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Titanium media note: On January 31, Beijing time, Tesla released its financial report for the fourth quarter of 2018 and its annual results. According to the financial report, Tesla’s revenue in the fourth quarter was 7.23 billion US dollars, an increase of 120% compared with 3.23 billion US dollars in the same period last year; The net profit attributable to ordinary shareholders was $139 million, compared with a net loss of $771 million in the same period last year. This is also the second consecutive quarter of profit for Tesla. In the third quarter of 2018, Tesla achieved a net profit of 312 million US dollars.

With the continuous profitability, other financial indicators of Tesla also continued to rise. For example, the gross profit of Model 3 continues to be above 20%; Tesla’s cash and cash equivalents in the fourth quarter were $3.7 billion, an increase of $718 million from the end of the previous quarter. Tesla expects capital expenditure of about $2.5 billion in 2019.

It is worth noting that due to the decline in sales revenue of ZEV points, Tesla’s gross profit of automobile business declined slightly in the fourth quarter. According to the financial report data, Tesla’s auto business income in the fourth quarter was $6.323 billion, an increase from $6.099 billion in the third quarter, but its gross profit decreased from 25.8% in the third quarter to 24.3%. Correspondingly, Tesla’s ZEV points income in the third quarter was $52 million, and in the fourth quarter it was less than $1 million.

One factor that can’t be ignored is that due to the increase of import tariffs in China, Tesla lowered the prices of some Model S and Model X, resulting in a decline in the gross profit of these two flagship models.

Thanks to two consecutive quarters of strong profits, Tesla’s full-year performance in 2018 also performed well.According to the financial report, Tesla’s annual revenue in 2018 was US$ 21.461 billion, the highest revenue since the company was founded. Although there was still a net loss of US$ 976 million, compared with the huge loss of US$ 1.961 billion in 2017, the performance data in 2018 has been significantly improved.

This achievement is undoubtedly attributed to Model 3. In 2019, with the investment and operation of the China-Shanghai factory, Model 3 began to achieve localized coverage in Greater China. Backed by the world’s largest new energy vehicle market, Tesla’s future trend will undoubtedly add more variables.

In the fourth quarter, Tesla delivered 27,607 Model S and Model X vehicles, and delivered a total of 99,475 Model S and Model X vehicles throughout the year, which was not much different from Tesla’s delivery results in the past.

Tesla also expressed this concern in the financial report. On January 1, 2019, the federal tax relief for electric vehicles will be reduced, and the purchase demand of Model S and Model X will be advanced to 2018, which will lead to a rapid increase in the market share of the above two Model S. "Model S has occupied 38% of the US market share, and it is expected that the delivery volume of Model S and Model X in the first quarter of 2019 will be slightly lower than that in the first quarter of 2018." Tesla said.

The delivery volume of Model 3 is still strong. In the fourth quarter, Tesla delivered a total of 63,359 Model 3s, which continued to increase from 56,065 in the third quarter.

In order to ensure delivery efficiency, Tesla added 27 sales and service outlets in the fourth quarter. By the end of this quarter, Tesla had 378 outlets worldwide.

"If necessary, our service center is shifting to two-shift operation, so as to quickly increase the service capacity. At the same time, we have added the function of Tesla application to arrange services to improve responsiveness and convenience." Tesla said in the financial report.

Corresponding to the delivery capacity, Tesla’s production capacity is facing extreme climb. In the third quarter, Tesla’s weekly production capacity has reached 5,300 vehicles per week. By the end of the fourth quarter, Tesla’s production capacity is increasing to 7,000 vehicles per week. Tesla said that the production capacity of each module of Model 3 can now reach 7,000 per week, and the vehicle production capacity will reach this level before the end of the year, and will continue to produce with this capacity.

Tesla said that in the first quarter, the company will begin to deliver Model 3 in Europe and China. At the same time, in the middle of this year, Tesla will launch a $35,000 standard version of Model 3.

However, in Musk’s view, Model 3 still has huge demand in the world. "According to my guess, if the economic performance is strong, the annual demand for Model 3 worldwide can reach 700,000 to 800,000 vehicles; If the economy falls into recession, this figure may be 60% off. Even in this case, the global annual demand should be slightly lower than 500,000 vehicles. " Tesla CEO Musk said in the earnings conference call.

How to meet this demand, Tesla’s China factory came into being. According to Tesla’s plan, in 2019, that is, by the end of this year, Tesla’s Shanghai factory will be initially completed. Musk said that it will be a complete production line, including stamping, painting workshop, body connection and assembly workshop.

The initial production capacity target of the Shanghai plant is 3,000 vehicles per week, and the production capacity of the fremont plant is 7,000 vehicles per week. In 2019, Tesla Model 3 will achieve a production capacity of 10,000 vehicles per week.

"If there is no accident at the Shanghai factory, we will achieve the goal of producing more than 500,000 Model 3 units between the fourth quarter of 2019 and the second quarter of 2020." Tesla said in the financial report.

It is reported that Tesla’s Shanghai factory has been filed by the Shanghai Development and Reform Commission. In the conference call, Musk predicted that in order to achieve the initial weekly output of 3,000 vehicles, the capital expenditure may be roughly 500 million US dollars. In addition, the construction funds of Tesla Shanghai factory have found a solution.

