Group management of affiliated companies

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					Group management of affiliated companies
??(A) the focus of the group associated with enterprise-wide monitoring
?Those who have been or will be set up credit relationship with the bank,
has the following characteristics of the group affiliates should be
gradually included in the monitoring range:
?1. Investment relationship exists, in equity or management decision that
has directly or indirectly controlled and controlled several companies,
such as the parent company and subsidiaries, holding companies and their
subsidiaries and the holding, directly or indirectly, to be owned
subsidiary (hereinafter referred to as the first a class of related
?2. Investment relations do not exist, but implementation of the Group
System Group and its member companies (hereinafter referred to as second-
class affiliates).
?3. Whether ´æÔÚ investment relations, natural or close family members
with major investor individuals as key management personnel or to
otherwise direct control Qi Ye (the following referred to as the third
Lei associated companies).
?Principal individual investors, directly or indirectly control a company
10% or more of the voting capital of individual investors. Refers to the
right and the key management personnel responsible for planning, command
and control activities of the enterprise. Close family members of
individuals whose primary investors, and key management personnel of the
parent, spouse, children, brothers, sisters.
?4. There may be other related party transactions and transfer of assets,
income and profits, should be treated as a group enterprise management of
multiple enterprises and corporate loans (hereinafter referred to as the
fourth class of associated enterprises).
?Currently, the main concern should be the first class line and the same
natural person as the legal representative of the third type of credit
risk associated with business, in particular, parent-subsidiary or more
of them are in my line of business financing and financing volume in 50
million yuan ( inclusive) or more associated enterprises focus control
group. The other group of related enterprises, according to the bank
financing volume and level of risk, choice, step by step into the control
?(B) to strengthen the credit management group affiliated companies,
focusing on three areas of work to do:
?1. Identify the organizational structure and associated enterprises of
the association between relationship;
?2. Identify the true financial position of enterprises, which eliminate
the associated transaction of assets, liabilities, revenues, profits,
related party transactions as of the financial situation of the
?3. Complete control of group dynamics associated with enterprise
management, enterprise information to ensure the timely collection and
sharing, to enable early warning of risk.
?(C) the implementation of differential treatment, classification
management, credit policy
?Connection with the lines of credit to enterprises Gudong state, between
the correlation methods, Jing Ying risk level, ¹æÄ£ An Approach to
velocity and the head office of Xingyexindai policy will be
differentiated, on Jituanguanlian business practice Qubie treatment,
classified management of credit policy.
?1. Focus on the development and has industry support and highlight the
main business and relationship stability and clarity, no bad credit
record, management stability, in line with my line of trade credit policy
group associated with the production-based credit business relationship.
?The types of customers in line of credit, the credit rating of the
corresponding processing according to various types of financing.
?2. Careful intervention by the rapid expansion of capital operation,
management and main business area is not changing outstanding production
associated with the complex relationship between group affiliates.
?Strictly control the types of customers the total credit, care and
release large amounts of credit, trade background in the critical review
of the authenticity based on their commercial acceptance bill carefully
handle business; of the credit has been issued to implement as much as
possible security, in particular, significant risk is found, to be
secured as soon as possible.
?3. Strict control is mainly engaged in capital operation, foreign equity
investment more than 50% of net assets of enterprises (hereinafter
referred to as investment enterprises) and the third category of related
financing business enterprises, depending on the circumstances, to which
the inclusion of risky business list of high-risk customers.
?In addition to state authorized investment institutions, the state
holding company and the provincial government-funded investment company
established by paragraph 5 of this control on the other investment type
companies, in principle, only the head office of the credit policy Banli
admission of a person's project loans, and low-risk guarantee business,
shall not apply for other financing. Among them, the equity investment
greater than the net assets of enterprises shall be allowed additional
financing; private investment in addition to low-risk enterprise security
business, the new financing, are submitted to headquarters for approval.
Investment enterprises do not meet these requirements stock financing, to
take measures to withdraw as soon as possible.
?The third class of associated enterprises, in addition to financing low-
risk security, the comprehensive to the approved credit limit and the
maximum credit operations, through the set time limit, limits, guarantees
and conditions with the industry accounting for such restrictions, strict
examination and control of other financing business.
