In this episode of China Money Network, guest Keith Robinson, partner in the financial services group at law firm Dechert, talks with our host Nina Xiang about the new changes in hedge fund regulation in China, why it is important for foreign investors to understand the policies and how the "renting" of QDII and QFII quotas work.
Read an excerpt below, but be sure to listen to the full interview in audio and subscribe to the podcast in the iTunes store.
Q: Amendments to China's Securities Investment Fund Law took effect in June this year, impacting how private funds legally operate in China. First, can you explain what are private funds?
A: A private fund is a non-public fund that invests in public securities in China. So it would be what is commonly referred to as hedge funds, rather than private equity or venture funds.
Q: Often, hedge funds are sometimes referred to as "sunshine hedge funds." Why?
A: Generally speaking, a "sunshine hedge fund" is typically sponsored by a trust company and invests with a fairly straightforward long-only strategy, as opposed to more esoteric investment strategies. But there are no clear definitions.
Q: What kind of legal environment existed for hedge funds in China previously?
A: Previously, domestic and foreign hedge funds operated in a legal grey area with no specific guidance from the regulators. There was no explicit recognition of them, nor explicit prohibition against them.
Q: These new amendments took effect on June 1 this year. How did it define investors who qualify for making investments into hedge funds?
A: There are two tests. First is an investor sophistication test, which is subjective. Basically, investors need to have sufficient knowledge and sophistication.
The second test is an income- and asset-based test. An individual investor needs to have total financial assets of at least RMB2 million, and personal average annual income of no less than RMB200,000 for the last three years or household average annual income of no less than RMB300,000 for the last three years.
An institutional investor qualifies if it has net assets of at least RMB10 million.
Q: What type of limitations are there for how hedge funds can market their funds?
A: You have to avoid mass marketing such as newspaper, radio, television, the Internet, or seminars. Generally, private funds will be offered on a private placement basis, or through a network of placement agents to qualified investors.
Also, any investment in a private fund must be appropriate for the investor’s risk profile. There are no details of how to go about doing so. What we are recommending right now is a fairly traditional approach, which is an investor questionnaire to document the investor's suitability.
Q: Do these limitations apply also to a Chinese private equity or venture capital fund?
A: Not necessarily. These restrictions only apply to so-called private funds in the new legal framework.
Q: How do you define "the Internet"? Does that mean a private fund cannot have a website?
A: The new regulations don't provide any guidance on this. So it is difficult to know for sure.
Outside of Mainland China, private fund managers do have websites. There are in fact portals for private fund investors to access information. The general rule of thumb is to take precautions to limit the access to any websites to appropriate potential investors only.
Q: What are the requirements for registration for Chinese hedge funds?
A: The fund manager, which is the primary entity, has to be registered. It is similar with the current U.S. scheme. A private fund manager must register with the Asset Management Association of China (AMAC),