Tesla CFO Deepak Ahuja said that the land of the Shanghai factory is leased from the government and has a 50-year lease term. "Most of the funds for the Shanghai factory will come from local banks in Shanghai. The details are under discussion and will be announced at that time."

Compared with the lack of cash flow in the past, Tesla is now actively talking about the road to profitability. On the evening of January 18th, Beijing time, elon musk, CEO of Tesla, suddenly sent an internal letter, announcing that the company would lay off 7% of its staff, leaving only the most critical temporary workers and contractors, which was regarded as a cost-cutting measure.

In fact, Tesla had already made a layoff before it made a profit in the third quarter. In addition to reducing personnel expenses, Tesla’s efforts in the construction of service facilities also showed obvious signs of contraction in the third and fourth quarters.

According to the information disclosed in the financial report, Tesla built a total of 293 super charging stations in 2018, and opened 69 and 44 in the fourth and third quarters respectively. That is to say, the number of super charging stations opened in the second half of the year was almost half that of the first half.

Judging from the fourth quarter financial report data, Tesla’s series of cost reduction plans have achieved fruitful results. The general, administrative and marketing expenses, which had occupied more than 20% of the revenue for a long time, reached 667 million US dollars in the fourth quarter, accounting for less than 10% of the revenue. Moreover, with the simultaneous increase of service facilities and sales outlets, the general, administrative and sales expenses in the fourth quarter were still lower than those in the third quarter.

Of course, compared with operating expenses, whether Model 3 is in a productivity hell, the quarterly delivery is only a few hundred units in 2017, or in 2018, when Model 3 delivered 60,000 units in the third quarter, the operating expenses are almost flat. This shows that Tesla’s direct sales model will gradually reduce the proportion of costs generated by the direct sales service system after the rapid increase in product delivery, which also provides a positive reference for Weilai Automobile, which has a loss of up to 2.8 billion yuan in a single season.

In addition to the popular Model 3, Tesla’s other small SUV Model Y is obviously a walking model. In the earnings conference call, when asked when Model Y will be mass-produced, Musk replied, "Model Y needs a relatively large factory, and the initial output will be relatively low. It always takes time to increase production capacity, which is difficult to predict and may be before the end of next year."

At the same time, Tesla’s electric truck Semi may go offline this fall. "The place of production depends on the supplier, assembly and user." The relevant person in charge of Tesla said.

Tesla CEO Musk also took the initiative to disclose information about Tesla pickup trucks. "Tesla pickup trucks may be available this summer, which is a very unique model."

With the release of the financial report, Tesla also announced a major personnel change.Tesla CEO Musk said in a conference call that Deepak Ahuja, the chief financial officer who has served the company for nearly 11 years, is about to retire, and Zach Kirkhorn, vice president of the company’s financial business, will take over his position. He was previously a business analyst at McKinsey.

Tesla’s share price also fluctuated with the incident. After continuous profit but less than expected, Tesla’s share price experienced a 5% decline and then turned up, followed by a 2% increase, which was fixed at $308.8 per share. However, since then, news of Deepak Ahuja’s retirement has come out, and the decline has once again exceeded 5% to $293.8.

Tesla expects that the revenue in 2019 may increase with the increase of delivery volume: the goal is to deliver 360,000-400,000 vehicles, which is about 45%-65% year-on-year. (This article is the first titanium media, author/Li Qin)

　　The picture shows people watching the Chinese New Year decoration of the zodiac "Rabbit" in a shopping mall in Kuala Lumpur, Malaysia.

　　Zhang Wen’s comprehensive photo (Xinhua News Agency)

　　The picture shows the theme tram of the Spring Festival in the Year of the Rabbit driving on the streets of Rome, Italy.

　　Xinhua News Agency reporter Jinma Mengni photo

　　On January 14th, at the issuing ceremony of the Year of the Rabbit Zodiac stamps held in Paris, France, stamp designer Chen Jianghong showed the commemorative stamps of the Year of the Rabbit Zodiac.

　　Xinhua News Agency reporter Gao Jingshe

　　The picture shows tourists shooting rabbit lanterns at Trafalgar Square in London, England.

　　Xinhua News Agency reporter Li Yingshe

　　2023 is the year of Guimao Rabbit in China lunar calendar. All over the world, the elements of the zodiac "rabbit" can be seen everywhere, and it has become a well-deserved "protagonist" in this year’s Spring Festival.

　　Zodiac culture is an important part of China traditional culture. In recent years, China Zodiac culture has gradually become a unique landscape of global multiculturalism, which is loved by more and more people of other ethnic groups in the world. This year’s Spring Festival, China’s "rabbits" spread all over the world, which is a vivid example of the wide spread of the zodiac culture in the world. In an interview with this reporter, several overseas Chinese believe that the Zodiac culture has become a spiritual bond linking the national identity of Chinese sons and daughters and an important bridge to promote the communication between Chinese and foreign people.

　　Zodiac elements are dazzling.

　　Zodiac stamps, square lanterns, street posters, shopping mall decorations, theater screens … … Around the Spring Festival in the Year of the Rabbit, the China zodiac "Rabbit" appeared in the eyes of people in many countries in the world with colorful artistic forms.

