2025.12. 12 本文字数：2721，阅读时长大约5分钟 作者 | 第一财经 曹璐 一场旨在彻底重塑基金销售生态的监管风暴再度袭来，资本市场投资者权益保护"组合拳"正持续深 化。 12月12日，第一财经记者从多家基金公司获悉，继多项文件后，监管部门已再次下发《公开募集证 券投资基金销售行为规范（征求意见稿）》（以下简称《规范》），并明确该规范自发布之日起施 行。 这份长达十页的征求意见稿，从宣传推介、直播销售、费用披露、绩效考核、廉洁从业等多个核心维 度划定监管红线，剑指行业长期存在的"重销售、轻服务"等行业乱象，推动基金销售行为回归投资 者利益本位。 如禁止1年期以下业绩年化展示、严禁炒作基金经理个人、直播销售需持证上岗、关闭打赏功能、考 核体系转向投资者回报导向等。在业内人士看来，基金销售是连接投资者与资本市场的桥梁，行业应 当牢固树立以投资者最佳利益为核心的长期销售理念，全面转向"以投资者真实长期收益为中心"的 新范式。 "严禁宣传短期业绩、规模增长和明星基金经理光环，意味着过去依靠打造爆款、追逐热点的营销模 式难以为继。"某公募基金市场部人士对第一财经说。 在细分产品层面，文件也对指数基金、同业 ...

私募基金作为我国多层次资本市场体系的重要组成部分，在服务实体经济、满足居民财富管理需求 等方面发挥着日益重要的作用。根据中国证券投资基金业协会（简称"中基协"）编著的《中国证券投资 基金业年报（2025版）》，截至2024年末，我国私募基金管理规模已有19.93万亿元，产品数量14.41万 只。其中，证券公司托管了逾90%的私募证券投资基金，系托管服务环节的关键主体，其职责履行是否 到位、制度保障是否健全，直接关系到私募基金行业的规范运作与健康发展，更关乎广大投资者的切身 利益和资本市场的整体稳定。因此，深入探讨并完善其职责及制度保障，具有重要的理论价值和现实意 义。 一、证券公司托管私募基金的核心职责及价值功能 （一）托管职责：法定与约定的双重界定 证券托管私募基金的职责边界主要由法律法规和基金合同共同界定。在法律层面，《中华人民共和 国证券投资基金法》确立了基金托管人的法律地位和核心职责，明确了其安全保管基金财产、监督基金 管理人投资运作等基本义务。中国证监会发布的《证券投资基金托管业务管理办法》进一步细化了基金 托管人在账户开立、投资监督、估值复核等环节具体操作要求。值得注意的是，针对私募基金的专门规 ...

Core Viewpoint - The company emphasizes its commitment to protecting the interests of small and medium investors while adhering to legal regulations and corporate governance since its listing [2] Group 1 - The management team of the company prioritizes the interests of small and medium investors and strictly follows relevant laws and regulations [2] - The company has maintained compliance with legal and regulatory requirements since its listing, ensuring that all operational decisions and information disclosures are truthful, accurate, and complete [2] - The management will continue to focus on its core business, promote sustainable development, and enhance intrinsic value and overall competitiveness [2]

Group 1 - The company emphasizes the importance of protecting investor interests and aims to enhance product competitiveness [2] - The company is committed to delivering strong performance, maintaining good corporate governance, and ensuring stable returns for investors [2] - The company acknowledges its responsibility as a publicly listed entity to reward investor trust and protect their interests [2]

Core Viewpoint - The company emphasizes the protection of the interests of small and medium investors and shareholders as a top priority [1] Group 1 - The company is committed to continuously optimizing its governance structure and strengthening internal controls [1] - The company aims to enhance operational efficiency and strictly adhere to information disclosure regulations [1] - The company ensures that all decision-making processes are legal and compliant, regularly updating the market on its latest developments [1] Group 2 - The company is focused on improving management practices to enhance performance and intrinsic value, ultimately benefiting shareholders [1]

Core Viewpoint - Tianfu Communication emphasizes its commitment to protecting investor interests and actively responding to investor demands, highlighting its established profit distribution policy and shareholder return plan [1] Financial Performance - Since its listing in 2015, the company has maintained a cash dividend payout ratio exceeding 40% of the annual net profit attributable to shareholders for 11 consecutive years [1] - The total cash dividends distributed amount to 2.135 billion yuan [1] - The company has also shared its development results with investors through capital reserve transfers to increase share capital [1] Growth Projections - The company projects a compound annual growth rate (CAGR) of 64.86% for operating revenue from 2022 to 2024 [1] - The net profit attributable to shareholders is expected to grow at a CAGR of 82.60% during the same period [1]

