Chapter I General

Article 1  For the implementation of the provincial party committee, the provincial government on the development zone, "four strengthening", "three transformations" requirements, in accordance with the municipal party committee and the municipal government. "Struggle for two five years, into the first square" ideas and objectives, according to the Ministry of Finance "on strengthening the management of government investment funds improve the effectiveness of financial contributions to the notice" (CaiBei [2020] No. 7), the Shanxi Provincial People's Government "on the issuance of the Shanxi Provincial Government Investment Fund Management Measures notice" (JinGeFa [2020] No. 21) and "Dazhong". 2020] No. 21) and "Datong Municipal Government Investment Fund Management Interim Measures" (Tong Zhengban Fa [2019] No. 72), with reference to "Shanxi Transformation Comprehensive Reform Demonstration Zone Investment Fund Management Measures" (Jin Zongshifa [2020] No. 169) and other relevant documents, to effectively standardize the management of the investment fund of the Datong Economic and Technological Development Zone, to give play to the role of the government's funds as a guide, to improve the government's capital The use of efficiency, and promote the continued healthy and safe operation of the investment fund of the development zone, the development of this approach.  

Article 2 The Datong Economic and Technological Development Zone Investment Fund (hereinafter referred to as the "Investment Fund") refers to the establishment of or participation in the establishment of investment funds funded by the open area, according to the market-oriented approach to raising the operation of the investment fund. Investment funds by the financial sector commissioned by the district state-owned companies to act on behalf of the management committee's responsibilities as a funder.

Article 3 Investment fund in accordance with the government-led, market operation, professional management, risk prevention, rolling development principle, through the establishment of sub-funds or direct investment in the way of market-oriented operations.

Article 4 The investment fund can be opened by the region's financial funds, government platform funds (collectively referred to as "government funds") initiated the establishment; can also be initiated by the government funds with eligible social capital cooperation, the fund size according to the development needs of the establishment of the adjustment.

Article 5 The management committee needs to be funded through the general public budget, government fund budgets, state-owned capital operating budgets and other arrangements of funds, other government funds, as well as government investment funds generated by the operation of the revenue. The investment fund can attract other qualified institutional investors to join the fund, the investment fund to take the subscription system, each contributor according to the statute, partnership agreement, tripartite agreement and investment resolution, as well as the initiation of sub-funds and the progress of the major projects directly invested in the capital contribution. Failure of a contributor to make contributions in accordance with the agreement will result in the suspension or termination of his/her relevant rights in the fund and the fund management organization in accordance with the agreement, and he/she will be liable for the corresponding breach of contract.

Article VI The investment fund and its sub-funds, the investment direction should be in line with the industrial planning and investment policies of Datong Economic Development Zone.

Chapter II Organizational structure and its responsibilities

Article 7 The management committee of the Economic Development Zone set up the Datong Economic Development Zone Industrial Fund Council (hereinafter referred to as the "Council"), which is responsible for the management committee of the Economic Development Zone and the leaders in charge of financial work. The leader in charge of financial work shall be the chairman of the council, and the relevant departments shall be the member units, and a third-party organization may be introduced to participate in the council. The main responsibilities of the Council include:

(1) to determine the investment direction of the investment fund, investment policy and other major issues;

(2) to implement policy guidance, supervision and management, assessment and evaluation of the investment fund;

(3) to consider the approval of other matters of the investment fund.

The Council has set up an office, which is located in the District Financial Office, to undertake the daily work of the Council, establish the relevant work coordination mechanism, and implement the arrangements and deployment of the Council. Council Office of the mother fund management organization to take by the open area of the establishment of their own, public bidding or selection of the way, mainly from the management organization of the ability to raise, investment capacity, project reserves, post-investment management, the service capacity of the open area and related cases and other comprehensive strength of the selection.

Article VIII The investment fund management organization should have the appropriate qualifications, responsible for the management of investment funds. The main responsibilities include:

(a) entrusted with the management of the open area investment fund;

(b) initiated the establishment of sub-funds;

(c) selection of sub-fund management organization, is responsible for the development of sub-fund management organization selection and the establishment of sub-fund standards and requirements, eligible sub-fund management organization to the parent fund management organization to submit the application to set up a sub-fund, mother fund management organization The parent fund management institution shall conduct due diligence and evaluation on the operation qualification, management team, investment solicitation capability, internal management and sub-fund establishment program of the sub-fund management institution, finalize the sub-fund management institution and sub-fund establishment program, and report the relevant investment decision documents and fund agreement to the Office of the Fund Council for the record;

(d) Conducting due diligence and cooperation negotiation on the sub-fund to be financed, and signing the partnership agreement, other necessary agreements or formulate articles of association;

(v) supervise the investment planning, investment progress, custody and use of funds of the sub-funds;

(vi) regularly evaluate the performance of the sub-fund managers;

(vii) regularly report the operation of the funds at all levels to the Council and its office.    

