Recently, the Department of science and technology of the Ministry of Education issued a notice on printing and distributing the typical experience of the first batch of bases for the transformation of scientific and technological achievements and technology transfer in Colleges and universities. Tsinghua University, Dalian University of technology, Zhejiang University, Beijing University of technology, Southeast University, China University of Geosciences (Wuhan), Nanjing University of technology, Jiangsu University and other universities were listed.
The original text of the notice is as follows:
In order to implement the important deployment of the CPC Central Committee and the State Council on promoting the transfer and transformation of scientific and technological achievements, support colleges and universities to explore and innovate the transfer and transformation mechanism of scientific and technological achievements, and further strengthen the transfer and transformation ability of scientific and technological achievements of colleges and Universities, in February 2019, the Ministry of education identified the first batch of 47 scientific and technological achievements transformation and technology transfer bases of colleges and universities (hereinafter referred to as "the transfer and transformation base of scientific and technological achievements ". The first batch of bases for transfer and transformation of scientific and technological achievements, combined with their own characteristics and development needs, have made bold exploration and forge ahead. They have formed practical and effective practices in risk prevention and control, professional capacity-building, post setting and title evaluation, off campus part-time and off post entrepreneurship, patent layout and cultivation of high-value patents, and reform of ownership of scientific and technological achievements, and have obtained a number of experiences for reference 。 Now the typical experience of the first batch of bases for the transfer and transformation of scientific and technological achievements is printed and distributed for reference in combination with actual learning. (specific experience attached)
Department of science and technology, Ministry of Education
April 16, 2020
One of the typical experiences of the first batch of bases for transfer and transformation of scientific and technological achievements -- risk prevention and control mechanism
The work flow of the transfer and transformation of scientific and technological achievements is complex, involving many links and a wide range. Effective identification of various risk factors in the process of transfer and transformation of scientific and technological achievements and formulation of targeted prevention and control measures are important guarantees for the legal compliance of the process of transfer and transformation of scientific and technological achievements. Tsinghua University conducts due diligence on the technology, technology transferee, transaction scheme and approval procedure of the subject matter of results disposal; Dalian University of technology improves the management process and pays attention to risk prevention and control of key links; Zhejiang University defines the scope of related transactions, formulates approval rules and establishes an effective risk prevention and control mechanism.
1、 Conduct due diligence on disposal of scientific and technological achievements (Tsinghua University)
We formulated the due diligence measures for the disposal of scientific and technological achievements of Tsinghua University, standardized the due diligence responsibilities and procedures, and formulated a code of conduct for the investigation of the subject technology, the investigation of the technology transferee, the investigation and analysis of the transaction scheme, and the Compliance Investigation of the approval procedures.
1. the survey of technology includes intellectual property rights, intellectual property rights, legal restrictions, legal disputes, advanced technology, and foreign secret affairs.
2. The investigation of technology transferee includes the ownership structure and actual controller, credit and operation, and association with the school, etc.
3. The investigation and analysis of the transaction plan include the macro-economy of the industry and the situation of the industry, the transaction form, the price, the relationship, etc.
4. The Compliance Investigation of the approval process shall be carried out in the order of the person who completes the results, the Department, and the school. When the person who completes the results and the approval personnel have interest relationship with the project, they need to avoid.
5. The technical transfer specialist shall be responsible for conducting the due diligence and preparing the due diligence report, which shall be submitted to the director for approval after being reviewed and approved by the deputy director in charge. In case of entrusting a third-party professional institution to carry out part of due diligence for major and complex projects, the third-party institution shall issue a written report or opinion. After the due diligence report is prepared and approved, the scientific and technological achievements disposal plan can be submitted to the school intellectual property management leading group meeting for deliberation.
2、 Strengthen risk prevention and control of key links (Dalian University of Technology)
We will improve the whole process management system for the transfer and transformation of scientific and technological achievements, and focus on risk prevention and control in key links. It mainly includes: refining the operation process and objection handling procedures around licensing, transfer, valuation investment, income distribution, part-time and off post entrepreneurship, and clarifying the legal responsibility for infringing others' intellectual property rights, unauthorized implementation and transfer or disguised transfer, fraud and illegal profit-making in the transformation process, etc.