Core Viewpoint - The role of the lead underwriter in a Nasdaq IPO is crucial, serving as the main intermediary responsible for coordinating various parties, ensuring compliance, and bearing significant responsibilities towards investors and the market [2][3]. Group 1: Main Responsibilities of Nasdaq IPO Lead Underwriter - The lead underwriter acts as a key hub connecting issuers, investors, exchanges, and other intermediaries, with core responsibilities spanning the entire IPO process, including pre-screening, valuation, regulatory filings, roadshow promotion, and investor allocation [2]. - Due diligence involves legal and compliance checks, financial and business verification, and ensuring adequate risk disclosure in the prospectus [2][4]. - The lead underwriter constructs valuation models using DCF and comparable company methods, designs the issuance structure, and manages the pricing coordination during the roadshow [2][3]. Group 2: Key Focus Areas of Nasdaq IPO Lead Underwriter - Compliance and legal responsibilities are paramount, ensuring adherence to regulations and protecting investor interests [3][4]. - The authenticity and completeness of information disclosure are critical to avoid potential legal repercussions and maintain market integrity [3][4]. - Continuous oversight post-IPO is necessary to assist the issuer in fulfilling ongoing disclosure obligations and addressing market concerns [3].

Group 1 - The core viewpoint emphasizes the necessity for IPO companies to enhance the breadth and depth of inquiry during the IPO process to present a more transparent image to the market [1][3] - The inquiry process is crucial in the IPO journey, as the initial application documents often fail to reveal the complete picture of a company, necessitating deeper scrutiny by regulatory bodies [1][2] - Historical trends show that many companies withdraw their IPO applications either voluntarily or due to issues uncovered during inquiries, highlighting the evolving nature of the IPO review process [2][3] Group 2 - The IPO review process has evolved from a binary outcome (approval or rejection) to a more nuanced approach that includes conditional approvals, reflecting advancements in market practices [2] - Current inquiries focus on the authenticity of financial data, sustainability of performance, and feasibility of fundraising projects, indicating a shift in regulatory priorities [2] - To achieve greater transparency, inquiries should expand beyond traditional areas to include aspects like debt solutions, inventory risks, and core technology, ensuring a comprehensive evaluation of potential issues [3]

Investment Rating - The industry rating is "Overweight" with expectations of a relative increase of 6-12% against the benchmark index in the next 6-12 months [32]. Core Insights - The report emphasizes a shift from a "scale-oriented" approach to a "return-oriented" strategy, focusing on investor returns and long-term value [11][25]. - Key measures include the introduction of a floating management fee mechanism, enhanced transparency in information disclosure, and a restructured performance evaluation system for fund managers [6][12][25]. Summary by Sections Policy Background and Development History - The report outlines the evolution of the public fund industry in China, highlighting significant reforms since the revision of the Securities Investment Fund Law in 2013, including the introduction of net value management and enhanced information disclosure [11][10]. Core Measures Interpretation - **Investor Interest Protection**: The report details reforms aimed at reducing fixed fees and implementing a floating management fee structure linked to fund performance, with a target for leading institutions to adopt this for 60% of new active equity funds within a year [10][12]. - **Restructuring Industry Evaluation Mechanism**: It emphasizes the need for improved transparency in fund performance metrics, including long-term returns and investor gains, to enhance investor decision-making [12][13]. - **Optimizing Product Supply and Industry Structure**: The report advocates for increasing the proportion of equity investments and expediting the registration process for equity funds, aiming to diversify product offerings and attract long-term capital [14][20]. - **Strengthening Regulation and Compliance**: It discusses the establishment of a multi-layered liquidity risk prevention mechanism and stricter oversight of fund management practices to ensure industry stability [21][24]. Policy Changes and Impacts - The report identifies five key areas of transformation: incentive mechanism reform, enhanced investor protection, strengthened regulatory enforcement, optimized industry structure, and a focus on long-term investment [25][26]. - The anticipated impact includes increased stability in the capital market, a shift towards quality in asset management, and improved investor experiences through better cost structures and transparency [28][29].