Provisions on the Accounting Treatment of the Pilot Program for the Securitization of Credit and Loan Assets

信贷资产证券化试点会计处理规定

 

Promulgating Institution: Ministry of Finance

Document Number: Cai Kuai [2005] No.12

Promulgating Date: 05/16/2005

Effective Date: 05/16/2005

Revision History: This document has been repealed pursuant to the Decision of the Ministry of Finance on Announcing the Catalog of Regulations and Normative Documents on Finance to be Repealed or Ineffective (Batch Ⅺ) on February 21,2011 and taken effect from promulgated February 21,2011.

颁布机关: 财政部

文   号: 财会[2005]12号

颁布时间: 05/16/2005

实施时间: 05/16/2005

修订记录: 根据2011年2月21日发布的《财政部关于公布废止和失效的财政规章和规范性文件目录（第十一批）的决定》，此文件被宣布废止。

 

Chapter 1: General Provisions

第一章 总则

 Article 1   These Provisions are formulated in accordance with such laws as the Accounting Law of the People’s Republic of China, the Trust Law of the People’s Republic of China, and the Administrative Measures for the Pilot Program for the Securitization of Credit and Loan Assets, and other relevant provisions, for the purposes of standardizing the pilot program for the securitization of credit and loan assets, and protecting the legal rights and interests of investors and relevant parties concerned.

    第一条 为规范信贷资产证券化试点工作,保护投资人及相关当事人的合法权益,根据《中华人民共和国会计法》、《中华人民共和国信托法》、《信贷资产证券化试点管理办法》等法律及相关法规,制定本规定。

 Article 2   Within the territory of China, where banking financial institutions, acting as originators, entrust credit and loan assets to trustees, and the trustees issue beneficiary securities in the form of asset-backed securities to investors and use the cash generated from such assets to pay for the gains of the asset-backed securities, these Provisions shall apply.

    第二条 在中国境内,银行业金融机构作为发起机构,将信贷资产信托给受托机构,由受托机构以资产支持证券的形式向投资机构发行受益证券,以该财产所产生的现金支付资产支持证券收益的结构性融资活动,适用本规定。

Chapter 2: Accounting Treatment for Originators

第二章 发起机构的会计处理

 Article 3   An originator is a financial institution that transfers credit and loan assets by setting up of a special purpose trust.

    第三条 发起机构是通过设立特定目的信托转让信贷资产的金融机构。

 Article 4   An originator, when having transferred substantially all (normally defined as circumstances where 95% or more has been transferred, sic passim) the risks and rewards of the ownership rights of the loan and credit and loan assets, shall derecognize the said credit and loan assets and shall recognize the amount of difference between the book value of the credit and loan asset and the consideration received as a result of the transfer as gain or loss of the current period. Derecognition shall refer to the transferring out the credit and loan assets from the book of accounts and the balance sheet of the originator.

When transferring the said credit and loan assets, if a particular new asset is obtained or a particular new debt is assumed (such as debt expected to be assumed due to the provision of guarantees, sic passim), the said new asset or new debt shall be recognized based on the fair value at the date of transfer, and the net amount of the said new asset after deducting the new debt shall be a component of the abovementioned consideration.

Fair value shall mean the amount at which two knowledgeable, willing parties exchange assets or discharge debt in an arm’s length transaction. Where an active market for the abovementioned new asset or new debt exists, the originator shall determine the fair value of the said new asset or new debt based on the market price. Where an active market does not exist, the originator shall determine the fair value of the said new asset or new debt by making references to the market price of comparable assets or debt, or based on the present value of future cash flow, or through the calculation outcome based on a generally acknowledged pricing model.

    第四条 发起机构已将信贷资产所有权上几乎所有(通常指95%或者以上的情形,下同)的风险和报酬转移时,应当终止确认该信贷资产,并将该信贷资产的账面价值与因转让而收到的对价之间的差额,确认为当期损益。终止确认是指将信贷资产从发起机构的账上和资产负债表内转出。

  转让该信贷资产时如取得了某项新资产或者承担了某项新负债(如因提供保证承担的预计负债等,下同),应当在转让日按公允价值确认该新资产或者新负债,并将该新资产扣除新负债后的净额作为上述对价的组成部分。

  公允价值是指在公平交易中,熟悉情况的交易双方自愿进行资产交换或者债务清偿的金额。上述新资产或者新负债有活跃市场的,发起机构应当按市场报价确定该新资产或者新负债的公允价值;没有活跃市场的,发起机构应当比照类似资产或者负债的市场报价,或者按未来现金流量现值,或者按市场上普遍认同的计价模型计算的结果,确定该新资产或者新负债的公允价值。

 Article 5   When the originator retains substantially all the risks and rewards pertaining to the ownership rights of a credit and loan asset, the said credit and loan asset shall not be derecognized. The consideration received as a result of the transfer of the said credit and loan asset shall be recognized as liabilities.