?4. Prohibition does not meet the bank sector credit policies, in low,
inefficient production and business sectors, low economic efficiency,
high levels of debt the group of related enterprises, in particular, the
general technical level, market saturation, in the traditional processing
and manufacturing production and operations private banks new financing,
and in strict accordance with the head office of the trade credit policy,
formulate an exit plan to gradually reduce the stock of financing.
?5. Control group or holding company headquarters (hereinafter referred
to as the Group headquarters) of the financing risks. The first class of
interconnected companies and to form the third category of group
affiliates, the Group headquarters and its subsidiaries to me that the
line of financing, according to the following principles to master:
?(1) directly engaged in production and operation, with operating cash
flow of the group, and led by the head office of the State authorized
investment marketing, national and provincial government-funded holding
company set up by investment-oriented companies (asset management
company), may credit policy by industry and customer credit rating, the
highest in the comprehensive credit line approved to handle their
financial business, to allow the Group subsidiary companies under the
control of this Part for the unity of the borrower.
?(2) Subject to the head office of the state authorized investment led by
marketing agencies, national and provincial government-funded holding
companies set up investment companies (asset management companies), the
charge against investment income only to the subsidiary or headquarters
group management fees, in addition to low-risk security business, to
strictly control new financing, no credit loans, shall not apply to issue
or acceptance by the commercial acceptance bill discount, at the same
time, to its power to approve new financing business focus to a (
directly) branch and head office.
?(3) provide assistance only to affiliated enterprises (such as water,
electricity, steam) service, or logistics support, closely related party
transactions with affiliated enterprises group headquarters, in
principle, to the additional financing, of which the use of funds clearly
do have solvent , and to the comprehensive analysis of its subsidiaries
related transactions, services, prices based on situation and accurately
determine solvency and prudent handling financing business.
?6. Any application for financing to the Bank Group's affiliate, the Bank
shall in writing all of its affiliates, including information related to
each other the relationship between ownership structure, legal
representatives and key management personnel of the situation and credit
records. On the concealment or does not provide the above conditions,
shall not be granted financial support.
?7. The line to the RMB loan and guarantee contracts, foreign exchange
loan and guarantee contracts, small business loan and guarantee
contracts, foreign currency loans and guarantees transfer credit
contracts, the liquidity cycle of the loan contract, the domestic
factoring business agreements, stock-secured loan contracts, real estate
development business loan contracts and other financing contracts,
agreements, add provisions related customer risk prevention. Risks
associated increase in terms of the way our customers in the format of
the contract, "the two sides agreed to other terms" in the
state; if not using I-line format, the contract should also actively seek
expressly agreed in the contract or include related customer risk
prevention terms. Risks associated with customer model clauses read as
?Borrower (or other debtor, the same below) should be timely,
comprehensive, and accurate disclosure to the Bank and its affiliated
transactions related party relationships. Borrower fails to perform the
information disclosure obligations or the borrower and its associated one
of the following circumstances has arisen and the borrower may discharge
its obligations under this contract that adversely affect, the Bank the
right to take this contract and the law of remedies:
?(1) the borrower's financial situation deteriorated related parties;
?(2) the borrower or its related parties is a judicial or tax, business
and other administrative law enforcement agencies and administrative
authorities for investigation or to take punitive measures according to
?(3) the borrower and its related parties control or control relationship
between the change;
?(4) the borrower's related parties or may involve significant economic
disputes, litigation and arbitration;
?(5) the borrower's principal individual investors, key management
personnel changes or abnormalities were suspected of criminal acts
according to the investigation or judicial restriction of personal
?(6) the borrower's related parties, the potential negative impact on the
borrower and other matters.
?Based on "Accounting Standards for Enterprises - related party
relationships and transactions disclosed in" this section of the
related party is:
?(1) The borrower, directly or indirectly controlled by other
enterprises, or directly or indirectly controlled by the borrower's other
businesses, as well as borrowers with a business controlled by other
?(2) the borrower's joint venture;
?(3) the borrower's joint venture;
?(4) The borrower principal individual investors, key management
personnel or their close family members;
?(5) by the borrower into the principal individual investors, key
management personnel or their close family members of the direct control
of other enterprises.
