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NOTICE OF MINISTRY OF COMMERCE ABOUT FURTHER IMPROVING THE WORK OF ATTRACTING FOREIGN CAPITAL IN LOGISTICS AREA

Ministry of Commerce

Notice of Ministry of Commerce about Further Improving the Work of Attracting Foreign Capital in Logistics Area

Shang Zi Han [2006] No.38

The competent department of commerce of all provinces, autonomous regions, municipalities directly under the Central Government, and
cities specifically designated in the state plan, and Xinjiang Production and Construction Corps.

Since 2000, according to the spirit of Circular on Relevant Issues concerning the Development of Establishment of Pilot Logistics
Foreign-funded Enterprises by the Ministry, a batch of foreign funded logistic enterprises have been established upon the approval
in all pilot areas. The expansion of pilot work has played an active action on the health development of international trade of our
country and the modern logistics industry. For further development on extending opening up to the outside world in logistic area
and promoting foreign investment on logistic enterprises on the basis of pilot, we hereby noticed as follows:

1.

The expression “foreign investment on logistic enterprises” refers to the foreign funded enterprises whose main business activities
shall be the logistic and relevant services provided for other enterprises, including foreign funded enterprise on the road transportation,
foreign funded enterprise on waterway transportation, foreign funded enterprise on air transportation, foreign funded enterprise
on freight agency, foreign funded enterprise on commerce, foreign funded enterprise on logistic of the third party and other foreign
funded enterprises engaged in other logistic or relative business of logistics.

2.

The foreign investor may apply to establish the foreign funded logistic enterprise to engage in one or more business of logistics
according to the Provisions on the Administration of Foreign Investment in the Road Transport Sector, Provisions on Administration
of Foreign Investment in International Maritime Transportation, Provisions on Foreign Investment in Civil Aviation, Interim Measures
for Approval and Administration concerning the Foreign Investment on Railway Freight Transportation, Administration Measures on Foreign-funded
International Freight Agency Enterprises, Measures for the Administration on Foreign Investment in Commercial Fields and other laws
and regulations on foreign investment. Thereinto when applying for more businesses of logistics, the highest condition shall be satisfied
among the qualification conditions required by every business of logistics when applied separately.

3.

With regard to the good result on the pilot work of establishing foreign funded logistic enterprises, the foreign investor shall be
permitted to establish the foreign funded logistic enterprise with the form of joint venture, cooperative and solely-funded throughout
the country. The foreign funded logistic enterprise may be engaged in part of or all businesses prescribed in Article 5 of the Circular
upon the approval, and its minimum limitation amount of registered capital shall no longer be limited, but the foreign funded logistic
enterprise shall, according to the operation business, accordingly accord with the requirement of minimum limitation of registered
capital and other requirements prescribed by the Measures for the Administration on Foreign Investment in Commercial Fields, the
Administration Measures on Foreign-funded International Freight Agency Enterprises, the Provisions on the Administration of Foreign
Investment in the Road Transport Sector and other relevant laws and regulations on foreign investment. Except the enterprise that
shall be approved by Ministry of Commerce prescribed by the above mentioned department rules or other laws and regulations on foreign
investment, other foreign funded logistic enterprise shall be approved by the competent department of commerce at provincial level.

4.

The competent department of commerce at all levels shall do good work on attracting foreign investment in logistic areas in accordance
with all provisions above mentioned and relevant laws and rules on foreign investment. The application materials shall be reported
to the Ministry of Commerce in the prescribed time limit when the limit of authority for approval by locality has been exceeded.

5.

The competent department of commerce of all places that has the limits of authority for approval shall not abuse their administrative
power; with regard to the application for establishing the branch at the locality by the logistic enterprises coming from other areas,
if it accords with the legal condition, the decision of administrative permission shall be made in time.

6.

In case any relevant provision in the Circular on Relevant Issues concerning the Development of Establishment of Pilot Logistics Foreign-funded
Enterprises (NO.615 [2002] of the Letter of the MOFTEC) by Ministry of Foreign Trade and Economic Cooperation is inconsistent with
the present Notice, the present Notice shall prevail.

7.

The present Notice shall be implemented as of March 31, 2006.

Ministry of Commerce

April 20, 2006



 
Ministry of Commerce
2006-04-20

 







THE PASSPORT LAW OF THE PEOPLE’S REPUBLIC OF CHINA

Order of the President of the People’s Republic of China

No. 50

The Passport Law of the People’s Republic of China, which was adopted at the 21st Session of the Standing Committee of the 10th National
People’s Congress of the People’s Republic of China on April 29, 2006, is hereby promulgated and shall come into force as of January
1, 2007.
Hu Jintao, President of the People’s Republic of China

April 29, 2006

The Passport Law of the People’s Republic of China

(Adopted at the 21st Session of the Standing Committee of the 10th National People’s Congress of the People’s Republic of China on
April 29, 2006)

Article 1

The present law is formulated in order to regulate the application, issuance and management of passports of the People’s Republic
of China, guarantee the rights and interests of the citizens of the People’s Republic of China exiting and entering the People’s
Republic of China and promote the intercourse with foreign countries.

Article 2

Passports of the People’s Republic of China are the certificates, upon which the citizens of the People’s Republic of China exit
and enter China and prove their nationalities and identities when they are staying abroad.

No organization or individual may forge, alter, transfer, deliberately damage or destroy, or illegally hold or detain any passport.

Article 3

Passports are classified into ordinary passports, diplomatic passports and service passports.

The passport shall be recommended by the Ministry of Foreign Affairs to foreign governments through the diplomatic channel.

Article 4

Ordinary passports shall be issued by the exit/entry administrative departments of the Ministry of Public Security or the exit/entry
administrative departments of the public security organs of the local people’s governments at or above the county level as authorized
by the Ministry of Public Security, and the embassies or consulates stationed abroad of the People’s Republic of China or other institutions
stationed abroad upon the authorization of the Ministry of Foreign Affairs.

Diplomatic passports shall be issued by the Ministry of Foreign Affairs.

Service passports shall be issued by the Ministry of Foreign Affairs, the embassies or consulates stationed abroad of the People’s
Republic of China or other institutions stationed abroad upon the authorization of the Ministry of Foreign Affairs, and the foreign
affair departments of the people’s governments of the provinces, autonomous regions, municipalities directly under the Central Government
and districted cities upon the authorization of the Ministry of Foreign Affairs.

Article 5

Where a citizen goes abroad for residence, visiting relatives, study, employment, travel, business activities or other non-official
service reasons, he shall file an application with the exit/entry administrative department of the public security organ of the local
people’s government at the county level or above where his own permanent residence is located.

Article 6

When applying for an ordinary passport, a citizen shall submit his own resident identity certificate, residence register, recent
full-face photos without hat and materials related to the reasons for the application. Where a state functionary applies for an ordinary
passport for any reason as prescribed in Article 5 of the present law, he shall additionally submit the relevant certification documents
according to the relevant provisions of the state.

The exit/entry administrative department of the public security organ shall issue an ordinary passport within 15 days after receiving
the application materials. If it disapproves the issuance of a passport since that the application materials do not meet the relevant
provisions, it shall give the applicant a written explanation and inform him of his right to apply for an administrative review or
to lodge an administrative lawsuit.

In a remote region or area without convenient traffics, or under special circumstances, if it is unable to issue a passport within
the time limit, the time limit may be extended to 30 days upon the approval of the principal of the passport issuance department.

Where a citizen requests for going through the relevant formalities urgently for obtaining a passport at an earlier date due to any
reasonable emergency, the exit/entry administrative department of the public security organ shall fulfill the relevant formalities
timely.

Article 7

The items registered on an ordinary passport shall include the name, gender, birth date and birth place of the passport holder, as
well as the issuance date, valid period, issuance place and issuance organ of the passport.

The valid period of an ordinary passport shall be five years for a holder under the age of 16, and be ten years for a holder at or
above the age of 16.

The detailed measures for the issuance of ordinary passports shall be formulated by the Ministry of Public Security.

Article 8

Diplomatic officials, consular officials and their accompanying spouses and minor children, and diplomatic messengers shall hold
and use diplomatic passports.

The personnel dispatched by the Chinese Government to the embassies or consulates stationed abroad of the People’s Republic of China,
or to the United Nations, the special agencies of the United Nations and other international inter-governmental organizations, as
well as their accompanying spouses and minor children shall hold and use service passports.

Where any citizen other than those as prescribed in the preceding 2 paragraphs goes abroad to execute any official business, his working
entity shall file an application with the department of foreign affairs according to the provisions of the second and the third paragraphs
of Article 4 of the present law. And the department of foreign affairs shall, in light of actual demands, issue a diplomatic passport
or service passport.

Article 9

The items registered on a diplomatic passport or service passport shall include the name, gender, birth date and birth place of the
passport holder, as well as the issuance date, valid period and issuance organ of the passport.

The issuance scope, issuance measures and valid period of diplomatic passports and service passports, and the detailed categories
of service passports shall be formulated by the Ministry of Foreign Affairs.

Article 10

Where any passport holder modifies any of the items registered on the passport, he shall, upon the strength of relevant certification
materials, file an application with the issuance organ for modifying the passport or adding a note to the passport.

Article 11

Under any of the following circumstances, the passport holder may apply for changing the passport for a new one or reissuing a passport
according to relevant provisions:

(1)

The valid period of the passport will expire soon;

(2)

The visa pages of the passport will be used up;

(3)

The passport is damaged or destroyed and it cannot be used any more;

(4)

The passport is lost or stolen; or

(5)

Other circumstances under which it is justifiable to change or reissue a passport.

When applying for changing an ordinary passport for a new one or reissuing a ordinary passport, the passport holder, if within China,
shall file an application with the exit/entry administrative department of the public security organ of the local people’s government
at the county level or above where his permanent residence is located; if outside China, he himself shall file an the application
with the embassy or consulate stationed abroad of the People’s Republic of China, or with any other institution stationed abroad
upon the authorization of the Ministry of Foreign Affairs. Where a Chinese citizen, who resides abroad, after returning to China,
applies for changing an ordinary passport for a new one or reissuing a new one, he himself shall file an application with the exit/entry
administrative department of the public security organ of the local people’s government at the county level or above where his temporary
abode is located.

The change or reissue of a diplomatic passport or service transport shall accord with the relevant provisions of the Ministry of Foreign
Affairs.

Article 12

A passport shall be readable either by human eyesight or by machine.

The anti-counterfeiting performance of a passport shall be made by referring to the international technical standards.