　　In Trafalgar Square, London, England, colorful rabbit lanterns and Nelson Memorial Column lit up "Happy New Year 2023" set each other off; At the entrance of the Lion King Theater in Madrid, Spain, the animated short film of the zodiac "Rabbit" is scrolled on the big screen, and the poster of the zodiac "Rabbit" is fluttering in the wind on the street not far away; In the pedestrian street in downtown Helsinki, Finland, the ice sculpture exhibition with rabbit as the theme element complements the flaming lanterns and lively lion dance performances … … Surrounded by a dazzling array of Chinese zodiac "rabbit" elements, not only overseas Chinese feel the strong "flavor of the year" of China in a foreign country, but also many foreign people are more curious about the traditional culture of China.

　　"In the middle and late January of this year, both the United Nations Postal Service and the United States Postal Service continued their tradition for many years and successively issued commemorative stamps for the China Lunar Year of the Rabbit." Referring to the "rabbit" element of the zodiac around him, Li Rong, vice president of the new york Association for the Promotion of Peaceful Reunification and president of the Yunnan Business and Culture Association, said, "Almost everywhere! There are eye-catching rabbit decorations in major shopping malls, and there are rabbit shapes on the parade floats of carnival activities. Many Chinese and local residents dress up their children as rabbits, and some toy manufacturers produce a large number of rabbit plush toys that are widely welcomed by the market. Various kinds of Spring Festival celebrations have been organized in the Chinese Society of the Overseas Chinese Mission in the United States, and naturally there is also the zodiac ‘ Rabbit ’ 。”

　　Recently, a video about Australian Prime Minister Anthony Albanese and overseas Chinese in Melbourne celebrating the Spring Festival became popular on social media. In the video, Albanese was invited to participate in the "2023 Shengshi Baima New Year Carnival" hosted by overseas Chinese in Melbourne. He sat in his seat and excitedly showed his red tie with rabbit patterns to the guests around him. "Prime Minister Albanese is a rabbit, so he likes his tie very much and will be happy with everyone ‘ Show off ’ Some time. " On the same day, Nanjing Jing, president of Australia Jingchuang Culture Media, also participated in the event and was deeply impressed by this scene: "It can be seen that the influence of Australian zodiac culture in China is not trivial."

　　For some time, a golden rabbit mascot "Year of the Rabbit" with a height of 5.3 meters, a width of 3.3 meters and a weight of 280 kilograms has attracted people’s attention in Jonker Street, the historical city of Malacca. Tian Loo Gan, vice president of Malaysian Chinese Public Relations Association, said that during the Spring Festival this year, Jonker Street continued the custom since 2012, that is, erect giant zodiac mascots outdoors on the street. This activity of erecting outdoor giant zodiac mascots has already become the "highlight" of Jonker Street in the Spring Festival every year, and it is also one of the punch-in spots for tourists to visit. In addition, local Chinese in Malaysia also integrate the elements of the Chinese zodiac into the dragon and lion dance culture every year. This year’s rabbit model is full of creativity and is deeply loved.

　　"This year, rabbit-shaped lanterns also appeared on the streets of Munich, Germany." Tang Zhihong, head of Huaxing Art Troupe in Munich, Germany, said that before and after the Spring Festival every year, the mainstream media in Germany would report and introduce China’s annual zodiac. Many Germans are very interested in China’s Zodiac culture, and they also know their birth year’s Zodiac.

　　Overseas, China Zodiac culture has brought creative inspiration to many Chinese artists.

　　Around the Spring Festival this year, Chinese Canadian artist Zhang Shufeng was extremely busy. In addition to finishing snow sculpture’s works in front of his own house, he was also invited by the Montreal municipal government to finish snow sculpture’s works in the municipal park. "Last October, the Montreal municipal government sent me a letter inviting me to be a snow sculpture in the municipal park during the Spring Festival, and the city councilor personally took me to the office to discuss the plan. My first thought is to be the snow sculpture Rabbit, because 2023 is the Year of the Rabbit in China. At that time, the municipal government also readily agreed to my proposal. " Finally, Zhang Shufeng made two big snow sculpture rabbits in the municipal park, and at the same time made a statue of snow sculpture mother and son rabbits at home. "After that, the Montreal Municipal Park held a carnival, which was unprecedented. The mayor personally came to congratulate him, and the mainstream media in Canada and online media reported on the event. Snow sculpture rabbit is especially ‘ Steal the mirror ’ 。” Zhang Shufeng said proudly.

　　The image of the zodiac is deeply loved.

　　This year is the third year that Zhang Shufeng has made snow sculpture’s works at home. In the past three years, no matter how other snow sculpture’s works change, snow sculpture’s works, which are worthy of the New Year’s Zodiac, will never be absent. "The zodiac is a treasure of China traditional culture. No matter where the descendants of the Chinese people go to the earth, they are always with them, which is an indelible mark. For overseas Chinese, the zodiac is also the bond and basis for tracing the source. In addition, animals are not only the objects that human beings love together, but also the artistic themes that different nationalities in the world like to see and hear, and it is also a bridge between different nationalities and multiculturalism. " Zhang Shufeng said.