?Other terms in this section and the "Accounting Standards for
Enterprises - related party relationships and transactions of
disclosure" in the same words have the same meaning.
?8. Related to the Group's business in the following acts, to include
credit blacklist, filling in the credit management system identification,
both in the prompt settlement of income financing the same time, the Bank
shall not provide any additional financing to the customers.
?(1) providing false materials or conceal important facts in financial
?(2) refuse to accept the use of bank funds to their credit and financial
activities related to management oversight;
?(3) enterprises and their legal representative, the key management
personnel have bad credit record;
?(4) enterprises engaged in illegal business and related malicious
transactions, evasion of bank debts behavior.
?(D) the establishment of the Group's credit management responsibilities
associated with enterprise system
?Included in the scope of the monitoring group of related enterprises,
according to the "unified management, coordination and cooperation,
division of labor" principle, the establishment of group affiliates
control responsibility system, determine the control line and co-host
lines, were implemented rating, credit, loan pre-survey , review and
post-loan management responsibilities. Sponsored by the Group related
line of business group headquarters or major branches of the enterprise
is registered as co-line by the credit relations with other enterprises
as the location of branches. All groups were associated with enterprise
level, directly under the branches registered within its jurisdiction,
one directly under the branches to be well coordinated monitoring
organization, in accordance with the favorable business development and
strengthening of management principles determine the host line, co-line;
Group Affiliates are not the same level (directly under) branch
registered under their respective jurisdictions, commissioned by the head
office or head office level (directly) branch line of the specified host
and co-line, is responsible for monitoring the work of management and
?1. The main duties of host line is:
?(1) responsible for the Group's corporate headquarters or major credit
before the survey, preliminary loans, closing loans and earning interest
and other regular credit management, responsible use of its credit funds
and financial activities related to supervision and management of
?(2) to identify and verify the group headquarters or major business
enterprises and other related relationship between the association and is
responsible for the Group's corporate headquarters information and
identify relationships between the associated input credit management
?(3) of the head office directly to a credit program, approved by the
highest combined credit of enterprises, the lead good credit information
collection, do group association corporate responsibility and customer
credit rating, to coordinate between the various related enterprises line
of credit allocation, adjustment;
?(4) The bank is authorized or the approval of higher authority within
the lead organization within the Group associated with the syndicated
loan business line of the work;
?(5) to collect the Group headquarters or principal associated with the
production, management and developments, as well as affiliates ownership
structure, investment strategy, legal representatives and key management
personnel changes and other important information, timely notification to
the co-line situation, and the co- between the lines to establish regular
contact and information exchange system.
?2. Co-line functions are:
?(1) is responsible for site investigation related business loans before
the loan first instance, closing loans and earning interest and other
regular credit management, responsible for corporate credit association
where the use of funds and financial activities related to supervision
and management of business;
?(2) timely collection, provide customer information, data, line well
organized group with the associated business credit rating and unified
?(3) is responsible for corporate information on a regular basis will be
recorded within its jurisdiction the credit associated with integrated
management system.
?The Bank and the co-hosting the visit is to effectively fulfill this
responsibility, to strengthen communication and coordination on the
failure to perform duties or work in poorly co-line, organized by row or
superior line can not be responsible for monitoring the distribution of
their business line of credit, the higher the Bank may suspend approval
of its new financing; do not perform their duties or work poorly
organized line, superior line can not be approved by the association
responsible for monitoring the group's highest integrated enterprise
credit, not approval of the company's new financing business.
?(E) strictly related to their enterprise unified group credit and credit
?1. The Group's affiliates into the unified credit management.
?2. Strengthen the Group's audited financial statements of associated
companies and credit review. On is a second class of related enterprises,
to group headquarters for the borrower's financing, the Bank requires the
customer to the bank authorized by the agency audited consolidated
financial statements and group financial statements of this Part, and
critical examination; accept one Type II sub-affiliates, subsidiaries,
and three, four affiliates of the finance business, in addition to the
head office requested to review the financial statements of the borrower,
but also major affiliates of the borrower to analyze the situation, if
necessary, may request the sub- Bank to assist in providing the main
financial statements of the enterprise.