The passport issuance departments and their functionaries shall keep the personal information of the citizens confidential that they
have accessed to when making or issuing passports.

Article 13

Under any of the following circumstances, the passport issuance departments shall not issue any passport to the applicant:

(1)

He does not have the nationality of the People’s Republic of China;

(2)

He is unable to prove his identity;

(3)

He cheats during the process of application;

(4)

He has been sentenced to any criminal punishment and is serving the sentence at present;

(5)

He is not permitted to leave China because the people’s court has notified him of any pending civil case;

(6)

He is a defendant or criminal suspect of a criminal case; or

(7)

The competent organ of the State Council believes that his leaving China will do harm to the state security or result in serious
loss to the benefits of the state.

Article 14

In case an applicant is under any of the following circumstances, the passport issuance departments shall not issue to him any passport
within 6 months to 3 years as of the day when he completes the criminal punishment or he is repatriated to China:

(1)

He is sentenced to any criminal punishment due to his hindering the administration of national border (frontier); or

(2)

He is repatriated to China due to his illegal leaving from China, illegal dwelling or illegal employment overseas.

Article 15

The people’s courts, people’s procuratorate, organs of public security, organs of state security, organs of administrative supervision
may, in light of the needs for handling cases, detain the passports of the parties concerned in the cases.

Where a party concerned in a case refuses to hand in his passport, the state organs as prescribed in the preceding paragraph may propose
the passport issuance department to announce the invalidation of the passport of the party concerned.

Article 16

Where a passport holder loses his nationality of the People’s Republic of China, or the passport of the holder is lost or stolen,
the passport shall be announced to be invalidated by the passport issuance department.

The passport, which is fabricated, altered, obtained by cheating, or announced invalid by the issuance organ, shall be invalid

Article 17

Where any person obtains a passport by cheating, the passport shall be taken over by the passport issuance department or be announced
invalid. The organ of public security shall give him a fine not less than 2, 000 Yuan but not more than 5, 000 Yuan. If any crime
is constituted, he shall be subject to criminal liabilities.

Article 18

Where any person offers to others any fabricated or altered passport, or sells any passport, he shall be subject to criminal liabilities.
If the circumstance is not serious enough to make him subject to criminal liabilities, the public security organs shall confiscate
his illegal gains, detain him for not less than 10 days but not more than 15 days, and impose a fine upon him not less than 2, 000
Yuan but not more than 5, 000 Yuan. The illegal passports as well as the printing and production equipments shall also be taken over
by the public security organs.

Article 19

Where a person exits/ enters the national border (frontier) by holding a fabricated or altered passport or by holding the passport
of another person, he shall be punished by the public security organs according to the laws and provisions on exit/entry administration,
and the illegal passport shall be taken over by the public security organs.

Article 20

Where any functionary of a passport issuance department commits any of the following acts during the process of handling a passport,
he shall be imposed upon an administrative sanction. If any crime is constituted, he shall be subject to criminal liabilities:

(1)

Failing to accept an application that he should have accepted;

(2)

Without any justifiable reason, not issuing a passport within the statutory time limit;

(3)

Charging any fee beyond the criterions as prescribed by the state;

(4)

Extorting or accepting bribes from any applicant;

(5)

Impairing the legitimate rights and interests of any citizen due to leaking the personal information of the citizen that he has accessed
to when making or issuing a passport; or

(6)

Other acts such as abusing his power, neglecting his duties, seeking private benefits and so on.

Article 21

Ordinary passports shall conform to the format as prescribed by the Ministry of Public Security and be made under the supervision
of the Ministry of Public Security. Diplomatic passports and service passports shall conform to the formats as prescribed by the
Ministry of Foreign Affairs and shall be made under the supervision of the Ministry of Public Security.

Article 22

The passport issuance departments may collect the costs of passports and the note fees for passports. The costs of passports and
the note fees charged shall be turned over to the state treasury.

The criterions on the costs of passports and the note fees shall be prescribed and announced by the pricing administrative department
of the State Council jointly with the finance department of the State Council.

Article 23

As for a citizen whose passport is lost, stolen, destroyed or damaged while he stays abroad for a short period, he shall file an
application for a travel certificate with the embassy or consulate stationed abroad by of the People’s Republic of China or with
any other institution stationed abroad upon the authorization of the Ministry of Foreign Affairs.

Article 24

A citizen, who engages in border trade, border traveling service or participates in border travel, may file an application for a
exit/entry pass with the exit/entry administrative department of the public security organ of the local people’s government at or
above the county level upon the authorization of the Ministry of Public Security.

Article 25

A citizen, who exits and enters the national border and works in a foreign ship as a seaman, shall file an application for a seaman
certificate of the People’s Republic of China with the maritime administrative department upon the authorization of the Ministry
of Communications.

Article 26

The present law shall come into force as of January 1, 2007. The passports issued prior to the implementation of the present law
shall remain valid during their respective valid periods.



 
The Standing Committee of the National People’s Congress
2006-04-29

 







TRANSACTION STANDARDS OF SHENZHEN STOCK EXCHANGE






Circular of Shenzhen Stock Exchange concerning Promulgating the Transaction Standards of Shenzhen Stock Exchange

All the member entities:

The Transaction Standards of Shenzhen Stock Exchange upon approval of China Securities Regulatory Commission (CSRC) are herby promulgated,
and the related matters concerning the implementation thereof are notified as follows:

I.

The Transaction Standards of Shenzhen Stock Exchange shall go into effect as of July 1, 2006, and the Transaction Standards of Shenzhen
and Shanghai Stock Exchanges promulgated on August 31, 2001 shall be abolished at the same time.

II.

This Exchange will, temporarily, not accept the declaration by the conclusion of transactions at the best five prices and in real
time and the cancellation of remaining orders, the declaration by the conclusion of transactions in real time and the cancellation
of orders, and the declaration by the conclusion of transactions in full amount or the cancellation of orders mentioned in Article
3 .4.4 of the Transaction Standards of Shenzhen Stock Exchange at present, and this Exchange shall give further notice about the
time for accepting the aforesaid three market orders.

Shenzhen Stock Exchange

May 15, 2006

Transaction Standards of Shenzhen Stock Exchange
Chapter I General Provisions

1.1

In order to regulate the transactions in the securities market, maintain the order of the securities market, and protect the lawful
rights and interests of investors, these Rules are instituted in accordance with the Securities Law of the People￿￿s Republic of
China and other laws, administrative regulations, ministerial rules and the Articles of Association of Shenzhen Stock Exchange.

1.2

The transactions concerning the listed securities and their derivatives (hereinafter referred to as securities) of Shenzhen Stock
Exchange (hereinafter referred to as this Exchange) shall comply with these Rules.

Any matter that has not been prescribed in these Rules shall comply with other related provisions of this Exchange.

1.3

The securities transactions shall follow the principles of openness, fairness and equity.

1.4

The transactions of investors shall comply with the laws, administrative regulations, ministerial rules and the related business
operational rules of this Exchange, and the principles of free will, compensation and good faith.

1.5

The securities transactions shall employ the paperless centralized transactions and other methods upon approval of the China Securities
Regulatory Commission(referred to as the CSRC herein after).

Chapter II Trading Market

Section 1 Trading Places

2.1.1

This Exchange will provide trading places and facilities for the securities transactions. The trading places and facilities consist
of the exchange server, trading hall, trading seats, offering system and related communications systems, etc.

2.1.2

Approved by this Exchange, any member may declare by the traders assigned to the trading hall by it.

Without the special approval of this Exchange, those allowed to enter into the trading hall shall be limited to the persons as follows:

(1)

The registered traders; and

(2)

The personnel for supervision of the hall.

2.1.3

This Exchange will manage the trading competence of the members, and the concrete measures therefor shall be respectively prescribed
and go into effect after being reported to and approved by the CSRC.

Section 2 Trading Varieties

2.2.1

The securities as follows may be listed in this Exchange:

(1)

Stocks;

(2)

Funds;

(3)

Bonds;

(4)

Treasury bonds repurchase (T-bond repurchase) ;

(5)

Warrants; and

(6)

Other trading varieties upon approval of the CSRC.

Section 3 Trading Hours

3.1

The trading days of this Exchange are every week except Saturday and Sunday.

On State statutory holidays and the rest days announced by this Exchange, this Exchange will rest.

3.2

The securities are traded by means of competitive bidding, 9￿￿ to 9￿￿5 every trading day shall be the time for the aggregate auction
of opening quotation; 9￿￿0 to 11￿￿0 and 13￿￿0 to 14￿￿7 shall be the time for continuous auction; and 14￿￿7 to 15￿￿0 shall be
the time for the aggregate auction of closing quotation.

As approved by the CSRC, this Exchange may modulate the trading hours.

3.3

If the trading is suspended because of some reasons within the trading hours, the trading hours will not be put off.

Chapter III Purchase and Sales of Securities

Section 1 General Provisions

3.1.1

After accepting the entrustment of purchase and sales from an investor, any member shall make declaration to this Exchange in accordance
with the entrustment, and be responsible for the related liabilities of trading and delivery.

If any member accepts the entrustment of purchase and sales from an investor and the transaction is completed, the investor shall
deliver the member with the securities it/he entrusts the member to sell out or the money by which it/he entrusts the member to buy
securities, and the member shall deliver the investor with the money gotten from the sales of securities or the securities as purchased.

3.1.2

A member shall send out declaration orders about purchase or sales to the exchange server of this Exchange by means of the offering
system, and complete the transaction in accordance with these Rules, and the trading records shall be sent to the member by this
Exchange.

3.1.3

The entrustment and declaration records shall be properly kept by a member in accordance with the related provisions.

3.1.4

Any investor shall not sell the securities purchased before the delivery thereof, except that a turnaround transaction is effected.

The “securities turnaround transaction” refers to that the securities purchased by an investor will be totally or partly sold out
before the delivery after the confirmation of the transaction.

3.1.5

Same-day turnaround transactions will be carried out for the bonds and T-bond repurchase, and the next-trading-day turnaround transactions
will be carried out for B-shares.

3.1.6

This Exchange may carry out the system of primary dealers in accordance with the demands of the market, and the concrete measures
therefor shall be respectively prescribed by this Exchange and shall go into effect after being reported to and approved by the CSRC.

Section 2 Entrustment

3.2.1

When an investor buys or sells the securities, a securities account and a capital account shall be opened, and an entrustment agreement
on securities transactions shall be signed with a member. After the agreement goes into effect, the investor will become the client
of brokerage business of this member.