Article IX 
Investment fund contributors should be in accordance with the principle of "benefit sharing, risk sharing", a clear agreement on the treatment of income and loss burden. Investment fund losses should be borne by the contributors, when the open area investment fund liquidation losses, first by the fund management organization to the fund's contribution to the limit of losses, the remaining part of the sharing of the way according to the contributors to negotiate in the partnership agreement or the articles of association to be determined.

Chapter III Mother fund direct investment and the establishment of sub-funds

Article 10 According to the development needs of the development zone, the mother fund can be established sub-funds. Establishment of sub-funds, should be submitted by the parent fund management organization sub-fund establishment program, the relevant investment partnership agreement shall be reported to the Fund Council Office for review and approval by the Council after consideration of the preparatory work.

Article 11 Establishment of sub-funds can be corporate, partnership, contractual and other forms of organization, shall develop sub-fund articles of incorporation, limited partnership agreements, contracts, etc., and in which the sub-fund to establish a clear policy objectives, the size of the fund, the duration of the capital contribution program, the field of investment, the investment approach, decision-making mechanisms, operating institutions, risk prevention, investment withdrawal, management fees and income distribution, etc.

Article XII The sub-funds established by the parent fund shall, in principle, be registered and operated in Datong Economic and Technological Development Zone, and shall be reported to the Board of Governors for approval if they need to be registered outside the zone for special reasons. It focuses on supporting the development of strategic emerging industries such as equipment manufacturing, medicine, new materials, general aviation and the transformation and upgrading of traditional industries; supporting the development of small and medium-sized enterprises and stimulating the vitality of enterprises' scientific and technological innovation; and encouraging and guiding social capital to enter into the fields of infrastructure and public services. The sub-fund can be structured in accordance with the principle of matching returns and risks. In order to better play a guiding role, the parent fund may participate in the sub-fund with different tiers and liquidation allocations in accordance with fund positioning, fund-raising difficulty and other factors. The specific investment ratio, revenue sharing and distribution order will be negotiated by the contributors and clearly agreed in the charter, partnership agreement and contract.

The investment fund shall not promise other contributors that the investment principal will not be lost.

Article 13 The sub-fund management organization to the sub-fund contribution to the fund in principle not less than 2% of the fund size; the fund is larger in principle not less than 1%, in case of special circumstances shall be reported to the Fund Council for consideration. The investment of the sub-fund in projects in Datong Economic and Technological Development Zone shall not be less than 70% of the size of the sub-fund, and shall be reported to the Board of Directors of the Fund for consideration in case of special circumstances. For projects invested outside of Datong Economic and Technological Development Zone, the investment should be reported to the management organization of the sub-fund for record within 10 working days after the investment is made, and the criteria for reinvestment should be set. The sub-fund management organization shall not raise other government investment funds before completing the investment of 70% of the fund's capital.

Article XIV The direct investment projects of the mother fund shall be the equity of unlisted companies through non-public transactions; participation in listed companies' directional issuance, mergers and acquisitions, restructuring and privatization of shares formed by equity transactions; in line with the national industrial policy of other forms of investment in the behavior and in line with the direction of the major industries in the Datong Economic and Technological Development Zone, the development of a good growth outlook with a good growth, with the potential to go to market Projects with high technological content and first-class scientific research team. Parent fund can take direct investment mode, direct investment projects need to be reported to the management committee agreed, if necessary, the parent fund management organization to cooperate. After completing the due diligence on the proposed investment projects based on the opinion of the management committee, the parent fund management institution shall report the due diligence situation to the board of directors in a truthful and objective manner, and the board of directors shall make the investment decision on the direct investment projects. If any significant matters or risks are found during the due diligence process that affect the investment progress, it is necessary to report to the Management Committee again.

Article 15 The mother fund management agency based on the views of the management committee to carry out due diligence on the project, if necessary, can be entrusted to law firms, accounting firms, appraisal institutions, investment consulting organizations and other third-party intermediaries to assist. The relevant costs incurred for the due diligence can be extracted from the proceeds of the parent fund (including the service fee of the third-party intermediary organization, the travel expenses of the personnel of the parent fund management organization due to the due diligence, the necessary subsidies, and the experts' fees, etc.).