In subsequent accounting periods, the originator shall continue to recognize the gains of the said credit and loan asset and the expense of the relevant liabilities thereof.

    第五条 发起机构保留了信贷资产所有权上几乎所有的风险和报酬时,不应当终止确认该信贷资产;转让该信贷资产收到的对价,应当确认为一项负债。

  在随后的会计期间,发起机构应当继续确认该信贷资产的收益及其相关负债的费用。

 Article 6   With respect to circumstances not stipulated in Articles 4 and 5, an originator shall deal with the circumstances by means as follows:

(1) An originator that has surrendered control over the said credit and loan asset shall, on the date of transfer, derecognize the said credit and loan assets, and shall recognize the difference between the book value of the credit and loan asset and the consideration received as a result of the transfer as gain or loss of the current period.

When transferring the said credit and loan assets, if a particular new asset was obtained or a particular new debt was assumed, the said new asset or new debt shall be recognized based on the fair value at the date of transfer, and the net amount of the said new asset after deducting the new debt shall be a component of the abovementioned consideration.

When all the following conditions are met, it is an indication that the originator has surrendered control over such transferred credit and loan asset:

(a) The originator and the said credit and loan asset are bankruptcy remote;

(b) In accordance with stipulations of the trust contract, the special purpose trust and the trustee may independently sell the said credit and loan asset to unconnected third parties, without any additional conditions attached to restrict the said sale.

(2) An originator that still retains control over the said credit and loan asset shall recognize the asset concerned in accordance with the extent to which it continues to be involved in the said credit and loan asset, and shall recognize the relevant liabilities correspondingly. The extent to which the originator continues to be involved in the said credit and loan asset shall refer to the level of risk faced by the originator as a result of a change in the value of the said credit and loan asset.

Where an originator continues to be involved in the said credit and loan asset through the provision of a guarantee, the extent of the involvement thereof shall be the lower of the book value of the credit and loan asset and the guaranteed amount. The guaranteed amount shall refer to the maximum amount for which repayment may be required of the consideration received by the originator.

An originator shall, on the date of transfer, recognize the assets generated from the continued involvement based on the abovementioned lower amount, and at the same time, recognize the relevant liabilities based on the fair value of the sum of the guaranteed amount and the guarantee contract (normally the fee collected as a result of providing the guarantee).

    第六条 不属于第四条和第五条情形的,发起机构应当分别以下两种情况进行处理:

  (一)发起机构放弃了对该信贷资产控制的,应当在转让日终止确认该信贷资产,并将该信贷资产的账面价值与因转让而收到的对价之间的差额,确认为当期损益。

  转让该信贷资产时如取得了某项新资产或者承担了某项新负债,应当在转让日按公允价值确认该新资产或者新负债,并将该新资产扣除新负债后的净额作为上述对价的组成部分。

  以下条件全部符合时,表明发起机构放弃了对所转让信贷资产的控制:

  1、发起机构与该信贷资产实现了破产隔离;

  2、特定目的信托受托机构按信托合同约定,能够单独将该信贷资产出售给与其不存在关联方关系的第三方,且没有额外条件对该项出售加以限制。

  (二)发起机构仍保留对该信贷资产控制的,应当在转让日按其继续涉入该信贷资产的程度确认有关资产,并相应确认有关负债。发起机构继续涉入该信贷资产的程度,是指该信贷资产价值变动使发起机构面临的风险水平。

  发起机构通过对该信贷资产提供保证的方式继续涉入的,其涉入程度为该信贷资产的账面价值和保证金额两者之中的较低者。保证金额是指发起机构所收到的对价中,可能被要求偿还的最高金额。

  发起机构应当在转让日按上述较低金额确认继续涉入所产生的资产,同时按保证金额与保证合同的公允价值(通常为提供保证所收取的费用)之和确认有关负债。

 Article 7   Where a partial transfer of a credit and loan asset meets derecognition requirements, the entire book value of the said credit and loan asset shall be separately allocated between the derecognized portion and the portion that is not derecognized based on the corresponding fair values of each of the portions on the date of transfer, and the difference between the book value of the derecognized portion and the consideration of the derecognized portion (including the net amount of new assets obtained less new liabilities assumed due to the said transfer) shall be recognized as gain or loss of the current period.

