Qualifications.
(7) If the staff of China Securities Industry Association fails to perform their duties in accordance with the Measures for the Administration of Qualifications, neglects their duties or deliberately makes things difficult for the parties, the China Securities Industry Association will give disciplinary sanctions.
(4) Integrity information management of securities practitioners
The credit information records of securities practitioners include: basic information, reward information, warning information and punishment information.
Third, the self-discipline management of securities registration and clearing companies.
(1) Conditions for establishing a securities registration and clearing company
The establishment of a securities registration and clearing company must be approved by the the State Council securities regulatory authority. Specifically, the establishment of a securities registration and clearing company shall meet the following conditions:
First, its own funds are not less than 200 million yuan.
Second, it has the necessary places and facilities for securities registration, depository and settlement services.
Third, the main managers and employees must have the qualification of securities business.
Fourth, other conditions stipulated by the State Council Securities Regulatory Authority.
The name of a securities registration and settlement company shall be marked with the words "securities registration and settlement". Securities registration and settlement adopt a centralized and unified operation mode throughout the country. The articles of association and business rules of a securities registration and clearing company shall be formulated in accordance with the law and approved by the securities regulatory authority of the State Council.
Example 8-9 (2065438+March 2002 examination questions, true or false)
The name of a securities registration and settlement company shall be marked with the words "securities registration and settlement". ( )
Reference answer √.
The name of a securities registration and settlement company shall be marked with the words "securities registration and settlement".
Securities registration and settlement adopt a centralized and unified operation mode throughout the country. The articles of association and business rules of a securities registration and clearing company shall be formulated according to law and approved by the securities regulatory body.
(2) Functions of the securities registration and clearing company
Securities registration and clearing companies shall perform the following duties in accordance with the Securities Law:
1. Establishment and management of securities accounts and settlement accounts. Before engaging in securities trading, investors must submit relevant account opening materials to the securities registration and clearing company, and can engage in securities trading only after opening a securities account.
2. Depository and transfer of securities. Under the paperless trading mode, the securities held by investors must be concentrated in the securities registration and settlement system, and the transfer of securities can be completed through electronic data transmission.
3. Register of securities holders and registration of rights and interests. According to the agreement signed with the issuer, the securities registration and clearing company provides the list of securities holders to the securities issuer and accurately records the necessary information of securities holders.
4. Clearing, settlement and related management of listed securities transactions in stock exchanges. Clearing and settlement of securities are collectively referred to as securities settlement, including securities settlement and fund settlement. The clearing and settlement of securities listed on the stock exchange shall be completed by the securities registration and clearing company. The main mode is that the securities registration and settlement company, as the central counterparty, completes the net settlement of securities and funds with securities companies.
5. Distribution of securities rights and interests entrusted by the issuer. Securities registration and clearing companies may distribute securities rights and interests such as bonus shares, dividends and interest to securities holders according to the entrustment of issuers.
6. Handling consulting, information, consulting and training services related to the above businesses. Securities registration and clearing companies handle relevant business inquiries for qualified units in accordance with relevant regulations.
7. Other businesses such as providing proxy voting services for securities holders approved by the State Council Securities Regulatory Authority.
Example 8-10 (Exam on March 438+02, 2065, true or false)
Voting on behalf of securities holders also belongs to the functions of the registration and clearing company. ( )
Reference answer √.
Analyze the functions that securities depository and clearing companies should perform in establishing and managing securities accounts and settlement accounts according to the Securities Law; Depository and transfer functions of securities; The functions of the register of securities holders and the registration of rights and interests; Clearing, settlement and related management functions of listed securities transactions in stock exchanges; The distribution function of securities rights entrusted by the issuer; Handle the functions of inquiry, information, consultation and training services related to the above business; Other businesses such as providing proxy voting services for securities holders approved by the State Council Securities Regulatory Authority.
(3) Securities registration and settlement system
1. Securities real-name registration system.
2. Bank delivery system.
3. Graded settlement system and settlement participant system.
4. Netting system.
5. Securities and capital settlement's special system.
Example 8-11(March 2065438+02 multiple-choice questions)
Belong to the securities self-discipline institutions is ().