The opening of securities accounts by investors shall be conducted in accordance with the provisions of the registration and clearing
institutions designated by this Exchange.

3.2.2

A client may entrust a member to buy or sell the securities by means of the self-help entrustment methods such as letters, phone
calls, self-help terminals, and internet.

The entrustment by phone calls, self-help terminals, Internet and other self-help methods shall be conducted in accordance with the
related provisions.

3.2.3

For a client taking part in the purchase or sales of securities by any self-help entrustment method, the member shall sign a self-help
entrustment agreement with the client.

3.2.4

Except otherwise herein provided for by this Exchange, an entrustment instruction of any client shall consist of:

(1)

The number of the securities account;

(2)

The code of the securities;

(3)

The direction of the deal;

(4)

The entrusted quantity;

(5)

The entrusted price; and

(6)

Other contents required by this Exchange and the member.

3.2.5

A client may entrust a member to buy or sell the securities by means of limit order or market order.

The “limit order” means that a member is entrusted by the client to buy or sell the securities at the prescribed price, and the member
shall give declaration for purchasing the securities at the prescribed price or at a lower price and give declaration for selling
the securities at the prescribed price or at a higher price.

The “market order” means that a member is entrusted by the client to buy or sell the securities at the market price.

3.2.6

The uncompleted transaction as entrusted may be cancelled by a client.

3.2.7

As to the entrustment cancelled or invalidated, after making confirmation, the related capital or securities shall be returned timely
to the client by a member.

3.2.8

A member who provides the securities financing services through the securities sales for its clients shall be in accordance with
the related provisions.

Section 3 Declaration

3.3.1

This Exchange will accept the declarations of competitive bidding by the members at 9￿￿5 to 11￿￿0 and 13￿￿0 to 15￿￿0every trading
day.

At 9￿￿0 to 9￿￿5 and 14￿￿7 to 15￿￿0 every trading day, the exchange server of this Exchange will not accept the declarations for
the cancellation of competitive bidding, and the uncompleted transactions can be declared for cancellation at any other time for
accepting declarations. And a declaration for cancellation will not become valid without confirmation of the exchange server in this
Exchange.

At 9￿￿5 to 9￿￿0 every trading day, the exchange server only accepts the declarations, but will not deal with the sales declarations
or declarations for cancellation.

This Exchange can make modulation on the time for accepting the declarations of the members.

3.3.2

A member shall make declarations to this Exchange in time in accordance with the chronological order by which it accepts the entrustments
of its clients.

3.3.3

This Exchange will accept the declaration of the limit orders and market orders of the members.

3.3.4

In accordance with the demands of the market, this Exchange may accept the market orders of the types as follows:

(1)

The declaration through the best price of the counterpart;

(2)

The declaration through the best price of this side;

(3)

The declaration through the conclusion of transactions at the best five prices and in real time and the cancellation of remaining
orders;

(4)

The declaration through the conclusion of transactions in real time and the cancellation of remaining orders;

(5)

The declaration through the conclusion of transactions in full amount or the cancellation of orders; and

(6)

Other types formulated by this Exchange.

As to a declaration through the best price of the counterpart, the best price of the counterpart listed in the book of centralized
orders when the declaration enters into the exchange server shall be the price for declaration.

A declaration through the best price of this side means that the best price of this side listed in the book of centralized orders
as the declaration entering into the exchange server shall be the price for declaration.

As to a declaration through the conclusion of transactions at the best five prices and in real time and the cancellation of remaining
orders, the price of the counterpart shall be the transaction price, the transactions shall be completed in turn in accordance with
the declaration queue of the best five prices of the counterpart in the book of centralized orders as the declaration entering into
the exchange server, as well as the part of uncompleted transactions shall be automatically cancelled.

As to a declaration through the conclusion of transactions in real time and the cancellation of orders, the price of the counterpart
shall be the transaction price, the transactions shall be completed in turn in accordance with the queue of all the declarations
of the counterpart in the book of centralized orders as the declaration entering into the exchange server, as well as the part of
uncompleted transactions shall be automatically cancelled.

As to a declaration through the conclusion of transactions in full amount or the cancellation of orders, the price of the counterpart
shall be the transaction price, if the transactions can be completed in turn in accordance with the queue of all the declarations
of the counterpart in the book of centralized orders as the declaration entering into the exchange server, the transactions shall
be completed in turn, or all the declarations shall be automatically cancelled.

3.3.5

The market orders shall only apply to the transactions of the securities with the price limit during the course of continuous auction.
During other trading hours, the exchange server will not accept the market orders.

3.3.6

When a declaration by the best price of this side entering into the exchange server, if there is no declaration of this side in the
book of centralized orders, the aforesaid declaration shall be automatically cancelled.

Where any other declaration by the market order entering into the exchange server, if there is no declaration of the counterpart in
the book of centralized orders, the aforesaid declaration shall be automatically cancelled.

3.3.7

A limit order shall consist of the number of the securities account, the code of the securities, the code of the seat, the direction
of the deal, as well as the quantity and price, etc.

A market order shall consist of the type of the declaration, the number of the securities account, the code of the securities, the
code of the seat, the direction of the deal as well as the quantity, etc.

A declaration order shall be transferred in the form prescribed by this Exchange.

3.3.8

As to the purchase of stocks or funds by means of competitive bidding, the declared quantity shall be 100 shares (units) or the integral
number of times of 100 shares (units).

If selling the stocks or funds, the sales of the part less than 100 shares (units) shall be declared once and for all.

3.3.9

The purchase of bonds by means of competitive bidding shall be declared by 10 sheets or the integral number of times of 10 sheets.
And the purchase or sales of pledge-type repurchase of bonds shall be made declaration by 10 sheets or the integral number of times
of 10 sheets.

If selling the bonds, the sales of the part less than 10 sheets shall be made declaration once and for all.

The 100 Yuan of par value of bonds shall be one sheet, and the 100 Yuan of standard coupons of pledge-type repurchase of bonds shall
be one sheet.

3.3.10

The largest amount in a single declaration of competitive stock (fund) transactions shall less than one million shares (units), and
the largest amount in a single declaration of competitive transactions of bonds or pledge-type repurchase of bonds shall less than
100,000 sheets.

3.3.11

Different units of account shall be employed for the trading of different securities: the “price per share” for the stocks, the “price
per unit of funds” for the funds, the “price per 100 Yuan of par value of bonds” for the bonds, and the “due annual proceeds per
100 Yuan of capital” for the pledge-type repurchase of bonds.

3.3.12

The minimum price variance unit for the transaction of A-shares, bonds or pledge-type repurchase of bonds shall be 0.01 Yuan, and
0.001 Yuan for the transactions of funds, 0.01 HK Dollars for the transactions of B-shares.

3.3.13

In accordance with the demands of the market, this Exchange may modulate the minimum price variance unit of the declared quantity
and price of a single declaration of securities transaction.

3.3.14

This Exchange carries out the price limit to the transactions of stocks and funds, and the fluctuating proportion shall be 10%, and
the fluctuating proportion of ST or *ST shares shall be 5%.

The formula used for the fluctuating price shall be as follows: Fluctuating Price = Previous Closing Price ￿￿(1￿￿luctuating Proportion).

The calculation result shall be the minimum price variance unit in accordance with the principle of rounding (to the nearest whole
number).

If it meets any of the following circumstances, the price limit shall not be carried out on the first listing day of stocks:

(1)

The initial public offering;

(2)

The listed issuance of additional shares;

(3)

The resumption of trading after the suspending of trading; or

(4)

Other circumstances recognized by this Exchange or the CSRC.

As approved by the CSRC, this Exchange may modulate the fluctuating proportion of the securities.

3.3.15

When buying or selling the securities under the price limit, the declaration under the price limit shall be valid, otherwise, it
shall be declared to be invalid.

When buying or selling the shares of middle and small enterprise board (SME Board) under the price limit, the valid declarations beyond
the scope of valid auction during the period of continuous auction can not take part in the auction in real time and shall be temporarily
deposited in the exchange server; and when the transaction price is fluctuated into the scope of valid auction, the exchange server
will automatically take out the declarations for auction.

3.3.16

When buying or selling the securities without the price limit, the declarations beyond the scope of valid auction can not take part
in the auction in real time and shall be temporarily deposited in the exchange server; and when the transaction price is fluctuated
into the scope of valid auction, the exchange server will automatically take out the declarations for auction.

3.3.17

A declaration shall be valid on the current day. If each competitive transaction declared can not be completed once and for all,
the uncompleted part may continuously take part in the auction on the current day, other than the market orders prescribed in Item
(3), (4) and (5) of Article 3 .3.4.

Section 4 Auctions

3.4.1

The ways of aggregate auction and continuous auction shall be employed for the competitive securities transactions.

The “aggregate auction” refers to such a competitive method that the sales declarations accepted during a certain period shall be
collectively matched once and for all.

The “continuous auction” refers to such a competitive method that the sales declarations shall be continuously matched item by item.

3.4.2

The sales declarations that are not completed during the period for the aggregate auction of opening quotation shall automatically
enter into the continuous auction.

The sales declarations that are not completed during the period of continuous auction shall automatically enter into the aggregate
auction of closing quotation.

3.4.3

The scope of valid auction of the securities under the price limit during the period of aggregate auction shall be in line with the
scope of price limit.

The scope of valid auction of the stocks in the SME Board during the period of continuous auction shall be up and down 3% of the latest
transaction price. If the stocks are not transacted during the period for the aggregate auction of opening quotation, the scope of
valid auction shall be modulated to up and down 3% of the previous closing price when the continuous auction begins. The scope of
valid auction of other securities under the price limit during the period of continuous auction shall be in line with the scope of
price limit.

The calculation result for the scope of valid auction shall be the minimum price variance unit in accordance with the principle of
rounding (to the nearest whole number).

3.4.4

The scope of valid auction for the transactions of the securities without the price limit shall be made determination in accordance
with the methods as follows:

(1)

The scope of valid auction for the aggregate auction of opening quotation on the first listing day of stocks shall be less than 900%
of the offering price, and the scope of valid auction for the continuous auction and the aggregate auction of closing quotation shall
be up and down 10% of the latest transaction price;

(2)

The scope of valid auction for the aggregate auction of opening quotation on the first listing day of bonds shall be 30% or so of
the offering price, and the scope of valid auction for the continuous auction and the aggregate auction of closing quotation shall
be 10% or so of the last transaction price; and the scope of valid auction for the aggregate auction of opening quotation on the
non-first listing day of bonds shall be 10% or so of the previous closing price, and the scope of valid auction for the continuous
auction and the aggregate auction of closing quotation shall be 10% or so of the last transaction price; and

(3)

The scope of valid auction for the aggregate auction of opening quotation on the non-first listing day of the pledge-type repurchase
of bonds shall be 100% or so of the previous closing price, and the scope of valid auction for the continuous auction and the aggregate
auction of closing quotation shall be 100% or so of the latest transaction price.