When the originator separately allocates the entire book value of the said credit and loan asset between the derecognized portion and the portion that is not derecognized, if the portion that has not been derecognized does not have a market price and there is an absence of relevant actual transaction price in the market, the fair price of the said portion that has not been derecognized shall be determined based on the balance of the entire fair value of the credit and loan asset less the consideration of derecognized portion. If obtaining the entire fair value of the said credit and loan asset is not possible, the amount shall be determined based on the balance of the book value thereof less the consideration of derecognized portion.

The abovementioned portion that is not derecognized shall be recognized based on the separately allocated amount of the entire book value on the date of transfer.

    第七条 信贷资产部分转让符合终止确认条件的,应当将该信贷资产整体的账面价值在终止确认部分和未终止确认部分之间,按转让日各自的相对公允价值进行分摊,并将终止确认部分的账面价值与终止确认部分的对价(因该转让取得的新资产扣除承担的新负债后的净额包括在内)之间的差额,确认为当期损益。

  发起机构将该信贷资产整体的账面价值在终止确认部分和未终止确认部分进行分摊时,未终止确认部分没有市场报价且最近市场上也没有与其有关的实际成交价格的,该未终止确认部分的公允价值,按该信贷资产整体的公允价值扣除终止确认部分的对价之后的差额确定;该信贷资产整体的公允价值无法取得时,按其账面价值扣除终止确认部分的对价之后的差额确定。

  上述未终止确认部分应当在转让日按整体账面价值分摊后的金额确认。

 Article 8   An originator that continues to be involved in only a portion of a credit and loan asset shall separately allocate the entire book value of the said credit and loan asset between the portion that is still recognized from continued involvement and the derecognized portion based on the corresponding fair values of each of the portions on the date of transfer, and the difference between the book value of the derecognized portion and the consideration of the derecognized portion shall be recognized as gain or loss of the current period.

    第八条 发起机构仅继续涉入信贷资产一部分的,应当将该信贷资产整体的账面价值,在继续涉入仍确认的部分和终止确认部分之间,按转让日各自的相对公允价值进行分摊,并将终止确认部分的账面价值与终止确认部分的对价之间的差额,确认为当期损益。

 Article 9   An originator that has controlling rights over a special purpose trust shall incorporate the latter into the consolidated financial statements.

    第九条 发起机构对特定目的信托具有控制权的,应当将其纳入合并会计报表。

 Article 10   An originator that does not derecognize the transferred credit and loan asset, or recognize a particular asset based on the degree of continued involvement in the credit and loan asset shall make the following disclosure in the notes to the accounts of the financial statements:

(1) The nature of the asset;

(2) The nature of the risks and rewards of the ownership rights of the credit and loan assets still retained by the originator;

(3) Where the originator continues to recognize the entire transferred credit and loan assets, disclosure shall be made of the book value of the transferred credit and loan assets, and the book value of the relevant liabilities; and

(4) Where the originator continues to be involved in the transferred credit and loan assets, disclosure shall be made of the book value of the transferred credit and loan assets, the book value of the asset continued to be recognized and the book value of the relevant liabilities.

    第十条 发起机构未终止确认所转让信贷资产,或者按继续涉入信贷资产程度确认某项资产的,应当在会计报表附注中作如下披露:

  (一)资产的性质;

  (二)发起机构仍保留的信贷资产所有权上风险和报酬的性质(如信用风险等);

  (三)发起机构继续确认所转让信贷资产整体的,应当披露所转让信贷资产的账面价值和相关负债的账面价值;

  (四)发起机构继续涉入所转让信贷资产的,应当披露所转让信贷资产整体的账面价值、继续确认资产的账面价值以及相关负债的账面价值。

Chapter 3: Accounting Treatment for Special Purpose Trusts

第三章 特定目的信托的会计处理

 Article 11   A special purpose trust shall be an independent accounting subject, and shall, on the premise of an on-going operation, independently account for the management, utilization and handling of the asset securitization of the trust assets.