　　"The rabbit image is closely related to the Easter culture in the West and is easily accepted." Tang Zhihong introduced: "In Germany, Easter has a traditional custom ‘ Painting eggs ’ And ‘ Looking for eggs ’ . These two games need parents and children to complete together. In children’s fairy tales, eggs are born by lively rabbits, because rabbits can give birth to bunnies and are a symbol of vigorous vitality. "

　　"In the United States, China’s zodiac culture is deeply rooted in people’s hearts. The popularity of zodiac knowledge is high. " Li Rong said that many Americans’ understanding of the Lunar New Year in China began with the zodiac. Some Americans affectionately refer to the China Zodiac as the "China constellation". Whenever overseas Chinese celebrate the Spring Festival, some Americans will curiously ask questions related to the "China constellation", and many locals will also take the initiative to search for their birth year’s zodiac on the Internet.

　　"Zodiac culture still has great influence in Malaysia, especially in the Chinese community. Basically, every Chinese born and raised in Malaysia knows something about the zodiac culture and knows his own animal sign. " Tian Loo Gan said, in my daily life, I like to introduce the activities, works and decorations related to the Lunar New Year’s Zodiac to the Chinese new generation, including the album of New Year’s greetings with the elements of the Zodiac, so as to make them interested in the Zodiac culture and further understand the significance of the Zodiac culture.

　　Zodiac culture connects China and foreign countries

　　From the obvious increase in the number of people visiting snow sculpture’s works to being invited to the school to give a demonstration of snow sculpture’s production, Zhang Shufeng really felt: "Canadian locals have more understanding and interest in China’s traditional culture, including the zodiac culture." "This year, when a local mainstream TV station came to interview, a reporter’s assistant wore a red hat and told me that she was a rabbit as soon as she came up; In the municipal park, a tall local youth, wearing a red down jacket, deliberately showed me the color of his clothes and excitedly said that he was a rabbit. " In addition to the popularity of the Zodiac culture in the local area, Zhang Shufeng was delighted to find that the atmosphere of celebrating the New Year overseas has also changed: "Local artists brought China ‘ Fu ’ Word gift to pay a New Year call and ask me how to use China dialect ‘ Happy New Year ’ . When I walk in the street, my local neighbors will say ‘ Happy Chinese New Year’ 。”

　　"Since living in Germany, in the process of accompanying my children to grow up, I will not only explain the story behind the zodiac to the children, but also introduce the zodiac culture to local friends in Germany." Tang Zhihong said that there is a story full of China’s wisdom behind each of the 12 Zodiacs, and many good wishes and hopes have been placed on it. The zodiac animals are all animal images, which are very friendly and easily accepted and loved by foreign friends. They are excellent carriers for spreading Chinese culture.

　　"The zodiac is a cultural bridge to promote the communication between Chinese and foreign people." Li Rong said that on the one hand, all ethnic groups in the world have a sense of closeness to animals and are willing to understand the story behind the zodiac; On the other hand, the mysterious astrology culture behind the zodiac is similar to the western astrology, which is easy to stimulate people’s interest in understanding. "In the past, we introduced China Zodiac culture to overseas friends through traditional ways such as singing and dancing and storytelling. In the future, in addition to following these methods, we can also attract more young people’s attention and expand the communication and influence of the zodiac culture through innovative means such as social media and digitalization. "

　　"Zodiac culture contains profound essence of Chinese culture. With animals as the main carrier, the zodiac culture is approachable, which can make it easier for people of different ethnic groups in the world to cross cultural barriers, and then appreciate the charm of Chinese culture and promote the communication between Chinese and foreign people. " Tian Loo Gan said that in the future, overseas Chinese in should continue to spread the China Zodiac culture with the Spring Festival as the main carrier. In addition, more Chinese zodiac elements can be added to the festive decoration and solar terms activities of overseas Chinese in Malaysia.

　　"The zodiac culture is easy to understand and has a strong recognition. Promoting the zodiac culture can open a window for the new generation of Chinese and other ethnic groups overseas to understand Chinese culture. " Nanjing Jing said, first of all, let the zodiac become a common and daily social topic like a constellation; Secondly, fully tap the market potential of the zodiac culture, innovate the peripheral derivatives of the zodiac culture, and integrate the zodiac culture into all walks of life such as fashion, food and internet.

Chapter I General Principles

the first　In order to strengthen the equity management of securities companies, protect the legitimate rights and interests of shareholders, customers and other stakeholders of securities companies, and promote the sustained and healthy development of securities companies, these Provisions are formulated in accordance with the People’s Republic of China (PRC) Company Law, the People’s Republic of China (PRC) Securities Law (hereinafter referred to as the Securities Law), the Regulations on the Supervision and Administration of Securities Companies and other laws and administrative regulations.

the second　These Provisions shall apply to securities companies established in People’s Republic of China (PRC) according to law.

Article　The equity management of securities companies should follow the principles of classified management, excellent qualification, clear rights and responsibilities, clear structure, orderly change, openness and transparency.

Article 4　Shareholders of securities companies shall abide by laws and regulations, the provisions of China Securities Regulatory Commission (hereinafter referred to as China Securities Regulatory Commission) and the articles of association of the company, adhere to the concept of long-term investment, exercise their rights and perform their obligations according to law.

Securities companies should strengthen the management of equity affairs, improve the corporate governance structure, and improve the risk management and internal control system.