1. When the scientific research personnel submit the registration form of work related scientific and technological achievements and the application form of work related scientific and technological achievements license / transfer / valuation investment, the Intellectual Property Office shall review the validity of the scientific and technological achievements, the authenticity of the person completing the achievements and the legitimacy of the transferee enterprise.
2. The school has set up a technology achievement negotiation and evidence collection room, which requires all achievement finishers to confirm and sign on site, and the evidence collection video image is kept. In case of special circumstances requiring authorization, the entrusted person (must be one of the completers) shall sign the power of attorney with the entrusting person, clarify the responsibilities, obligations, income distribution and other matters of authorization, and retain the video image of the Confirmation signed by the entrusted person and the entrusting person.
3. Formulate the detailed rules for the implementation of licensing and transfer of scientific and technological achievements of Dalian University of Technology (Provisional), clearly define the relationship, require the achievement completer to disclose the relationship in a timely manner, and submit a written statement of interest relationship.
3、 Clear recognition criteria for connected transactions (Zhejiang University)
The detailed rules for the examination and approval of the transformation of scientific and technological achievements of Zhejiang University shall be formulated to clarify the recognition criteria of the related parties of the transaction, including the following situations:
1. Shareholder / actual controller: the shareholder or actual controller of the legal person controlled by the transferee or the transferee whose scientific and technological achievements are completed or their relatives;
2. Position: the legal representative, director, supervisor or senior manager of the scientific and technological achievement completer or his relatives in the legal person controlled by the transferee or the transferee (relatives refer to the husband and wife, lineal relatives, collateral relatives or near relatives within three generations, including but not limited to the spouse, parents, children and their spouses, brothers and sisters and their spouses, parents and brothers and sisters of the spouse, Parents of the child's spouse, etc.);
3. Income / income / consumption: the person completing the scientific and technological achievements accepts any form of income from the transferee or enjoys any form of income distribution and consumption provided by the transferee (including occurred or in the future);
4. Others: there are other relations between the person who completes the scientific and technological achievements and the transferee, or with the legal person controlled by the transferee, which may lead to the transfer of interests in the transformation of the scientific and technological achievements.
For the transfer and transformation of scientific and technological achievements with related parties, the person completing the scientific and technological achievements shall have the obligation to disclose the related transactions actively and fully, and bear the legal responsibility for false disclosure. If the transfer and transformation of scientific and technological achievements involves related parties and the transaction price is to be determined by means of agreement pricing, the person completing the scientific and technological achievements shall make a statement, and the school may discuss one thing at a time after the examination and approval of the unit.
Case: the person completing the achievement plans to transfer 79 patents and patent application rights such as "preparation method of polymer grafted graphene" to the interested party through agreement pricing. In the transformation application, he initiatively disclosed that "one of the person completing the achievement holds the post of chairman of the interested enterprise and is one of the shareholders of the interested party, with the shareholding ratio of 64.29%". After the preliminary examination and approval of his department, he / she will be submitted to the Scientific Research Institute of the University Approval. In order to ensure the openness, fairness and justice of the transaction, especially the fair and reasonable pricing, the scientific research institute changed the pricing method of the application for the transformation of scientific and technological achievements from "agreement pricing" to "listing transaction", and publicized the name, content, transformation method, proposed transaction price and related information of scientific and technological achievements in the completed unit, relevant departments of the school and the website of the technology trading platform After entrusting a third-party evaluation agency to carry out the evaluation, it shall be submitted to the school science and technology achievements transformation approval group for approval and to the school affairs meeting for discussion and approval.