Article XVI The mother fund management organization based on the results of due diligence and the minutes of the meeting of the open area of the due diligence results of the consideration of the preparation of investment proposals, the mother fund management organization has the right to issue investment proposals containing negative comments such as suspension of investment. The investment proposal shall contain the basic information of the project company, investment amount, investment period, use of funds, investment price, exit mode, analysis of major investment risks, risk prevention measures, etc. The management body of the mother fund shall have the right to make suggestions on the direct investment project, which shall include the business analysis of the direct investment project.

Article XVII The Council to consider the investment proposal submitted by the parent fund management organization, after consideration and approval, the parent fund management organization and the main body of the project to sign an investment agreement, with the main body of the project to complete the registration of commercial entities or change the formalities for processing. The management organization of the parent fund shall report in writing to the office of the Fund Council on the operation of the direct investment projects on a quarterly basis. The amount of direct investment projects by the parent fund shall not exceed 10% of the paid-in scale of the fund, and shall be reported to the Fund Council for consideration in case of special circumstances.

Chapter IV Investment operation and revenue management

Article 18 The investment fund shall be invested in:

(1) the equity of the unlisted enterprises;

(2) participation in the listed companies in the directional issuance of additional shares, M&A restructuring and privatization of the equity transactions formed;

(3) by the fund charter or other agreements in line with national policies. other forms of investment in line with national policies as agreed in the agreement.

The idle funds of the investment fund can only be invested in fixed-income assets with good safety or clear guarantee of principal and interest, such as bank deposits, treasury bonds and local bonds.

The income distribution method of the fund's investment projects shall be agreed upon in the fund's articles of association and partnership agreement.

Article 19 The investment fund shall not invest more than 20% of the fund size in a single enterprise, and shall not engage in the following businesses:

(a) the name of the stock and debt and other disguised increase in government debt;

(b) publicly traded stock investment (including securities investment funds), but with the exception of mergers and acquisitions and reorganization for the purpose of;

() (iii) directly or indirectly engaging in futures derivatives trading;

(iv) investing in real estate, corporate bonds rated below AAA, trust products, non-principal-protected wealth management products, insurance plans, and other financial derivatives;

(v) providing guarantees for enterprises, except for invested enterprises;

(vi) engaging in businesses other than financial guarantees such as guarantees, mortgages, entrusted

(vii) making foreign investments with unlimited joint and several liability;

(viii) engaging in other prohibited businesses.

Article 20 For investment in major industrial projects in the development zone, the government's capital value-added net income (recovery of funds deducted from the amount of participation in the fund) can be appropriately transferred.

Article 21 The investment fund according to the statute or agreement to the sub-fund, the participating fund management organization to pay management fees. Annual management fees in accordance with the actual contribution of a certain percentage (up to 2%) to determine the performance of the fund management organization can be implemented performance incentives, the specific proportion of the statute or agreement in the clear.

Article 22 The mother fund in each income distribution can be based on the follow-up project risk, according to a certain percentage of risk reserve.

Article 23 The investment fund of the Economic Development Zone is liable for the debt of the fund to the extent of the contribution.

Article 24 Sub-funds to implement revenue sharing, risk-sharing principle. In order to reflect the policy-oriented funds, investment funds can be based on the fund's investment areas, investment stage, the degree of risk and other social contributors to give appropriate concessions, concessions program by the fund charter or agreement to be agreed. When the fund liquidation loss, by each contributor according to the proportion of investment contributions; structural investment, risk-bearing agreement, the loss part of the agreement in accordance with the assumption.

Chapter V Withdrawal mechanism

Article 25 In addition to the fund statute, partnership agreement, investment agreement in the withdrawal mode, one of the following circumstances, the open area investment fund without the consent of the other contributors to choose to withdraw:

(a) the mother fund capital allocation of funds to sub-funds or direct investment project body account within six months, the injection of sub-funds or project body does not carry out investment business;

(b) sub-funds or direct investment project body investment areas and stages do not comply with the original direction of investment;

(c) sub-funds more than one year after the confirmation of the establishment of the program, the establishment of the program has not been completed in accordance with the prescribed procedures and time requirements;

(d) other situations that jeopardize the safety of the fund or contrary to the fund's policy objectives. (d) Other circumstances that jeopardize the safety of the fund or violate the policy objectives of the fund.