3.4.5

If the securities without the price limit are not transacted during the period of aggregate auction of opening quotation, the scope
of valid auction thereof may be modulated in accordance with the methods as follows when the continuous auction starts:

(1)

If the highest buying price declared under the scope of valid auction is higher than the offering price or the previous closing price,
the scope of valid auction shall be modulated by taking the highest buying price declared as the benchmark; and

(2)

If the lowest selling price declared under the scope of valid auction is lower than the offering price or the previous closing price,
the scope of valid auction shall be modulated by taking the lowest selling price declared as the benchmark.

3.4.6

This Exchange may modulate the scope of valid auction of the securities in accordance with the demands of the market.

Section 5 Conclusion of Transactions

3.5.1

The securities competitive bidding shall be matched by complying with the principle of price and time priority.

The principle of price priority at the time of transaction conclusion shall be: the declaration for the purchase at a higher price
shall take precedence over the declaration for the purchase at a lower price, and the declaration for the sales at a lower price
shall take precedence over the declaration for the sales at a higher price.

The principle of time priority at the time of transaction conclusion shall be: the former declarer shall have priority to the later
declarer if the direction of the deal and the price are the same. The sequence of declarations shall follow the time when the exchange
server accepts the declarations.

3.5.2

As to aggregate auction, the principle for determination of the transaction price shall be as follows:

(1)

The price at which the maximum trading volume can be realized;

(2)

The declarations for the purchase at the price higher than the aforesaid price and the declarations for the sales at the price lower
than the aforesaid price shall all be transacted; and

(3)

All the transactions of either the buyer or the seller with the price in line with the aforesaid one shall be completed.

In case there are two or more aforesaid prices meeting the conditions mentioned above, the transaction price shall be the price closest
to the previous closing price.

All the transactions under aggregate auction shall be completed at the same price.

3.5.3

As to continuous auction, the principle for determination of the transaction price shall be as follows:

(1)

If the highest price upon declaration for the purchase is the same as the lowest price upon declaration for the sales, the aforesaid
price shall be the transaction price;

(2)

If the price upon declaration for the purchase is higher than the lowest price upon declaration for the sales in the book of centralized
auctions, the lowest price upon declaration for the sales in the book of centralized auctions shall be the transaction price; and

(3)

If the price upon declaration for the sales is lower than the highest price upon declaration for the purchase in the book of centralized
auctions, the highest price upon declaration for the purchase in the book of centralized auctions shall be the transaction price.

3.5.4

After the sales declarations are matched by the exchange server, the transactions are completed. A transaction goes into effect when
the transaction is completed in accordance with the provisions in these Rules, and both parties to the transaction shall accept the
trading result and undertake the obligation of liquidation and delivery.

In case a transaction is seriously influenced by the force majeure, accident or illegal invasion into the trading system, this Exchange
may employ proper measures or make sure the transaction as invalid.

As confirmed by this Exchange, proper measures may be employed for the clearly unfair transactions.

For the transactions that are against these Rules and will seriously destroy the normal operation of the securities market, this Exchange
has the right to make announcement on the cancellation of the transactions. And the losses that happened therefrom shall be undertaken
by the traders in violation of the rules.

3.5.5

For the transactions completed in accordance with these Rules, the trading results shall be determined based on the trading data
recorded in the exchange server of this Exchange.

3.5.6

The liquidation and delivery between the members shall be dealt with by the registration and clearing institution designated by this
Exchange.

Section 6 Block Trades

3.6.1

The method of block trades may be employed for the securities sales implemented in this Exchange and satisfying the conditions as
follows:

(1)

The quantity of A-shares in a single transaction thereof is more than 500,000 shares, or the trading amount is more than 3 million
Yuan;

(2)

The quantity of B-shares in a single transaction thereof is more than 50,000 shares, or the trading amount is more than 300,000 HK
Dollars;

(3)

The quantity of funds in a single transaction thereof is more than 3 million shares, or the trading amount is more than 3 million
Yuan;

(4)

The quantity of bonds in a single transaction thereof is more than 10,000 sheets (100 Yuan of par value for one sheet), or the trading
amount is more than 1 million Yuan;

(5)

The quantity of bonds in a single transaction of pledge-type repurchase of bonds is more than 10,000 sheets (100 Yuan of par value
for one sheet), or the trading amount is more than 1 million Yuan;

(6)

The trading amount in the aggregate one-way purchase or sales of several A-shares is more than 5 million Yuan, and of which the trading
amount of each single A-share is more than 200,000 shares;

(7)

The trading amount in the aggregate one-way purchase or sales of several funds is more than 5 million Yuan, and of which the trading
amount of each single fund is more than 1million shares; and

(8)

The trading amount in the aggregate one-way purchase or sales of several bonds is more than 5 million Yuan, and of which the trading
amount of eah single bond is more than 15,000 sheets.

In accordance with the demands in the market, this Exchange may modulate the minimum quota of block trades.

3.6.2

This Exchange will make acceptance of the declarations for block trades at 9￿￿5 to 11￿￿0 and 13￿￿0 to 15:30 every trading day.

3.6.3

The declarations for block trades shall consist of the declarations of intent and the declarations of transaction that has been completed.

A declaration of intent for block trades shall consist of the number of the securities account, the code of the securities, the direction
of the deal, the number of seat of this side as well as other contents. Whether the price and quantity of the transaction are to
be made sure in the declaration of intent shall be determined by the declarer.

A declaration of transaction that has been completed shall consist of the number of the securities account, the code of the securities,
the direction of the deal, the price and quantity of the transaction, the seat number of the counterpart as well as other contents.

3.6.4

The transaction price of the block trade of securities under the price limit shall be made determination by both parties to the transaction
under the scope of price limit on the current day.

The transaction price of the block trade of securities without the price limit shall be made determination through the consultation
of both parties to the transaction based on 30% or so of the previous closing price or between the highest and lowest prices of completed
transactions on the current day.

3.6.5

Both parties to the transaction shall, after signing an agreement, make declarations of transaction that has been completed to the
exchange server of this Exchange, and the transaction price of the declaration of transaction that has been completed shall agree
with the transaction quantity.

3.6.6

The exchange server will implement the transaction confirmation concerning the declarations of transactions that have been completed
made by both parties to the transactions from 15￿￿0to 15￿￿0 every trading day.

A declaration of transaction that has been completed shall not be changed or cancelled once it is made sure by this Exchange, and
both parties to the transaction shall accept the transaction result.

3.6.7

A member shall make sure that the participants in block trades actually own the securities or capital related to the declaration
of intent or the declaration of transaction that has been completed.

3.6.8

A block trade shall not be calculated into the calculation of real-time market information and indices of this Exchange, as well
as the trading volume shall be calculated into the current total securities trading volume after the block trade is closed.

3.6.9

As block trades is completed every trading day, this Exchange will promulgate the names of the securities, the trading volume, the
transaction price of block trades, and the name of the business department or seat of the member where both the buyer and the seller
make their transaction.

Section 7 Transactions of T-bond Repur

CIRCULAR OF THE STATE ADMINISTRATION OF TAXATION ON CARRYING OUT THE PILOT WORK ON TRANSFERRING THE EXAMINATION AND APPROVAL POWER CONCERNING THE TAX REFUND (EXEMPTION) ON EXPORTED GOODS TO LOWER LEVELS

Circular of the State Administration of Taxation on Carrying out the Pilot Work on Transferring the Examination and Approval Power
concerning the Tax Refund (Exemption) on Exported Goods to Lower Levels

Guo Shui Han [2006] No.502

The state taxation bureaus of all provinces, autonomous regions, municipalities directly under the Central Government and cities specifically
designated in the state plan,

With a view to optimizing the export tax refund service and further strengthening the connection between tax collection and tax refund,
the State Administration of Taxation, upon study, decides to implement the pilot work on transferring the examination and approval
power concerning the tax refund (exemption) on exported goods to lower levels, and hereby notifies the relevant issues as follows:

I.

Definition of and Qualifications for the Transfer of Examination and Approval Power to Lower Levels

The “transfer of examination and approval power concerning tax refund (exemption) on exported goods to lower levels” refers to the
transfer of the examination and approval power concerning tax refund (exemption) on exported goods to the taxation organs at the
level of county (district, banner and county-level city, similarly hereinafter) from the taxation organs at or above the level of
districted city or autonomous prefecture (hereinafter referred to as the municipal taxation organ). The qualifications for the transfer
shall be that the amount of export tax refund (exemption) of the taxation organ at the county level has reached a certain scale,
the taxation organ has established a special management institution for export tax refund or arranged full-time managers for export
tax refund and the post configuration meets the requirements for supervision and restriction.

II.

Pilot Scope

1.

The pilot scope for the transfer of examination and approval power concerning production enterprises to lower levels

a.

Zhejiang Province and Jiangsu Province are the pilot provinces. Except few unqualified cities of the pilot provinces, all other cities
shall be generally incorporated into the pilot scope, and the specific scope for the transfer of examination and approval power concerning
the tax refund (exemption) on exported goods of production enterprises to lower levels shall be determined by the state taxation
bureau at the provincial level.

b.

With a view to accumulating experience and doing a good job in the following promotion work, other provinces (provinces and autonomous
regions, similarly hereinafter) may, in light of their respective actual situations, choose one or two cities for the pilot transfer
of examination and approval power on production enterprises to lower levels. And some unqualified provinces may not carry out the
pilot work for the time being.

c.

Any county, to which the examination and approval power has been transferred, shall establish a special management institution for
export tax refund or arrange two or more full-time managers for export tax refund.

Where any county within the jurisdiction of a pilot city cannot meet the said qualifications, the foresaid examination and approval
power shall still be exercised by the municipal taxation authority.

2.

The pilot scope for the transfer of examination and approval power concerning foreign trade enterprises to lower levels

(1) Zhejiang, Jiangsu, Guangdong and Shandong Provinces may choose one or two counties that can simultaneously meet the following
qualifications for the transfer of examination and approval power concerning the export tax refund to foreign trade enterprises to
lower levels.

a.