China Securities Regulatory Commission and its dispatched offices follow the principle of prudent supervision, and carry out penetrating supervision and classified supervision on the equity of securities companies according to law.

Article 5　According to the shareholding ratio and its influence on the operation and management of securities companies, the shareholders of securities companies include the following four categories:

(1) Controlling shareholder refers to a shareholder who holds more than 50% of the shares of a securities company or a shareholder whose voting rights are sufficient to have a significant impact on the resolutions of the shareholders’ meeting of a securities company, although the shareholding ratio is less than 50%;

(2) Major shareholders refer to shareholders who hold more than 25% of the shares of securities companies or the largest shareholders who hold more than 5% of the shares;

(3) Shareholders holding more than 5% of the equity of the securities company;

(4) Shareholders holding less than 5% of the shares of a securities company.

Article 6　When a securities company is established, the China Securities Regulatory Commission shall approve its registered capital and shareholding structure in accordance with regulations.

A securities company that increases its registered capital, undergoes major adjustments in its shareholding structure, reduces its registered capital, or changes its shareholders or actual controllers holding more than 5% of the shares shall report to the China Securities Regulatory Commission for approval according to law.

If a securities company changes its registered capital or equity, which does not involve the circumstances listed in the preceding paragraph, it shall, within 5 working days after the company registration authority handles the registration of the change, file with the agency dispatched by the China Securities Regulatory Commission where the company is domiciled. The provisions of this paragraph shall not apply to the equity changes of securities companies in stock exchanges and the national share transfer system for small and medium-sized enterprises (hereinafter referred to as the share transfer system).

Chapter II Qualifications

Article 7　Shareholders holding less than 5% of the equity of a securities company shall meet the following conditions:

(1) It and the institutions it controls have a good reputation, and have no record of major violations of laws or regulations or major bad credit records in the last three years; There is no case of being sentenced to punishment for intentional crime, and the execution of punishment has not been completed for more than 3 years; It is not under investigation or in the period of rectification due to suspected major violations of laws and regulations;

(2) There are no circumstances that affect the performance of shareholders’ rights and obligations, such as long-term failure to actually carry out business, suspension of business, bankruptcy liquidation, lack of governance structure and failure of internal control; There is no guarantee, lawsuit, arbitration or other major matters that may seriously affect the continuing operation;

(3) The ownership structure is clear and penetrates to the ultimate rights and interests holder layer by layer; In principle, wealth management products are not allowed in the ownership structure, except those approved by the China Securities Regulatory Commission;

(4) There is no serious social doubt or serious negative social impact caused by dishonesty or non-compliance on itself and the institutions it controls, and the impact has not been eliminated; There is no situation that it has been responsible for the business failure of the invested enterprise for less than 3 years;

(5) Other conditions stipulated by the China Securities Regulatory Commission based on the principle of prudential supervision.

The provisions of this article shall not apply to shareholders who have obtained less than 5% of the shares of a securities company through transactions in stock exchanges and share transfer systems.

Article 8　Shareholders holding more than 5% equity of a securities company shall meet the following conditions:

(1) The conditions stipulated in Article 7 of these Provisions;

(two) there is no net assets less than 50% of the paid-in capital;

(3) There is no contingent liability reaching 50% of the net assets;

(4) There is no situation that the debts due cannot be paid off;

(5) Its net assets are not less than 50 million yuan.

Article 9　A major shareholder of a securities company shall meet the following conditions:

(1) The conditions stipulated in Article 8 of these Provisions;

(2) Its net assets are not less than 200 million yuan, its financial position is good, it has sustained profitability, its assets, liabilities and leverage levels are moderate, and it has sustained capital replenishment ability matching the business of the securities company;

(3) Its corporate governance is standardized, its management ability is up to standard, and its risk control is good;

(4) The experience in conducting financial-related business matches the business scope of the securities company and can provide support for enhancing the comprehensive competitiveness of the securities company;

(5) To formulate a reasonable and effective risk disposal plan for the situation that the securities company may be unable to operate normally due to risks.

Article 10　The controlling shareholder of a securities company shall meet the following conditions:

(1) The conditions stipulated in Article 9 of these Provisions;

(2) Holding shares in a securities company is consistent with its long-term strategy, which is conducive to serving the development of its main business;

(3) It has practical plans and arrangements for improving the governance structure of securities companies and promoting the long-term development of securities companies;

(4) There is a clear self-restraint mechanism for maintaining the independence of the operation and management of securities companies and preventing the transmission of risks and improper benefits.

Article 11　Where the business engaged by a securities company is obviously leveraged and there are cross risks among multiple businesses, its major shareholders and controlling shareholders shall also meet the following conditions:

(a) the last three years of continuous profit, there is no uncompensated loss;

(2) Long-term credit has remained at a high level in the last three years, and its scale, income, profit, market share and other indicators have been at the forefront of the industry in the last three years.

The controlling shareholder shall also meet the following conditions:

(a) total assets of not less than 50 billion yuan, net assets of not less than 20 billion yuan;

(two) the core business is outstanding, and the main business has been profitable for the last five years.

The provisions of this article shall not apply to the special circumstances recognized by the China Securities Regulatory Commission, such as the merger of securities companies or the takeover of custody due to major risks.