Two typical experiences of the first batch of bases for the transfer and transformation of scientific and technological achievements
The construction of specialized institutions and talents is an important support for the transfer and transformation of scientific and technological achievements to achieve high-level development. Zhejiang University effectively integrates internal institutional resources, gives full play to the role of National University Science and Technology Park, promotes the transfer and transformation of scientific and technological achievements and innovation and entrepreneurship; Beijing University of technology explores a new mechanism of combination of business management and market-oriented operation; Southeast University and China University of Geosciences (Wuhan) implement market-oriented operation mechanism to effectively solve personnel recruitment, assessment and incentive problems Question. Tsinghua University has established a technology transfer team including technology transfer specialists, intellectual property specialists, compliance risk control specialists and comprehensive support personnel; Nanjing University of science and technology has established a professional technology manager team through market-oriented means to provide "one-stop" service; Jiangsu University has established a technical manager team of more than 100 people to provide "three diagnosis mode" to carry out results transformation service 。
1、 Promoting the transfer and transformation of scientific and technological achievements by the cooperation of institutions in the University (Zhejiang University)
We will integrate the resources of institutions in the University, such as the Academy of science and technology, the Academy of industrial technology transformation, and the National University Science and Technology Park, build a achievements transformation system of the whole chain of "original innovation, technology research and development, achievements transformation, and incubation industrialization", and accelerate the transformation and industrialization of scientific and technological achievements in the science and technology park. In accordance with the idea of "gathering resources, building platforms, strengthening services, incubating small businesses and supporting the new", science and Technology Park actively promotes the transformation of scientific and technological achievements, incubation of high-tech enterprises and the cultivation of innovative and entrepreneurial talents.
1. Strengthen innovation and entrepreneurship services and build "Focus" (full field, cross field overarching, lifelong career, global universal, and high enabling simulation) innovation service system, which integrates "intelligent sharing (Science and technology innovation industry learning and exchange platform), intelligent gathering (high-end dialogue of industry research and development), intelligent financing (Pan Zhejiang University investment and financing docking), intelligent learning (Zhejiang University Innovation and entrepreneurship training camp), qiushiqiao (Zhejiang University Scientific and technological achievements) Docking) "and other five service platforms, through the national science and technology business incubator, national record (Professional) maker space and other carriers, to attract teachers and students of Zhejiang University to establish incubation enterprises and transform scientific and technological achievements in the science and technology park.
2. Actively promote the entrepreneurship of college students, promote the entrepreneurship education and practice, support the independent entrepreneurship, and promote the transformation of university students' achievements in the science and technology park through the construction of "Hangzhou University Entrepreneurship College", "Hangzhou university entrepreneurship Park (West Lake Zhejiang University Science and Technology Park)", "e-works entrepreneurship laboratory", "Hangzhou International Talent entrepreneurship and Innovation Park (Zijin Park)".
3. Actively introduce private capital, build "Zhejiang Zijin venture capital alliance", "Zixing angel investment fund" and other investment and financing service platforms, and establish "financial service supermarket" with financial institutions to accelerate the transformation of achievements through capital services.
4. Strengthen school local cooperation with Ningbo, Zhejiang, Nanchang, Jiangxi and other places, accelerate the transformation of scientific and technological achievements in local areas, and promote the radiation of high-tech industries to local areas.
2、 The construction of technology transfer institution with business management and market operation (Beijing University of Technology)
Explore a new technology transfer organization with the main characteristics of "business management + market operation", and set up technology transfer center and technology transfer Co., Ltd.
The technology transfer center is a secondary Department (non affiliated organization) officially established by the school, which manages technology transfer, licensing, pricing and equity. The technology transfer company is an operational entity, as a platform for personnel recruitment, assessment and incentive, and carries out the transfer and transformation of scientific and technological achievements with a market-oriented mechanism. The school will no longer bear the salaries, rents and other expenses of the staff, including the department level cadres. Instead, it will take 10% of the transformation income as the operating expenses of the institution, and establish a characteristic mechanism that directly links the income with the performance, so as to give full play to the market advantages, effectively mobilize the enthusiasm of the team, and strengthen the cause