There are ten or more foreign trade enterprises within the jurisdiction;

b.

The annual export amount of its subordinate foreign trade enterprises is up to 100 million US Dollars or more; and

c.

A special export tax refund management institution has been established and has five or more full-time persons for export tax refund
management.

(2) Other provinces may not carry out the pilot transfer of examination and approval power concerning foreign trade enterprises to
lower levels for the time being.

3.

All the municipalities directly under the Central Government and the cities under separate state planning shall not carry out the
pilot transfer of examination and approval power to lower levels for the time being.

III.

Requirements for the Pilot Work

1.

After the transfer of the examination and approval power to lower levels, the management power for tax exemption, deduction and transfer
shall still be in the charge of the taxation organ of municipal level, and the planned management of tax exemption, deduction and
transfer shall also be strengthened.

2.

The pilot work shall be conducted in light of the specific situations. Where the personnel, their qualities and other aspects do
not meet the requirements, the pilot work shall not be conducted.

3.

After the transfer of the examination and approval power to lower levels, all the regions shall, in light of the actual situations
of their respective regions, further specify the duties concerning the export tax refund management at the levels of province, municipality
and county, and formulate corresponding management rules on export tax refund.

IV.

All regions shall attach great importance to the pilot work on the transfer of examination and approval power concerning the tax
refund (exemption) on exported goods to lower levels. And the leaders of local bureaus who are in charge of export tax refund shall
take command in person, strengthen the internal coordination, formulate practical and feasible pilot projects, and timely report
the problems they encounter, their opinions and suggestion to the upper levels.

V.

All regions shall, before June 10, 2006, report their pilot project to the State Administration of Taxation (the Department of Import
and Export Taxes) by formal documents, and begin to conduct the pilot work as of July 1, 2006.

State Administration of Taxation

May 29, 2006

 
State Administration of Taxation
2006-05-29

 




INTERIM PROVISIONS ON THE EXAMINATION OF SECURITIES LISTING IN SHANGHAI STOCK EXCHANGE

Notice of Shanghai Stock Exchange on Promulgating the Interim Provisions on the Examination of Securities Listing in Shanghai Stock
Exchange

For the purpose of regulating the examination of the listing of securities, suspension of listing and termination of listing, the
Interim Provisions on the Examination of Securities Listing in Shanghai Stock Exchange has been instituted by this Exchange, which
are hereby promulgated and shall go into effect as of the day of promulgation.
Shanghai Stock Exchange

June 12, 2006

Interim Provisions on the Examination of Securities Listing in Shanghai Stock Exchange
Chapter I General Provisions

Article 1

In order to regulate the examination of securities listing in Shanghai Stock Exchange (hereinafter referred to as this Exchange),
protect the legitimate rights and interests of investors and maintain the order of the securities market, the current Provisions
is formulated in accordance with the Rule of Shanghai Stock Exchange for Stock Listing (hereinafter referred to as the Rule for Stock
Listing), Rule of Shanghai Stock Exchange for the Listing of Enterprise Bonds (hereinafter referred to as the Rule for Enterprise
Bonds Listing) and other related rules.

Article 2

The examination on the following matters shall comply with the current Provisions. In the absence of the related provisions in the
current Provisions on any matter concerned, it shall be comply with the Rule for Stock Listing, the Rule for Enterprise Bond Listing
and other related provisions:

(1)

The initial public listing of stocks, enterprise bonds and corporate bonds;

(2)

The re-listing of any stocks, enterprise bonds, corporate bonds and convertible corporate bonds whose listing have been suspended;

(3)

The suspension or termination of listing of any stocks, enterprise bonds, corporate bonds and convertible corporate bonds; and

(4)

Any other listing of securities, suspension of listing, recovery of listing and termination of listing that shall be conducted by
this Exchange.

Article 3

The Listing Committee set up by this Exchange shall make examination on the matters prescribed in the preceding paragraph. This Exchange
shall make a determination on examination in accordance with the examination opinions produced by the Listing Committee.

Making examination, the listing Committee may be in the forms such as examination meeting, direct voting by communications or any
other form.

Article 4

The members of the Listing Committee shall independently discharge their functions and duties in their own names and shall be free
from any interference from any unit or individual.

Chapter II Listing Committee

Article 5

The members of the Listing Committee shall be appointed by this Exchange from those qualified experts in the specialties such as
accounting, law and related fields and qualified professionals in any other organizations, and the results shall be released publicly.

Article 6

The term of office for the members of the Listing Committee is 2 years and may be renewed upon expiration.

This Exchange may modulate the term of tenure and the number of tenures of the members of the Listing Committee as required.

Article 7

A member of the Listing Committee shall meet the requirements as follows:

(1)

Getting familiar with the related laws and administrative regulations on and state policies for securities;

(2)

Getting familiar with securities operations and the operating regulations of this Exchange;

(3)

Having a good reputation within his sector and having no record of being punished for any criminal or administrative or any disciplinary
sanction by any self-regulatory organization;

(4)

Adhering to the related principles, being honest and clean and strictly observing the law; and

(5)

Meeting any other requirement required by this Exchange.

Article 8

When discharging his functions and duties, a member of the Listing Committee shall observe the provisions as follows:

(1)

Showing due diligence and accountability and systematically reviewing the related materials in an all-round way;

(2)

Attending the examination in accordance with the related requirements, independently putting forward his opinions and perform his
right of voting in accordance with the requirements of the related laws, administrative regulations and the Rules of this Exchange;

(3)

Not accepting any present from any unit or individual pertinent to the examined items and not secretly contacting any of the aforesaid
units or individuals;

(4)

Keeping confidential all state secrets and commercial secrets of the relevant entities obtained in discharging his duties and functions
and not revealing any information concerning the meeting to the general public;

(5)

Not seeking any interest for himself or any other person by taking advantage of the non-public information obtained in discharging
his duties and functions; and

(6)

Meeting other requirement made by this Exchange.

Article 9

If meeting any of the circumstances as follows, a member of the Listing Committee shall be dismissed by this Exchange:

(1)

Failing to meet the requirements prescribed in Article 7 of the current Provisions;

(2)

In violation of the provisions in Article 8 of the current Provisions and the circumstances are serious;

(3)

Failing to attend the examination for not less than 2 times during his term of office;

(4)

Applying for leaving office himself; or

(5)

Meeting any other circumstance prescribed by this Exchange.

Article 10

An examination shall be carried out by 7 members selected by this Exchange from the Listing Committee, among whom the number of the
actual participants shall be 5 or more and there shall be at least a lawyer and an accountant as well.

Article 11

In case a member that has been selected by this Exchange to attend an examination has any direct or indirect interest relationship
with the related applicant or examined matter, thereby causing affect on impartially discharging his functions and duties, he shall
apply for withdrawal in time.

Article 12

A working group of the Listing Committee (hereinafter referred to as the working group) shall be set up within listed company department
and bond funds department of this Exchange, which shall deal with the affairs as follows:

(1)

Accepting the IPO application materials;

(2)

Making sure whether the selected members can attend the examination;

(3)

Submitting the examination materials to the related members;

(4)

Attending the examination meeting and taking the meeting minutes;

(5)

Making Decisions on Examination and sending them on the related applicants; and

(6)

Dealing with any other matter required by the Listing Committee.

Chapter III Procedures for Examination

Article 13

If an issuer applies for listing or re-listing in accordance with the provisions of items (1) and (2) in Article 2 of the current
Provisions, he shall hand in the related materials to this Exchange in accordance with the provisions such as the Rule for Stock
Listing and the Rule for Enterprise Bonds Listing.

Article 14

If any suspension or termination of listing to the securities as listed in this Exchange, the related business departments of this
Exchange shall put forward a suggestion for settlement., hand in it to the Listing Committee as well as give the issuer concerned
notice.

Article 15

If an issuer believes that any member of the Listing Committee who has been publicized by this Exchange has any direct interest relation
with the examined matter concerning IPO or re-listing and thus is not suitable for participating in an examination, he shall hand
in an application for withdrawal in written form and give an interpretation,

If an issuer believes that any member of the Listing Committee who has been publicized by this Exchange to the general public has
any direct interest relation with the examined matter concerning the suspension of listing or termination of listing and thus is
not suitable for participating in an examination, he shall hand in an application for withdrawal in written form to this Exchange
as well as give an interpretation within 3 days as of the day of receiving the notification prescribed by Article 14 of the current
Provisions.

This Exchange shall determine whether the related members shall withdraw or not upon examination.

Article 16

Before making an examination, the working group shall deliver the related materials to the members participating in the examination.

Article 17

If any member designated to attend an examination finds out that he shall withdraw or fails to attend the examination for any special
reason, he shall give notice to the working group before the examination starts, hand in an application in written form and give
an interpretation thereon. This Exchange shall make verification to adjust the members who shall attend the examination.

Article 18

If the Listing Committee holds a meeting for examination, the meeting shall be presided over by the convener designated by this Exchange
from the members participating in the examination. An examination meeting shall be held in accordance with the procedures as follows:

(1)

If the number of members to participate in the examination meeting reaches the prescribed headcount, the members shall fill out the
due statements on whether they have any contact with the related applicant beforehand or whether they should withdraw, which shall
be handed in to the working group for verification before the convener announces the commencement of the meeting and takes charge
of the presidency thereof;

(2)

The convener organizes the members to put forward their views on the examined items one by one;

(3)

The convener make a summarization on the major examination opinions of the members to formulate the examination opinions of the examination
meeting;

(4)

The members make confirmation on the examination meeting minutes and the records of examination opinions and sign their signatures
thereto;

(5)

The members take votes; and

(6)

The working group makes supervision on the voting and makes summarization on the result thereof;

(7)

The convener makes announcement about the result of voting; and

(8)

The members sign their names on the voting results of the examination meeting.

Article 19

If any member participating in an examination believes it necessary, he may request this Exchange to give notice to the related applicant
to be interrogated or may request this Exchange to employ the related professional institutions or experts to give their special
opinions thereon.

Article 20

The Listing Commission shall make examination on the to-be-examined items in a one-off manner. If any big issue is yet to be verified
or under any circumstance where any member may be seriously affected in making a correct judgment, the voting for the related to-be-examined
items may, upon the consent of more than half of the members participating in the examination, be suspended for one time.

Article 21

The voting of examined items shall be subject to open ballot. Each member participating in an examination has one vote. An examination
resolution will not become valid until it is voted and approved by not less than 2/3 members who participate in the examination.