Article 12　The proportion of shares of securities companies held by shareholders who are related or acting in concert shall be calculated on a consolidated basis; Among them, the shareholder with the highest shareholding ratio or the shareholder in a controlling or leading position in the related relationship and the concerted action relationship shall meet the requirements of shareholders in the corresponding category of total shareholding ratio.

After a shareholder becomes a shareholder in a securities company, if the category of shareholders changes due to the adjustment of the equity structure of the securities company, it shall meet the requirements for shareholders of the corresponding category after the change.

Article 13　The actual controller of more than 5% equity of a securities company shall comply with the provisions of Items 1 to 4 of Article 8 of these Provisions. The actual controller of a securities company shall also comply with the provisions of Item 5 of Article 9 and Items 3 and 4 of Article 10 of these Provisions.

Article 14　Where a limited partnership shares in a securities company, it shall also meet the following requirements:

(1) A single limited partnership enterprise shall not control 5% of the shares of a securities company, except as approved by the China Securities Regulatory Commission. If the executive partner or the first limited partner of two or more limited partnerships are the same or there are other related relationships or concerted action relationships, the shareholding ratio shall be calculated on a consolidated basis.

(two) the general partner responsible for the implementation of limited partnership affairs shall meet the conditions stipulated in Article 7 of these Provisions.

Article 15　Where a company-based fund shares in a securities company and entrusts a fund manager to manage the equity of the securities company, the fund shall belong to the industrial investment fund actually controlled by the government and have been registered by the relevant state departments, and the provisions of Article 14 of these Provisions shall apply mutatis mutandis.

Article 16　If a non-financial enterprise shares in a securities company, it shall also meet the following requirements:

(a) in line with the relevant guiding opinions of the state on strengthening the supervision of non-financial enterprises investing in financial institutions.

(two) the proportion of a single non-financial enterprise actually controlling the equity of a securities company shall not exceed 50% in principle.

Chapter III Requirements for Equity Management

Article 17　The office of the board of directors of a securities company is the office of the equity management affairs of the securities company, and organizes and implements the work related to the equity management affairs.

The chairman of a securities company is the first person in charge of the equity management affairs of a securities company. The secretary of the board of directors of a securities company assists the chairman in his work and is the person directly responsible for the equity management affairs of the securities company.

Article 18　When a securities company changes its registered capital or equity, it shall formulate a work plan and criteria for selecting shareholders. The securities company and the equity transferor shall inform the interested participants in advance of the conditions of shareholders of the securities company, the procedures to be performed, the operating conditions and potential risks of the securities company.

The securities company and the equity transferor shall conduct due diligence on the intended participants and agree on the follow-up measures for the unqualified intended participants. If it is found that it does not meet the conditions, it shall not sign an agreement with it. If the relevant matters need to be approved by the China Securities Regulatory Commission, it shall be agreed that the agreement will take effect only after approval.

Article 19　In the process of changing the registered capital or equity of a securities company, the securities company shall agree with the relevant subjects in advance on the measures to deal with the possible violations of regulations or commitments, clarify the accountability mechanism for the responsible person, and cooperate with the regulatory agencies to investigate and deal with them.

Article 20　A securities company shall make arrangements for risk prevention during the change of registered capital or equity to ensure the normal operation of the company and the interests of customers are not harmed.

Where the approval of the China Securities Regulatory Commission is required according to law, before the approval, the shareholders of the securities company shall continue to exercise their voting rights independently according to the proportion of the shares held, and the transferor of the equity shall not recommend the relevant personnel of the transferee to be the directors, supervisors and senior managers of the securities company, and shall not transfer the voting rights in any form in disguised form.

Article 21　Shareholders of securities companies should fully understand the rights and obligations of shareholders, fully understand the management status and potential risks of securities companies, have reasonable investment expectations and true willingness to contribute, and perform necessary internal decision-making procedures.

Article 22　Shareholders of securities companies shall perform their capital contribution obligations in strict accordance with laws and regulations and the provisions of the China Securities Regulatory Commission.

Shareholders of securities companies shall use their own funds to buy shares in securities companies, and the sources of funds are legal, and may not use non-own funds such as entrusted funds to buy shares, unless otherwise stipulated by laws and regulations.

Article 23　Shareholders of securities companies shall truthfully, accurately and completely explain the ownership structure up to the actual controller, ultimate rights holder, and the relationship with other shareholders or the relationship of concerted action, and shall not evade the examination and approval or supervision of shareholders’ qualifications of securities companies through concealment or deception.

Article 24　The number of shareholders of securities companies and their controlling shareholders and actual controllers shall not exceed two, of which the number of controlling securities companies shall not exceed one. The following circumstances are not included in the number of securities companies that participate in or control shares:

(1) The proportion of directly holding and indirectly controlling the equity of a securities company is less than 5%;
　　(2) Holding shares in other securities companies through the securities companies under its control;
　　(3) A securities company holds shares in other securities companies;

(4) Transitional arrangements made for the merger and reorganization of securities companies;

(5) the State Council is authorized to hold the equity of a securities company;

(six) other circumstances identified by the China Securities Regulatory Commission.

Article 25　Securities companies should keep the equity structure stable. The holding period of shareholders of a securities company shall comply with laws, administrative regulations and the relevant provisions of the China Securities Regulatory Commission. 　