    第十一条 特定目的信托应当作为独立的会计主体,以持续经营为前提,独立核算资产证券化信贷资产的管理、运用和处分情况。

 Article 12   The credit and loan asset obtained by a trustee owing to trust commitment is the property of the trust, and is independent of the fixed asset of the originator, the trustee, the loan servicing institution, the fund custodian, the securities registration institution and other institutions that provide service to the securitization transaction.

The property and gains obtained as a result of circumstances relating to the management or operation of the trust property of the special-purpose trust by the trustee, loan servicing institution, fund custodian and institutions that provide service due to the securitization transaction thereof shall be incorporated into the property of the trust.

    第十二条 受托机构因承诺信托而取得的信贷资产是信托财产,独立于发起机构、受托机构、贷款服务机构、资金保管机构、证券登记机构及其他为证券化交易提供服务的机构的固有财产。

  受托机构、贷款服务机构、资金保管机构及其为证券化交易提供服务的机构因特定目的信托财产的管理、运用或其他情形而取得的财产和收益,应当归入信托财产。

 Article 13   The key accounting elements of the special-purpose trust include trust assets, trust liabilities, trust equity, trust project income, trust project expenses, and trust project profit.

The profit of the trust project shall be distributed to the investors of the asset-backed securities in accordance with the stipulations of the trust contract.

    第十三条 特定目的信托的会计要素包括信托资产、信托负债、信托权益、信托项目收入、信托项目费用、信托项目利润。

  信托项目利润应按信托合同的约定,分配给资产支持证券投资机构。

 Article 14   A special purpose trust shall keep accounts independently, have independent accounting, and prepare independent financial statements. The setting up of accounts, allocation of funds, books of accounts records and other such areas of different special-purpose trusts shall be mutually independent.

    第十四条 特定目的信托应当单独记账、单独核算、单独编制财务会计报告。不同特定目的信托在账户设置、资金划拨、账簿记录等方面应当相互独立。

 Article 15   At the termination of the trust, the trustee shall prepare a liquidation report for dealing with the trust activities of the special purpose trust.

    第十五条 信托终止,受托机构应当对特定目的信托作出处理信托事务的清算报告。

 Article 16   The accounting treatment of other relevant activities or events of the special purpose trust shall be carried out in accordance with the Measures for the Accounting of Trust Operations (Cai Kuai [2005] No. 1).

    第十六条 特定目的信托的其他相关业务或事项,应当根据《信托业务会计核算办法》(财会〔2005〕1号)进行会计处理。

Chapter 4: Accounting Treatment for Trustees

第四章 受托机构的会计处理

 Article 17   A trustee shall be an institution responsible for the management of the property trust of a special purpose trust and that issues asset-backed securities owing to trust commitment.

    第十七条 受托机构是承诺信托而负责管理特定目的信托财产并发行资产支持证券的机构。

 Article 18   A trustee shall, in accordance with the method and standards of appropriation stipulated in the trust contract, calculate and recognize the remuneration of the trustee assumed by the special purpose trust.

    第十八条 受托机构应当按信托合同规定的计提方法、计提标准,计算确认应当由特定目的信托承担的受托机构报酬。

 Article 19   The trust operating cost incurred by the trustee and advanced on behalf of the special purpose trust shall be recognized as the liabilities of the special purpose trust.

    第十九条 受托机构发生的为特定目的信托代垫的信托营业费用,应当确认为对特定目的信托的债权。

 Article 20   The trustee shall manage and account for the trust property of terminated special purpose trusts that have not been reclaimed as custodian agency business.

    第二十条 受托机构对于已终止特定目的信托未被取回的信托财产,应当作为代保管业务进行管理和核算。

 Article 21   The accounting treatment of other relevant activities or events of the trustee shall be carried out in accordance with the Measures for the Accounting of Trust Operations (Cai Kuai [2005] No. 1).