A. Stock exchanges
B. Securities Association
C. China Securities Regulatory Commission (short for China Securities Regulatory Commission)
D. Securities registration and settlement institutions
Reference answer AB
According to the provisions of the Securities Law, China's securities self-discipline management institutions are stock exchanges and securities industry associations. According to the Measures for the Administration of Securities Registration and Settlement, China's securities registration and settlement institutions implement industry self-discipline management.
Four, the securities industry practitioners practice code of conduct
In order to standardize the practice behavior of securities practitioners and maintain the order of the securities market, according to the work requirements of the CPC Central Commission for Discipline Inspection on formulating the code of conduct for financial practitioners and the unified deployment of the China Securities Regulatory Commission, the China Securities Association officially promulgated and implemented the Code of Practice for Securities Practitioners (hereinafter referred to as the Code) on June 5438+1October 65438+September 2009. The Code is the first systematic self-discipline rule for practitioners in China's securities industry, and the China Securities Association will conduct self-discipline management on practitioners' practice according to the Code.
(1) Applicable objects and self-regulatory bodies
The securities practitioners mentioned in these Standards (hereinafter referred to as "practitioners") refer to:
1. Managers and business personnel of securities companies and securities brokers who have signed entrustment contracts with securities companies.
2. Managers and business personnel of fund management companies.
3 managers and business personnel engaged in fund custody or sales in fund custody and sales institutions.
4. Managers and business personnel of securities investment consulting institutions.
5. Managers and business personnel of financial advisory institutions engaged in mergers and acquisitions of listed companies.
6. Managers and business personnel engaged in securities rating business in credit rating agencies in the securities market.
7. Other personnel specified by the Association.
The Code clearly stipulates that China Securities Association is the "subject" of self-discipline management of securities practitioners. The self-discipline management of China Securities Industry Association accepts the guidance and supervision of China Securities Regulatory Commission.
(2) Basic principles
1. Article 5 of the Standards stipulates that employees shall abide by the relevant laws and regulations of the state, accept and cooperate with the supervision and management of the China Securities Regulatory Commission, accept and cooperate with the self-discipline management of the China Securities Association, and abide by the relevant rules of the exchange, the rules and regulations of their institutions and the professional ethics and codes of conduct recognized by the industry.
2. Article 6 of the Code stipulates that employees shall safeguard the legitimate interests of customers and other interested parties, be honest and trustworthy, be diligent and conscientious, and safeguard the reputation of the industry.
3. Article 7 of the Standards stipulates that employees shall provide professional services to clients in accordance with corresponding business norms and standards, educate clients on securities investment, and correctly reveal investment risks to clients. In order to ensure the necessary practicing ability and professional level, practitioners should obtain corresponding qualifications, apply for practicing registration to China Securities Association through their institutions, and accept the follow-up vocational training organized by China Securities Association and its institutions.
4. Article 8 of the Code stipulates that employees shall report to their institutions in time when their own interests or the interests of interested parties conflict or may conflict with the interests of customers during their practice; When it is inevitable, we should ensure that the interests of customers are treated fairly.
5. Article 9 of the Code stipulates that employees should keep state secrets, business secrets of their institutions, business secrets of their clients and personal privacy, and have the obligation to keep confidential the undisclosed information obtained in the course of practice, except that the state judicial organs and government regulatory departments conduct investigation and evidence collection according to relevant regulations, or that they are required to provide by relevant laws and regulations. After completing customer service or leaving the organization, employees should still undertake the above confidentiality obligations in accordance with relevant regulations or contractual agreements.
6. Article 10 of the Guidelines stipulates that if an institution or its managers issue instructions to employees suspected of violating laws and regulations, the employees shall promptly report to the senior management or the board of directors in accordance with the internal procedures of the institution. Colleges and universities should take timely measures to deal with it properly.
Institutions are not properly handled, employees should promptly report to the China Securities Regulatory Commission or the China Securities Association; China Securities Industry Association shall keep confidential the reports of employees. Institutions or relevant personnel of institutions shall not retaliate against the above-mentioned reporting behavior of employees.
(3) Prohibited behavior
1. General prohibited behaviors of employees:
(1) engages in or collaborates with others in illegal activities such as fraud, insider trading, and manipulation of securities trading prices.
(2) fabricating and disseminating false information to mislead investors.