Article 26 After the termination of the investment fund, sub-funds should be organized under the supervision of the contributors liquidation. Investment fund dividends and exit proceeds in accordance with the proportion of capital contribution allocation; financial contributions and the proceeds attributable to the open area, retained in lieu of the management committee contributor state-owned companies, for the expansion of the government investment fund scale or by the district financial co-ordination arrangements.

Article 27 The parent fund direct investment projects, exit should be in accordance with the partnership agreement agreed to exit, should hire qualified intermediaries to hold equity for special audits and asset evaluation, as an important reference to determine the exit price.

Chapter VI Supervision and Management and Risk Prevention and Control

Article 28 The Council Office shall guide the mother fund to establish and improve the system of investment decision-making, supervision and evaluation and regular reports, without interfering in specific investment decision-making and management, the premise of the fund's overall planning, project information services, due diligence of the investment institutions. Without interfering in specific investment decision-making and management, the fund should do a good job in overall planning, project information service, due diligence of investment organizations and other guiding management before, during and after the event. The assessment of the fund should be different from the value-added assessment of state-owned assets, and the specific measures are formulated separately.

Article 29 The investment fund should be entrusted to qualified financial institutions for trusteeship. Custodian institutions to perform the following duties:

(a) safe custody of all the assets of the fund under custody;

(b) the implementation of the fund manager's investment instructions, is responsible for the funds in the name of the fund;

(c) based on the custodian agreement, found that the fund manager's investment instructions in violation of state laws and regulations, the fund's articles of association or the fund board of directors' resolution, will not be implemented;

(d) Issuing fund custody reports, reporting to the fund's board of directors (general meeting of partners) and submitting annual reports to the council office;

(e) other duties.

Article 30 The management body of the mother fund shall strengthen the guidance and supervision of the sub-fund and the main body of the direct investment projects, regular sub-funds and the main body of the direct investment project investment operation, use of funds, financial income and expenditure and other supervision and inspection, and depending on the needs of the work of the commissioning of professional organizations to carry out special audits, to effectively prevent the operational risks, to ensure the fund's safety and performance.

The sub-fund management institution shall establish and improve the risk control and compliance system and internal control system, including the risk management system, risk management organization and risk control process, and strictly implement the standardized operation and management of the whole process of investment project solicitation, screening, pre-qualification, investment and withdrawal, so as to ensure that the fund's investment activities are operated under the premise of controllable risks.

Article 31 Audit, the financial sector to strengthen the operation of the parent fund and sub-fund audits and inspections. Good operation and management, to take additional input or transfer of benefits to give incentives; for poor operation and management, to take the reduction of input or early withdrawal of the way to give punishment; for fraud, retention and misappropriation, resulting in significant economic losses, in accordance with the law and discipline to deal with.

Article 32 On behalf of the management committee contributor state-owned companies should be timely investment funds, sub-funds, the situation is summarized, and regularly submitted to the Council Office of the "Investment Fund Operations Report".

Article 33 On behalf of the management committee contributor state-owned companies to establish the supervision and management system of the fund, and closely track its operational and financial status, to prevent the risk of capital. When the use of the fund in violation of laws and regulations or deviation from the policy guidance and other circumstances, on behalf of the management committee contributor state-owned companies shall promptly report to the Council Office, and terminate the cooperation in accordance with the agreement.

Article 34 The Council Office shall establish an investment fund performance evaluation system, by annual evaluation of the degree of realization of the fund's policy objectives, investment operations, etc., and the effective application of performance evaluation results.

Article 35 District finance department of the investment fund in the open area of the financial contribution to the operation of the annual inspection. For the inspection of the problems found in accordance with the relevant provisions.

Chapter VIII Fault-tolerance mechanism and accountability

Article 36 The relevant departments and personnel in the investment fund management, investment, operation process, due to exploration and innovation, pilot, due diligence, policy boundaries are not clear, force majeure, and other factors, resulting in the failure to achieve the desired goals or mistakes in the situation. To be tolerated not to pursue the relevant losses and responsibilities.

Article 37 The relevant departments and personnel do not apply to the circumstances of fault tolerance or subjective intent to cause direct economic losses, in accordance with the rules and regulations of the relevant functional department responsible for the person in charge and directly responsible for the responsibility; suspected of violating the law, the transfer of the relevant departments to pursue legal responsibility.

Chapter IX By-laws

Article 38 This approach is responsible for the interpretation of the Investment Fund Council Office.

Article 39 These Measures shall be implemented from the date of issuance.