    第二十一条 受托机构的其他相关业务或事项,应当根据《信托业务会计核算办法》(财会〔2005〕1号)进行会计处理。

Chapter 5: Accounting Treatment for Fund Custodians

第五章 资金保管机构的会计处理

 Article 22   A fund custodian shall be an institution that accepts the authorization of the trustee and is responsible for safeguarding the funds in the trust asset account.

    第二十二条 资金保管机构是接受受托机构委托,负责保管信托财产账户资金的机构。

 Article 23   A fund custodian shall recognize and measure the custody income in accordance with the stipulations of the relevant fund custodian contract.

    第二十三条 资金保管机构应当按有关资金保管合同的约定确认和计量保管收入。

 Article 24   During the interval when the gains of the trust property are paid to investors, the fund custodian may only invest the trust property gains in highly liquid bonds with strong cash convertibility, strategic financial bonds and other financial products for which investment is approved by the People's Bank of China in accordance with the method stipulated in the contract and the instructions of the trustee.

Gains resulting from the abovementioned investment shall be deposited in the bank account of the special purpose trust.

    第二十四条 资金保管机构在向投资机构支付信托财产收益的间隔内,只能按照合同约定的方式和受托机构指令,将信托财产收益投资于流动性好、变现能力强的国债、政策性金融债以及中国人民银行允许投资的其他金融产品。

  上述投资形成的收益,应当存入特定目的信托银行账户。

 Article 25   A fund custodian shall provide fund custodian reports to the trustee on a regular basis in accordance with stipulations of the custodian contract, reporting the state of the funds under custody and the state of the payment of gains of the asset-backed securities.

    第二十五条 资金保管机构应当按照保管合同约定,定期向受托机构提供资金保管报告,报告资金管理情况和资产支持证券收益支付情况。

Chapter 6: Accounting Treatment for Loan Servicing Institutions

第六章 贷款服务机构的会计处理

 Article 26   A loan servicing institution is an institution that accepts the entrustment of a trustee, and is responsible for loan management.

    第二十六条 贷款服务机构是接受受托机构委托,负责管理贷款的机构。

 Article 27   A loan servicing institution shall recognize and calculate services income in accordance with the relevant loan services contract.

    第二十七条 贷款服务机构应当按照有关贷款服务合同确认和计量服务收入。

 Article 28   A loan servicing institution shall independently set up an account for the credit and loan assets of the trust property with independent management.

    第二十八条 贷款服务机构对作为信托财产的信贷资产单独设账,单独管理。

 Article 29   A loan servicing institution shall provide reports to the trustee on a regular basis. The report shall serve as information on the credit and loan assets of the trust property.

    第二十九条 贷款服务机构应当定期向受托机构提供服务报告,报告作为信托财产的信贷资产信息。

Chapter 7: Accounting Treatment for Investors

第七章 投资机构的会计处理

 Article 30   When having obtained asset-backed securities, an investor shall recognize an investment in asset-back securities based on the actual consideration paid.

    第三十条 投资机构在取得资产支持证券时,应当按实际支付价款确认一项资产支持证券投资。

 Article 31   When having obtained the trust gains, an investor shall differentiate the principal portion of the asset-back securities investment and the gains portion of the securities investment, with accounting treatment to be carried out separately.

    第三十一条 投资机构取得信托收益时,应当区分属于资产支持证券投资本金部分和证券投资收益部分,并分别进行会计处理。

 Article 32   At the end of the accounting period, an investor shall check the book value of the asset-backed securities held. Where the book value is higher than the recoverable amount, a provision to value impairment reserves shall be made.

    第三十二条 会计期末,投资机构应当对所持有资产支持证券的账面价值进行检查,发现账面价值高于其可收回金额的,应当计提减值准备。

 Article 33   Asset-backed securities shall be reflected independently under the “asset-backed securities” account in the ending period of the balance sheet of the investor according to their respective liquidity.

    第三十三条 资产支持证券在投资机构期末资产负债表内应当按其流动性,单列“资产支持证券”项目反映。

Chapter 8: Supplementary Provisions

第八章 附则

 Article 34   These Provisions shall be subject to the interpretation of the Ministry of Finance of the People’s Republic of China.

    第三十四条 本规定由中华人民共和国财政部负责解释。

 Article 35   These Provisions shall come into effect on the date of promulgation.

    第三十五条 本规定自发布之日起施行。