?Associated companies in the Group's credit review, in addition to
general requirements to investigate, review relevant content, the Bank
should focus on the following issues:
?(1) cash flow projections based on the actual size of the borrower and
the business performance management is true, in particular its existence
by issuing false VAT invoices related enterprises to fictitious sales,
and falsifying business to the bank acceptance bills discounted to
Fiction cash flow, as well as affiliates of non-genuine trade between the
lines to my application for the issue of bank acceptance and other
?(2) The borrower is the controlling shareholder extraordinary credit and
financial situation of the existence of unusual circumstances; on single
project financing corporation, its shareholders, whether the investment
capacity, funding sources, the reliability of compliance, which is in our
bank financing.
?(3) is a guarantor loan guarantors and the relationship between the
parent company guarantees the existence of subsidiaries, associated
companies and cross-guarantees mutual insurance issues, security is full,
legal, valid, whether all the existing security association to fulfill
enterprise security responsibilities.
?(Vi) implementation of the Group associated with the centralized
management of customer credit
?In order to avoid the Bank Group's multi-agency related to the same
customers over the respective loans, financing risks, the head office
will be in the credit management system to enhance the identity of the
group associated with enterprise management and the progressive
introduction of business concentration.
?1. Group affiliates in the same borrower in principle, only the bank to
set up a loan account, credit organized by a branch.
?2. Associated enterprises of the group of different borrowers registered
in the same city, in addition to the head office Direct loans and
syndicated loans in line, in principle, the seat of a branch or city
shall designate a branch line of host its financing business, avoid the
same Opening the city's many branches. Because of this business need to
open an account in a number of branches, it shall be level, directly
under the branch approval. Approved to conduct business branches, in
principle, can only handle special business, shall not provide other
financial services. In the process of special business, must be in
accordance with paragraph 3 of this Part or affiliates to the group
hosting the first line of inquiry.
?3. Group affiliates in the same city with different borrowers not
registered, the registration of branches affiliated companies handle
their financial business, to group headquarters or principal business
location or branch line of inquiry to the company hosting the credit
rating, credit history and credit line use, etc., on the record by check
no bad credit, credit line and has the composition of their investment
does not exceed the Group headquarters or affiliates 50% of net assets
before approving authority in accordance with the procedures and credit
?4. On the related enterprises do not have the legal personality of the
points, branch companies, general do not sign individual ratings, and
shall not be separately financed, is really necessary financing, and must
be authorized in the back can get their Faren procedures.
?(7) effectively strengthen the Group's post-loan management related
?Group affiliates involved in the industry and vast territory, business
changes quickly and complex organizational relationships, risk control
difficulties, so strengthen the Group's post-loan management is to
prevent credit risks associated with an important part of business.
Branches to the relevant characteristics for group affiliates, in
accordance with the Bank and co-host the division of responsibilities and
lines, the arrangement of specific post-loan management staff to
implement the monitoring responsibility, establish and improve the Group
affiliates post-loan management system, focusing on monitoring the
?1. Monitoring the flow of credit funds, prevent the bank loans were
diverted for other purposes, especially for business capital investment
or for the stock market, futures market speculation.
?2. Monitor production operations and financial condition, closely
related enterprises, particularly the Group headquarters or major
corporate appear unusual dynamic, to the financing contract, the
agreement by special arrangement, and any violation should be based on
contract or agreement in time to take corresponding measures.
?3. Business investment and monitoring the integrity of key management
personnel status, management capacity and its impact on the Group's
associated companies, early detection of the personal behavior of the
risks to business risks.
?4. Monitor the following related party transactions between related
enterprises act to prevent the assets, the normal transfer of non-
?(1) between the related parties to buy or sell goods, provide or receive
services such acts amount to the purchase or sales of foreign enterprises
and more than 10%;
?(2) the sale of assets between related parties, one of its more than 20%
of total assets;
?(3) no amount or only a nominal amount, but the financial condition or
operating results of companies have significant impact.