(3) Damaging the public interest, the institution or the legitimate rights and interests of others.
(4) engaging in businesses that have conflicts of interest with the performance of duties.
(5) derogate from peers or compete for business by other unfair competition means.
(6) Accepting or bribing stakeholders.
(7) buying and selling securities prohibited by law.
(8) Promise the customer that the investment will not lose money or guarantee the minimum income in violation of regulations.
(9) Concealing, forging, tampering with or damaging transaction records.
(10) Customer information leaked.
(1 1) Other acts prohibited by China Securities Regulatory Commission and China Securities Association.
The general prohibition of employees stipulated in the Code is mainly based on the fourth section of Chapter III of the Securities Law.
2. Specific prohibited acts of employees of securities companies:
(1) Acting as an agent to buy, sell or underwrite securities prohibited by law.
(2) Providing funds or securities to customers in violation of regulations.
(3) Embezzling or misappropriating clients' assets or changing the scope of entrusted investment without authorization.
(4) Accept the full authorization of customers in the brokerage business.
(5) divulging proprietary trading information, recommending proprietary securities to customers, or inducing customers to buy or sell the securities.
(six) other acts prohibited by the China Securities Regulatory Commission and the China Securities Association.
3. Specific prohibited acts of employees of fund management companies, fund custody and sales institutions:
(1) Violation of relevant information disclosure rules, unauthorized disclosure of securities trading information of the Fund.
(2) Transfer of benefits between different fund assets and between fund assets and other entrusted assets.
(3) Use fund-related information to seek personal gain for yourself or others.
(4) Misappropriation of trading funds and fund shares of fund investors.
(5) Misleading customers in the process of fund sales.
(six) other acts prohibited by the China Securities Regulatory Commission and the China Securities Association.
4. Specific prohibited behaviors of employees of securities investment consulting institutions, financial consulting institutions and securities credit rating agencies:
(1) Accept the entrustment of others to engage in securities investment.
(2) Agreeing with clients to share the gains and losses of securities investment, or promising clients the gains from securities investment.
(3) Writing and publishing an analysis report or rating report based on false information, inside information or market rumors.
(4) Other acts prohibited by China Securities Regulatory Commission and China Securities Association.
(4) Supervision and punishment
1. Article 15 of the Code stipulates that institutions shall formulate corresponding personnel management, training and practice supervision systems according to the Code to manage employees and urge them to practice according to law.
This article clarifies the management responsibility of institutions for employees, extends its management responsibility from qualification management to practice behavior management, and strengthens its management responsibility, which is of great significance for building a three-level employee management system of administrative supervision organs, self-regulatory organizations and institutions.
2. Article 16 of the Standards stipulates that the China Securities Association shall conduct regular or irregular inspections on the implementation of the Standards by institutions. Employees and their institutions shall cooperate with the inspection work of China Securities Industry Association.
This article stipulates the inspection function of China Securities Industry Association, and the Code extends the inspection scope of China Securities Industry Association to the practice behavior of employees, which is no longer limited to qualifications.
3. Article 17 of the Code stipulates that the self-regulatory professional committee of China Securities Association shall punish institutions and employees in accordance with relevant regulations. Institutions and employees who refuse to accept the disciplinary action may apply to China Securities Industry Association for reconsideration.
4. Article 18 of the Code stipulates that if employees violate the Code, China Securities Industry Association shall conduct an investigation, take disciplinary measures according to the seriousness of the case, and record the disciplinary information in the integrity information system of employees of China Securities Industry Association. Employees who are suspected of violating laws and regulations and need to be given administrative punishment or take administrative supervision measures shall be handed over to the China Securities Regulatory Commission for handling.
5. Article 19 of the Code stipulates that if an employee violates the Code and the circumstances are minor and no adverse consequences are caused, the Securities Industry Association of China may be exempted from disciplinary action as appropriate, but it shall instruct the institution where the employee works to conduct criticism and education.
6. Article 20 of the Code stipulates that if an employee is punished by his institution for violating laws and regulations, or is investigated and dealt with by the relevant state departments according to law, the institution shall report to the China Securities Association within 10 working days from the date of making the punishment decision, and know what the employee's illegal and illegal behavior has been investigated and dealt with. China Securities Association will input relevant information into the credit information system of employees.
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