Article 22

This Exchange shall make a determination on the examined matters as prescribed by the provisions of Article 2 of the current Provisions
within the term prescribed by the Rule for Stock Listing and the Rule for Enterprise Bonds Listing. In particular, the time for an
issuer to hand in the related supplementary documents as required by this Exchange, the time for modulating the date of meeting because
of the withdrawal of any member and the time for this Exchange to employ the related special institutions or experts to give their
special opinions shall not be charged to the term for this Exchange to make any related determination.

Article 23

Where an applicant, related agency or the representative thereof makes, when submitting the related materials or being interrogated,
any false or misleading statement or conceal any important fact, this Exchange shall, in accordance with the related provisions and
the related circumstances, make a circulation of criticisms or public denouncement.

Article 24

If a securities issuer is dissatisfied with any determination made by this Exchange, he may give an application to the Review Committee
of this Exchange for review within the prescribed time limit, yet the implementation of the determination of this Exchange shall
not be stopped during the period of review.

Chapter IV Supplementary Provisions

Article 25

The current Provisions shall put into operation after being employed by the Council of this Exchange upon deliberation. The revision
of the current Provisions shall also be subject to the aforesaid rule for effectiveness.

Article 26

The current Provisions shall go into effect as of the day of promulgation.



 
Shanghai Stock Exchange
2006-06-12

 







ANNOUNCEMENT NO.73, 2006 OF MINISTRY OF COMMERCE ON AUCTION OF STATE SUGAR RESERVE OF SEPTEMBER

Announcement No.73, 2006 of Ministry of Commerce on Auction of State Sugar Reserve of September

[2006] No.73

For purposes of guaranteeing market supply and safeguarding the smooth operation of sugar market, related departments of the State
Council decides to release 286,000 ton of national sugar reserve at two auctions in September. The first auction on Sep 12 covers
147,000 ton of state sugar reserve, including the state sugar reserve that was supposed to be released on Sep and the 10th and 11th
ship of imported sugar from Cuba. The second auction on Sep 19 covers 139,000 ton of state sugar reserve, including the state sugar
reserve that was suspended on Aug 15 and the 12th and 13th ship of imported sugar from Cuba. Please refer to website of Ministry
of Commerce ￿￿http￿￿//scyxs.mofcom.gov.cn/￿￿for details of the auction.

Ministry of Commerce

Sep 7, 2006



 
Ministry of Commerce
2006-09-07

 







CIRCULAR OF THE STATE ADMINISTRATION OF TAXATION ON RELEVANT ISSUES CONCERNING THE RECORD OF EXPORT CONTRACT

Circular of the State Administration of Taxation on Relevant Issues concerning the Record of Export Contract

Guo Shui Han [2006] No. 847

Bureaus of State Taxes in all provinces, autonomous regions, municipalities directly under the Central Government and cities specially
designated in the State plan:

With the approval from the State Council, Circular on Readjusting the Export Rebate Rate for Some Commodities and Supplementing the
Prohibitive Catalog for Processing Trade (Cai Shui [2006] No. 139) was released by the Ministry of Finance, the Ministry of Commerce,
the National Development and Reform Commission, the State Administration of Taxation, the General Administration of Customs, prescribing
that the export rebate rate for some export goods shall be adjusted as of September 15, 2006, and that after an export contract concluded
with foreign parties before September 14, 2006 (including September 14, 2006) undergoes the formalities of record at the taxation
authorities within the prescribed period, and if the goods under this export contract hereof are exported within the prescribed period,
an export enterprise may continue to go through the formalities of export rebate in accordance with the pre-adjustment export rebate
rates. And a circular is hereby given on relevant issues concerning the record of export contract as follows:

Article 1

An export contract to be recorded as mentioned in this Circular refers to a contract in written from concluded in accordance with
the provisions in Article 11 of the Contract Law of the People’s Republic of China, and these conditions as follows shall be met
at the same time:

(1)

To be concluded before September 14, 2006 (including September 14, 2006);

(2)

To have clear indications of a contract conclusion date, export enterprise, foreign businessman, name of export commodities, unit
price, quantity, amount, contract serial number, etc.;

(3)

To have the signatures or seals from both the export enterprise and the foreign businessman, and an contract in written from concluded
in the form of data cable shall be printed by the export enterprise and signed or sealed by the person in charge of the enterprise
hereof;

(4)

The content of the contract shall be authentic and effective.

Article 2

An export enterprise shall, before September 30, 2006, submit the original copy of the contract bearing the seal of the enterprise
hereof in line with the provisions in Article 1 of this Circular and its duplicated copy (a clear indication to be given to be in
line with the original copy and signed by the person in charge of the export enterprise hereof), and the Application Form for Record
of Export Contracts (See Annex 1) to the local taxation authorities in charge of export rebate (hereinafter referred to as the taxation
authorities) for record.

Article 3

The taxation authorities at all levels shall timely handle the application of an export enterprise for record of the relevant export
contract, and carefully examine and verify it in accordance with the provisions in Article 1 and Article 2 of this Circular. After
the examination and verification, the export contract which is in line with the provisions shall be allowed to undergo the formalities
of record, and the original copy of the export contract hereof shall be returned to the export enterprise at the same time; and the
export contract which fails to be in line with the provisions shall uniformly not be allowed to undergo the formalities of record,
and be returned to the export enterprise.

Once an export contract undergoes the formalities of record, it shall bear no alteration.

Article 4

After an export enterprise enters out the goods under the aforesaid export contract, a separate indication shall be given when the
formalities of export rebate are undergone.

Article 5

The taxation authorities shall, when examining and approving the export rebate for the goods under the aforesaid recorded export
contract, emphatically examine and verify the main content and the content in relation to the actual export in the recorded export
contract besides examining and verifying routinely the documents which shall be provided by an export enterprise in accordance with
the current provisions. Where the goods are exported before December 14, 2006 (including December 14, 2006, and the date of export
in the Declaration Bill for Export Goods (exclusively used for export rebate) indicated by the customs authorities shall apply),
and the actually exported goods are in line with the export enterprise, foreign businessman, name of export commodity and other items
in the recorded export contract, the taxation authorities shall handle the formalities of export rebate in accordance with the pre-adjustment
export rebate rate; where any of the export enterprise, foreign businessman, name of export commodity etc. under the recorded export
contract bears alterations, the export goods within the recorded amount of this contract shall undergo the formalities of export
rebate in accordance with adjusted export rebate rate, and the excessively rebated funds shall be recovered by the taxation authorities.

The aforesaid recorded amount refers to the export amount of the export goods applying for being subject to the pre-adjustment export
rebate rate.

Article 6

Where an export contract of an export enterprise undergoes the formalities of record at the taxation authorities, and the amount
and quantity of the actually exported goods exceed the recorded amount and quantity in the recorded contract, the exceeded part shall
undergo the formalities of export rebate in accordance with the readjusted export rebate rate.

Article 7

Except the business of processing imported materials for re-export, the export businesses applying for export rebate in other modes
of trade shall be subject to the measures for record of export contract prescribed in this Circular.

Article 8

With regard to the export on consignment, the agreement on export on consignment concluded with a consignee enterprise of a consigner
enterprise shall undergo the formalities of record at the taxation authorities besides its export contract. Where an export contract
is concluded between a consignee and a foreign businessman, the consigner shall uniformly go through the formalities of contract
record.

Article 9

Once an export enterprise is detected to seek illegal interests by altering, counterfeiting and signing inversely the date and other
means, the taxation authorities shall not handle the formalities of export rebate for it, and the rebated or excessively rebated
funds shall be recovered, and a fine shall be given in accordance with the provisions in relevant laws and regulations.

Article 10

The export of coal shall undergo the formalities of record of export contract in accordance with the provisions in Article 1 .4.3
of the document coded Cai Shui [2006] No. 139.

Article 11

The taxation authorities at all levels shall do well the work of sorting and statistics of the recorded export contracts. The Bureaus
of State Taxes in all provinces (autonomous regions, municipalities directly under the Central Government and cities specially designated
in the State plan) shall, before October 31, 2006, report to the State Administration of Taxation (Department of Import and Export
Duties and Taxes) in written form the record of contracts of this time and the Statistical Form for Record of Export Contracts (Annex
2, excluding coal export).

Annexes

1.

Application Form for Record of Export Contracts (omitted)

2.

Statistical Form for Record of Export Contracts (omitted)

State Administration of Taxation

September 14, 2006



 
State Administration of Taxation
2006-09-14

 







NOTICE OF SAT ON PRINTING AND ISSUING THE AGREEMENT TEXT BETWEEN THE GOVERNMENT OF THE PEOPLE’S REPUBLIC OF CHINA AND THE GOVERNMENT OF THE KINGDOM OF SAUDI ARABIA ON THE AVOIDANCE OF DOUBLE TAXATION AND GETTING PREPARED FOR ITS IMPLEMENTATION






State Administration of Taxation

Notice of SAT on Printing and Issuing the Agreement Text between the Government of the People’s Republic of China and the Government
of the Kingdom of Saudi Arabia on the Avoidance of Double Taxation and Getting Prepared for Its Implementation

No 138 [2006] of the State Administration of Taxation

The state taxation bureau and the local taxation bureau of all provinces, autonomous regions, municipalities directly under the
Central Government, cities directly under State planning, Yangzhou Taxation Refresher Institute, and all the departments under the
State Administration of Taxation,

The Agreement on the Avoidance of Double Taxation and the Prevention of Tax Evasion on Income and Property between the Governments
of the People’s Republic of China and the Kingdom of Saudi Arabia was formally signed by Xie Xuren, Director of the State Administration
of Taxation of China, and Ibrahim Bin Abdul-Aziz Asaf, Minister of Finance of the Kingdom of Saudi Arabia, in Beijing on January
23, 2006. The Agreement shall be effective after both contracting states have completed their respective legal procedures. The text
of the Agreement is hereby printed and distributed to you, please make good preparations prior to the implementation of the Agreement.

Annex: The Agreement between the Government of the People’s Republic of China and the Government of the Kingdom of Saudi Arabia on
the Avoidance of Double Taxation and the Prevention of Tax Evasion on Income and Property

State Administration of Taxation

February 8, 2006 AnnexThe Agreement between the Government of the People’s Republic of China and the Government of the Kingdom of Saudi Arabia on the Avoidance
of Double Taxation and the Prevention of Tax Evasion on Income and Property

The Government of the People’s Republic of China and the Government of the Kingdom of Saudi Arabia, desiring to conclude an agreement
on the avoidance of double taxation and the prevention of tax evasion on income and property , and having agreed to the following:

Article 1

Persons Covered This

Agreement shall apply to the persons who are residents of one or both of the contracting states.