The actual controller of the shareholders of a securities company shall abide by the same lock-up period as that of the shareholders of the securities company, except for the cases recognized by the China Securities Regulatory Commission according to law.

Article 26　The shareholders of a securities company shall not pledge the equity of the securities company they hold during the equity lock-up period. After the expiration of the equity lock-up, the proportion of the equity held by the shareholders of a securities company shall not exceed 50% of the equity held by the securities company.

Where a shareholder pledges the equity of a securities company, it shall not harm the interests of other shareholders and securities companies, maliciously evade the requirement of the equity lock-up period, stipulate that the pledgee or other third party shall exercise shareholder rights such as voting rights, or transfer the control right of the equity of a securities company in disguise.

Article 27　Securities companies should strengthen the examination of shareholders’ qualifications, verify the information of shareholders and their controlling shareholders, actual controllers, related parties, concerted parties and ultimate rights holders, and master their changes, judge the influence of shareholders on the operation and management of securities companies, report or disclose relevant information in a timely, accurate and complete manner according to law, and perform approval procedures when necessary.

Article 28　A securities company shall write the regulatory requirements on equity management, such as the rights and obligations of shareholders, the lock-up period of equity, the person in charge of equity management affairs, etc., into its articles of association, and specify the following contents in the articles of association:

(1) The major shareholders and controlling shareholders shall replenish capital to the securities company when necessary;

(2) Shareholders who should have been approved by the regulatory authorities or have not filed with the regulatory authorities, or shareholders who have not completed the rectification, shall not exercise the rights to request, vote, nominate, propose and dispose of the shareholders’ meeting;

(3) Shareholders who make false statements, abuse shareholders’ rights or engage in other behaviors that harm the interests of securities companies shall not exercise their rights to request, vote, nominate, propose and dispose of shareholders’ meetings;

(4) Measures to deal with shareholders, securities companies, persons in charge of equity management affairs and relevant personnel in case of illegal or improper behaviors related to equity management affairs that violate laws, administrative regulations and regulatory requirements.

Article 29　Securities companies should strengthen the management of related party transactions, accurately identify related parties, strictly implement the related party transaction examination and approval system and information disclosure system, avoid damaging the legitimate rights and interests of securities companies and their clients, and report related party transactions to the China Securities Regulatory Commission and its dispatched offices in a timely manner.

A securities company shall manage its shareholders and their controlling shareholders, actual controllers, related parties, concerted parties and ultimate rights holders as its own related parties in accordance with the penetrating principle.

Article 30　Shareholders of securities companies and their actual controllers shall not commit any of the following acts:

(a) false capital contribution, false capital contribution, withdrawing capital contribution or withdrawing capital contribution in disguise;

(two) in violation of laws, administrative regulations and the provisions of the company’s articles of association, interfere with the operation and management activities of securities companies;

(3) abusing rights or influence, occupying the assets of securities companies or clients, transferring benefits, and harming the legitimate rights and interests of securities companies, other shareholders or clients;

(4) Requiring a securities company to provide financing or guarantee for itself or its related parties in violation of regulations, or forcing, instructing, assisting or accepting a securities company to provide financing or guarantee with the assets of its securities brokerage clients or securities asset management clients;

(five) improper related transactions with securities companies, using the influence on the operation and management of securities companies to obtain illegitimate interests;

(six) without approval, entrust others or accept others to hold or manage the equity of a securities company, and accept or transfer the control right of the equity of a securities company in disguise;

(seven) other acts prohibited by the China Securities Regulatory Commission.

A securities company, its directors, supervisors, senior managers and other relevant entities shall not cooperate with the shareholders of the securities company and their actual controllers in the above-mentioned situations.

When a securities company discovers that the shareholders and their actual controllers have the above-mentioned situations, it shall take timely measures to prevent the violations from getting worse, and report to the dispatched office of China Securities Regulatory Commission at its domicile within 2 working days.

Chapter IV Penalty Rules

Article 31　If a securities company changes its equity-related matters without performing legal procedures, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Article 218th of the Securities Law.

Article 32　If any unit or individual holds or actually controls more than 5% equity of a securities company without approval, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Article 71 of the Regulations on the Supervision and Administration of Securities Companies.

If any unit or individual entrusts others or accepts others’ entrustment to hold or manage the equity of a securities company without approval, or subscribes, accepts or actually controls the equity of a securities company, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Article 86 of the Regulations on the Supervision and Administration of Securities Companies.

Article 33　Where the shareholders of a securities company make false capital contributions, make false capital contributions, withdraw their capital contributions or withdraw their capital contributions in disguised form, the China Securities Regulatory Commission or its dispatched offices shall handle the matter in accordance with the provisions of Article 151 of the Securities Law.

Article 34　In the process of administrative licensing, if the relevant subject conceals relevant information or provides false materials, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Article 78 of the Administrative Licensing Law.

If the relevant subject obtains the approval of the administrative license related to the stock right of a securities company by improper means such as concealment or deception, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Articles 69 and 79 of the Administrative Licensing Law.

Article 35　If a securities company or its shareholders or actual controllers violate the regulations, fail to report relevant matters as required, or the information submitted contains false records, misleading statements or major omissions, the China Securities Regulatory Commission or its dispatched offices shall handle it in accordance with the provisions of Article 222 of the Securities Law.