Article 2

Taxes Covered

1.

The present Agreement shall apply to all the taxes imposed by either of the contracting states, its administrative regions or local
authorities on the incomes and properties, disregarding the way of tax collection.

2.

The taxes on all incomes, all properties, or a certain income or a certain property, including the taxes on the proceeds arising from
the transfer of movable property or immovable property, taxes on the total amount of wages or salaries paid by enterprises as well
as the taxes on capital appreciation shall be deemed as taxes on incomes and properties.

3.

The current tax categories to which this Agreement shall apply are:

(a)

in the case of the people￿￿s republic of China:

(1) the individual income tax; and

(2) the foreign-funded enterprises and foreign enterprise income tax.

(hereinafter referred to as “Chinese taxes”)

(b)

in the case of the Kingdom of Saudi Arabia :

(1) zakat tax; and

(2) income tax, including the natural gas investment tax.

(hereinafter referred to as “Saudi taxes”)

4.

This Agreement shall also apply to the identical or substantially similar taxes that are levied after the date of signature of this
Agreement as an addition or replacement to the current tax categories. The competent authorities of both contracting states shall
notify each other of any substantial changes made in their respective taxation laws within a reasonable time limit after such changes
are made.

Article 3

General Definitions

1.

For the purpose of present Agreement, unless the context otherwise requires:

(a)

The term “China” refers to the People’s Republic of China. When used in a geographical sense, it means all the territory of the People’s
Republic of China, in which the Chinese laws relating to taxation apply, including its territorial seas, and any area beyond its
territorial seas, within which the People’s Republic of China has sovereign rights of exploration for and exploitation of the resources
on the sea-bed and its sub-soil and superjacent water resources in accordance with the international law;

(b)

The term “the Kingdom of Saudi Arabia” refers to the territory of the Kingdom of Saudi Arabia sense, including any area beyond its
territorial seas, within which the Kingdom of Saudi Arabia has sovereign rights of exploration for and exploitation of resources
on the water area, sea-bed and its sub-soil and natural resources in accordance with its domestic law and the international law;

(c)

The terms “a contracting state” and “the other contracting state” refer to either China or the Kingdom of Saudi Arabia, as the context
requires;

(d)

The term “person” refers to an individual, a company or any other body;

(e)

The term “company” refers to any legal person entity or any entity which is treated as a legal person entity for taxation purposes;

(f)

The terms “enterprise of a contracting state” and “enterprise of the other contracting state” refer to, respectively, an enterprise
operated by a resident of a contracting state and an enterprise operated by a resident of the other contracting state;

(g)

The term “national” refers to:

(1) any individual possessing the nationality of a contracting state;

(2) any legal person, partnership or association deriving its status as such from the laws of a contracting state;

(h)

The term “international traffic” refers to any transport by a ship or aircraft operated by an enterprise with an actual management
institution or head office in a contracting state, excluding the transport by a ship or aircraft which is operated solely between
places in the other contracting state;

(i)

the term “competent authority” refers

(1) in the case of China, to the State Administration of Taxation or its authorized representatives;

(2) in the case of the Kingdom of Saudi Arabia, to the Ministry of Finance, represented by the Minister of Finance or by his authorized
representatives.

2.

With regard to the application of the agreement by a contracting state, any term not defined herein shall, unless the context otherwise
requires, have the meaning in which it has under the law of that contracting state concerning the taxes to which the agreement applies.
However, the definitions of the relevant terms in the tax laws that a contracting state applies shall prevail over the definition
of the same terms in other laws.

Article 4

Residents

1.

For the purposes of this Agreement, the term “resident of a contracting state” means any person who, under the law of that state,
is obligatory to pay tax therein by reason of his domicile, residence, place of management institution, or place of head office or
any other criterion of a similar nature, simultaneously including this contracting state, its administrative regions and local authorities.
But this term does not include the persons who are obligatory to pay tax only because of the income sourced from or situated in this
contracting state.

2.

Where, by reason of the provisions of Paragraph 1, an individual is a resident of both contracting states, his status shall be determined
as follows:

(a)

he shall be deemed as a resident of the contracting state in which he has a permanent domicile available to him; if he has a permanent
domicile available to him in each of the contracting states, he shall be deemed as a resident of the contracting state with which
his personal and economic relations are closer (center of gravity);

(b)

if the state in which his center of gravity lies cannot be determined, or if he does not have a permanent home available to him in
either contracting state, he shall be deemed as a resident of the state in which he has a habitual abode;

(c)

if he has a habitual abode in each of the contracting states or in neither of them, he shall be deemed as a resident of the contracting
state of which he is a national;

(d)

if he is a national in each of the contracting states or in neither of them, the competent authorities of the contracting states shall
settle the issue by mutual agreement.

3.

Where, by reason of the provisions of Paragraph 1 of the present Article, a person other than an individual is a resident of both
contracting states, his identity of resident shall be deemed as a resident of the contracting state where its actual management institution
or head office is located.

Article 5

Permanent Establishment

1.

For the purposes of this Agreement, the term “permanent establishment” refers to a fixed place of business through which the business
of an enterprise is wholly or partly carried out.

2.

The term “permanent establishment”, in particular, includes:

(a)

a place of management;

(b)

a branch organization;

(c)

a representative office;

(d)

a factory;

(e)

a workshop, and

(f)

a mine, quarry or any other place of exploitation of natural resources.

3.

The term “permanent establishment”, likewise, encompasses:

(a)

A building site, construction, assembly or installation project, or the supervisory activities in connection therewith, but only where
such site, project or activities continue for a period of not less than 6 months;

(b)

the provision of services, including consultancy services, by an enterprise of a contracting state through employees or other engaged
personnel for the aforementioned purpose, provided that the period for such activities (for the same project or relevant project)
is continually or aggregately more than 6 months within any 12-month period.

4.

Notwithstanding the aforesaid provisions of this article, the term “permanent establishment” shall not include:

(a)

the use of facilities solely for the purpose of storage, display or delivery of goods or merchandise belonging to the enterprise;

(b)

the inventory of goods or merchandise belonging to the enterprise solely for the purpose of storage, display or delivery;

(c)

the inventory of goods or merchandise belonging to the enterprise solely for the purpose of processing by another enterprise;

(d)

the fixed business place established solely for the purpose of purchasing goods or merchandise or of collecting information for the
enterprise;

(e)

the fixed business place established solely for the purpose of carrying out, for the enterprise, any other activity of a preparatory
or auxiliary nature; and

(f)

the fixed business place established solely for the purpose of combining the activities listed in Items (a) through (e) of the present
Paragraph if such combination can be attributed to all the activities of the fixed business place with a preparatory or auxiliary
nature.

5.

Notwithstanding the provisions of Paragraphs 1 and 2, where a person (other than an agent with independent status to whom the provisions
of Paragraph 6 apply) who is acting in a contracting state on behalf of an enterprise of the other contracting state, has and habitually
exercises the authority to conclude contracts in the name of the enterprise, that enterprise shall be deemed to have a permanent
establishment in the first-mentioned contracting state in respect of any activities which that person undertakes for the enterprise,
unless the activities of such person are limited to those mentioned in Paragraph 4 which would not make this fixed place of business
a permanent establishment.

6.

An enterprise of a contracting state shall not be deemed to have a permanent establishment in the other contracting state merely because
it operates its business in that other state through a broker, agent on a commissioned basis, or any other agent with independent
status in the ordinary course of their business. However, if all or nearly all of the activities of the agent are on behalf of the
enterprise, he shall not be deemed as an agent with independent status as mentioned in this Paragraph.

7.

The fact that a company which is a resident of a contracting state controls, or is controlled by, a company which is a resident of
the other contracting state, or which operates business in that other contracting state (whether through a permanent establishment
or not), shall not itself render either company a permanent establishment of the other.

Article 6

Income from Immovable Property

1.

Income derived by a resident of a contracting state from immovable property (including income from agriculture or forestry) situated
in the other contracting state may be taxed in that other contracting state.

2.

The term “immovable property” shall have the meaning it has under the law of the contracting state in which the property in question
is situated. The term shall, in any case, include the property accessory to the immovable property, livestock and equipment used
in agriculture and forestry. The rights to which the provisions of general law respecting real property apply, the usufruct of immovable
property and the rights to variable or fixed payments as consideration for the exploiting of, or the right to exploit, the mineral
resources, water sources and other natural resources, but ships and aircrafts shall not be regarded as immovable property.

3.

The provisions of Paragraph 1 shall apply to the income derived from the direct use, lease, or use in any other form, of immovable
property.

4.

The provisions of Paragraphs 1 and 3 shall apply to the income from immovable property of an enterprise and to the income from immovable
property used for the performance of independent personal services.

Article 7

Business Profits

1.

The profits of an enterprise of a contracting state shall be taxable only in that state unless the enterprise carries on its business
in the other contracting state through a permanent establishment situated therein. If the enterprise carries out its business in
the other contracting state through a permanent establishment situated therein, the profits of the enterprise may be taxed in the
other state, but only limited to those attributable to that permanent establishment.

2.

In addition to applying the provisions of Paragraph 3, where an enterprise of a contracting state carries out its business in the
other contracting state through a permanent establishment situated therein, the permanent establishment shall be regarded as an independent
affiliated enterprise engaging in the same or similar activities under the same or similar conditions. It shall be treated differently
and separately as an independent establishment from the enterprise. The profits of this permanent establishment that may be obtained
shall belong to the permanent establishment itself in each contracting state.

3.

When determining the profits of a permanent establishment, it is allowed to deduct the expenses incurred in the business of the permanent
establishment, including the executive and general administrative expenses, no matter whether they are incurred in the state in which
the permanent establishment is situated or elsewhere. However, no such deduction shall be allowed in respect of the amounts, if any,
paid (otherwise than the reimbursement of actual expenses) by the permanent establishment to the head office of the enterprise or
any of its other offices, by way of royalties, remunerations or other similar payments in return for the use of patents or other
rights, or by way of commission for specific services performed or for management, or, except in the case of a banking enterprise,
by way of income from credit against the permanent establishment. Likewise, no consideration may be taken, in the determination of
the profits of a permanent establishment, for the amounts charged (otherwise than the reimbursement of actual expenses), by the permanent
establishment to the head office of the enterprise or any of its other offices, by way of royalties, remunerations or other similar
payments in return for the use of patents or other rights, or by way of commission for specific services performed or for management,
or, except in the case of a banking enterprise, by way of income from credit against the head office of the enterprise or any of
its other offices.