Article 36　If a securities company provides financing or guarantee for its shareholders or their associates in violation of regulations, the China Securities Regulatory Commission or its dispatched office shall handle it in accordance with the provisions of Article 222 of the Securities Law.

If the shareholders of a securities company and their actual controllers force, instruct, assist or accept the securities company to provide financing or guarantee with the assets of securities brokerage clients or securities asset management clients, the China Securities Regulatory Commission or its dispatched offices shall handle it in accordance with the provisions of Article 86 of the Regulations on the Supervision and Administration of Securities Companies.

Article 37　Securities companies and their shareholders, actual controllers of shareholders or other relevant subjects violate these provisions, resulting in imperfect governance structure, imperfect internal control, chaotic operation and management, and violation of laws and regulations, and the China Securities Regulatory Commission or its dispatched offices shall handle it in accordance with the provisions of Article 70 of the Regulations on the Supervision and Administration of Securities Companies; If the risk control indicators of securities companies do not meet the requirements, which seriously endangers the stable operation of securities companies and damages the legitimate rights and interests of customers, it shall be handled in accordance with the provisions of Article 150 of the Securities Law; If a securities company is caused to operate illegally or has serious risks, it shall be handled in accordance with the provisions of Article 153 of the Securities Law.

Where the directors, supervisors and senior managers of a securities company violate these provisions, resulting in major violations of laws and regulations or major risks of the securities company, the China Securities Regulatory Commission or its dispatched offices shall handle them in accordance with the provisions of Article 152 of the Securities Law.

Article 38　If a securities company and its shareholders, actual controllers of shareholders or other relevant subjects violate these provisions, and the Securities Law, Regulations on Supervision and Administration of Securities Companies and other laws and administrative regulations do not provide corresponding measures or penalties, the China Securities Regulatory Commission or its dispatched offices may take regulatory measures such as ordering corrections, supervising talks, issuing warning letters, ordering public explanations, and ordering regular reports; For the directors, supervisors, senior managers and other responsible personnel who are directly responsible, regulatory measures can be taken, such as ordering corrections, supervising talks, issuing warning letters, ordering training, and identifying them as inappropriate candidates; And depending on the circumstances, the relevant subject may be given a warning and a fine of not more than 30 thousand yuan; Anyone suspected of committing a crime shall be transferred to judicial organs according to law.

Article 39　China Securities Regulatory Commission and its dispatched offices shall record the dishonesty of securities companies and their directors, supervisors, senior managers, shareholders and their actual controllers, relevant intermediaries and other relevant institutions or personnel in the capital market integrity file database in accordance with the relevant provisions of China Securities Regulatory Commission on integrity supervision and management, and share information with other government agencies through the national credit information sharing platform.

sequenceSishitiao　If a securities company fails to comply with these provisions for equity management, the China Securities Regulatory Commission may adjust the classification, supervision and evaluation categories of the securities company.

Chapter V Supplementary Provisions

Article 41　The term "above" and "not less than" as mentioned in these Provisions includes this number, and "below" and "over" does not include this number.

Article 42　When a securities company increases its registered capital and its shareholding structure has undergone major adjustment, it refers to the increase of its registered capital and the addition of shareholders or major shareholders holding more than 5% of the shares, or the change of the largest shareholder, controlling shareholder and actual controller of the securities company.

The change of shareholders holding more than 5% of the shares of a securities company refers to the addition of shareholders or major shareholders holding more than 5% of the shares of a securities company, or the change of the largest shareholder or controlling shareholder of a securities company.

The change of the actual controller of a securities company holding more than 5% equity refers to the new actual controller of a securities company holding more than 5% equity, or the change of the actual controller of a securities company.

Article 43　If the state has other provisions on the administrative transfer of state-owned shares of securities companies, the relevant requirements shall be followed.

Shares in a securities company involving the comprehensive operation of the financial industry, state-owned assets or the duties of other financial regulatory departments shall conform to the relevant policies of the state on the comprehensive operation of the financial industry, the management of state-owned assets and the relevant provisions of other financial regulatory departments.

Shareholders of foreign-invested securities companies shall also comply with the relevant provisions of the China Securities Regulatory Commission on the management of foreign-invested securities companies.

Article 44　Investors who purchase 5% of the shares of securities companies through the stock exchange shall put up signs according to law and report to the China Securities Regulatory Commission for approval. Before approval, investors may not continue to increase their holdings of the company’s shares. If the China Securities Regulatory Commission does not approve it, the investor shall make corrections within 50 trading days from the date of disapproval (excluding the suspension time, and if the shareholding is less than 6 months, it shall be corrected according to law after the shareholding is over 6 months).

Where investors purchase more than 5% of the shares of securities companies through the share transfer system, the provisions of the first paragraph shall apply mutatis mutandis.

Where an investor transfers the shares of a securities company through public trading on the stock exchange or the share transfer system, and the changes in the shares involved do not need to be approved or filed, the requirements stipulated in Articles 18 and 19 of these Provisions shall be exempted.

Article 45　These Provisions shall come into force as of the date of promulgation. Before the implementation of these provisions, if the provisions of China Securities Regulatory Commission on equity management of securities companies are inconsistent with these provisions, these provisions shall prevail.