4.

Insofar as it has been customary in a contracting state to determine the profits to be attributed to a permanent establishment on
the basis of distribution of the total profits of the enterprise to its various parts, the provisions in Paragraph 2 shall not preclude
that contracting state from determining the profits to be taxed by this method of profit distribution. However, the result of adopting
the method of profit distribution shall be in line with the principles provided for in the present Article.

5.

No profits may be attributed to a permanent establishment by reason of mere purchase by that permanent establishment of goods or merchandise
for the enterprise.

6.

For the purposes of the aforesaid Paragraphs, the profits belonging to the permanent establishment shall be determined by the same
method each year unless there is good and sufficient reason to change.

7.

If the profits include the income items that are dealt with separately in other Articles of this Agreement, the provisions of those
Articles shall not be affected by the provisions of the present article.

Article 8

Shipping and Air Transport

1.

The profits from the operations of ships or aircrafts in international transport by an enterprise of a contracting state shall be
taxable only in that contracting state where the actual management institution or head office of this enterprise is located.

2.

If the actual management institution or head office of an enterprise is established on a ship, the profits from the operations of
ships shall be taxable only in that contracting state where the parent port of the ship is located; if there is no parent port, the
profits from the operations of the ship shall be taxable only in that contracting state of which the operator of the ship is a resident;

3.

The provisions of Paragraph 1 shall also apply to the profits from the operations under partnership, joint operations or participation
in an international operating agency.

Article 9

Associated Enterprises

1.

Where

(a)

an enterprise of a contracting state participates directly or indirectly in the management, control or capital of an enterprise of
the other contracting state, or

(b)

a same person participates directly or indirectly in the management, control or capital of an enterprise of a contracting state and
an enterprise of the other contracting state, and in either of the above cases, the commercial and financial relations between the
two enterprises are different from those between two independent enterprises, so the profits which would, but for those conditions,
have been obtained by either enterprises, may be included in the profits of that enterprise and be taxed accordingly.

2.

Where a contracting state includes in the profits of an enterprise of that contracting state (and taxes accordingly) the profits on
which an enterprise of the other contracting state has paid taxes in that other contracting state and the profits so included are
profits which should have been obtained by an enterprise within the contracting state, then that other contracting state shall make
appropriate adjustment to the amount of the tax charged therein on those profits, where that other contracting state considers such
adjustment justifiable. In determining such adjustment, the other provisions of this Agreement shall be taken into consideration,
and the competent authorities of the contracting states shall consult each other, if necessary.

Article 10

Dividends

1.

Dividends paid by a company that is a resident of a contracting state to a resident of the other contracting state may be taxed in
that other state.

2.

However, such dividends may also be taxed in the contracting state of which the company paying the dividends is a resident and according
to the laws of that state, but if the recipient is the beneficial owner of the dividends, the tax so levied shall not exceed 5 percent
of the total amount of the dividends. The competent authorities of both contracting states shall determine the method to execute
this limited tax rate through negotiation.

3.

Notwithstanding the provisions of Paragraphs 1 and 2, if the beneficial owner of the dividends is the government of the other contracting
state, department under it, or any other entity directly or indirectly owned by it, the dividends paid by a resident company of a
contracting state to a resident of the other contracting state shall only be taxable in the other contracting state.

4.

The term “dividends” as used in the present Article refers to the income from shares, mining shares, promoters’ shares or other rights
of participating in the profits not of credit relationship, as well as the income from other corporate rights that are subject to
the same taxation treatment as the income from the shares by the laws of the state of which the company making the profit distribution
is a resident.

5.

The provisions of Paragraphs 1 through 3 shall not apply if the beneficial owner of the dividends, being a resident of a contracting
state, carries out business in the other contracting state of which the company paying the dividends is a resident, through a permanent
establishment situated therein, or provides in that other state independent personal services through a fixed base situated therein,
and the shares for which the dividends are paid are effectively connected with such permanent establishment or fixed base. In such
cases, the application of the provisions of Article 7 or Article 14 shall depend on the concrete circumstances.

6.

Where a company that is a resident of a contracting state derives profits or income from the other contracting state, that other contracting
state may not impose any tax on the dividends paid by or undistributed profits of the company, except insofar as such dividends are
paid to a resident of that other contracting state or insofar as the holding in respect of which the dividends are paid is effectively
connected with a permanent establishment or a fixed base situated in that other contracting state, even if the dividends paid or
the undistributed profits consist wholly or partly of the profits or income arising in such other state.

Article 11

Credit Income

1.

The credit income arising in a contracting state and paid to a resident of the other contracting state may be taxed in that other
contracting state.

2.

However, such credit income may also be taxed in the contracting state where it arises according to the laws of that contracting state,
but if the recipient is the beneficial owner of the credit income, the tax so collected shall not exceed 10 percent of the total
amount of the income. The competent authorities of both contracting states shall determine the method to execute the limited tax
rate through negotiation.

3.

Notwithstanding the provisions of Paragraph 2 of the present Article, the credit income arising in a contracting state and paid to
the government, local authority or central bank of the other contracting state, or to any financial institution wholly owned by the
government of the other contracting state shall be exempted from taxation in the first-mentioned contracting state; or the debt,
from which a resident of the other contracting state obtains income, is indirectly funded by the government, local authority or central
bank of the other contracting state, or to any financial institution wholly owned by the government of the other contracting state,
such credit income shall be exempted from tax in the contracting state.

4.

The term “credit income” as used in the present Article refers to the income derived from various creditor’s rights, whether or not
secured by mortgage and whether or not carrying a right to share the debtor’s profits, and in particular, the income derived from
public debts, bonds or debentures, including premiums and bonuses. The penalties for late payment shall not be regarded as a credit
income provided in the present Article.

5.

The provisions of Paragraphs 1, 2 and 3 shall not apply, if the beneficial owner of the credit income, being a resident of a contracting
state, carries out business in the other contracting state in which the interest arises through a permanent establishment situated
therein, or provides in that other contracting state independent personal services through a fixed base situated therein, and the
creditor’s right in respect of which the proceeds is paid is effectively connected with such permanent establishment or fixed base.
In such cases, the provisions of Article 7 or Article 14 shall apply according to the actual circumstances.

6.

The credit income shall be deemed as arising in a contracting state when the payer is the government, a local authority or a resident
of that contracting state. Where, however, the person paying the proceeds of debt, whether he is a resident of the contracting state
or not, has, in that contracting state a permanent establishment or a fixed base, and the debts on which the proceeds of debt are
paid is connected with the permanent establishment or a fixed base, and such credit income is borne by such permanent establishment
or fixed base, then such credit income shall be deemed as arising in the state where the permanent establishment or fixed base is
situated.

7.

Where, due to any special relationship between the payer and the beneficial owner or between both of them and any other person, if
the amount of the credit income, regarding the credit for which it is paid, exceeds the amount which have been agreed upon by the
payer and the beneficial owner in the absence of such relationship, the provisions of this Article shall apply only to the last-mentioned
amount. In such case, the excessive part of the payments shall remain taxable according to the laws of each contracting state, but
the other provisions of this Agreement shall be taken into consideration.

Article 12

Royalties

1.

Royalties arising in a contracting state and paid to a resident of the other contracting state may be taxed in that other contracting
state.

2.

However, such royalties may also be taxed in the contracting state in which they arise according to the laws of that state, but if
the recipient is the beneficial owner of the royalties, the tax so collected shall not exceed 10 percent of the total amount of the
royalties. The competent authorities of both contracting states shall determine the method for the execution of the limited tax rate
by mutual agreement.

3.

The term “royalties” as mentioned in this Article refers to the payments of any kind received as a consideration for the use of, or
the right to use, any copyright of literary, artistic or scientific work, including cinematographic films, or films or tapes for
radio or television broadcasting, any patent, trademark, design or model, plan, secret formula or process, or for the use of or the
right to use any industrial, commercial, or scientific equipment, or for any information concerning industrial, commercial or scientific
experience.

4.

The provisions of Paragraphs 1 and 2 shall not apply if the beneficial owner of the royalties, being a resident of a contracting state,
carries out business in the other contracting state in which the royalties arise through a permanent establishment situated therein,
or provides in that other state independent personal services from a fixed base situated therein, and the right or property in respect
of which the royalties are paid is effectively connected with such permanent establishment or fixed base. In such cases, the provisions
of Article 7 or Article 14 shall, as the case may be, apply.

5.

The royalties shall be deemed as arising in a contracting state when the payer is the government, a local authority or a resident
of that contracting state. Where, however, the person paying the royalties, whether he is a resident of a contracting state or not,
has in that contracting state a permanent establishment or a fixed base in connection with the liability to pay the royalties, and
such royalties are borne by the permanent establishment or fixed base, then such royalties shall be deemed as arising in the contracting
state in which the permanent establishment or fixed base is situated.

6.

Where, due to any special relationship between the payer and the beneficial owner or between both of them and some other person, the
amount of the royalties, regarding the use, right or information for which they are paid, exceeds the amount which would have been
agreed upon by the payer and the beneficial owner in the absence of such relationship, the provisions of this article shall apply
only to the last-mentioned amount. In such case, the excessive part of the payments shall remain taxable according to the law of
each contracting state, but the other provisions of this Agreement shall be taken into consideration.

Article 13

Capital Gains

1.

Gains derived by a resident of a contracting state from the alienation of immovable property referred to in Article 6 and situated
in that other contracting state may be taxed in that other contracting state.

2.

Gains from the alienation of movable property forming the part of the business property of a permanent establishment which an enterprise
of a contracting state has in the other contracting state or of the movable property pertaining to a fixed base available to a resident
of a contracting state in the other contracting state for the purpose of providing independent personal services, including the gains
from the alienation of such a pe

ACCOUNTING STANDARD FOR BUSINESS ENTERPRISES NO. 6 – INTANGIBLE ASSETS

Ministry of Finance

Accounting Standard for Business Enterprises No. 6 – Intangible Assets

Cai Kuai [2006] No. 3

February 15, 2006

Chapter I General Provisions

Article 1

To standardize the confirmation and measurement of intangible assets and disclosure of related information, these Standards are formulated
in accordance with the Accounting Standard for Business Enterprises – Basic Standards.

Article 2

The following items shall be subject to other relevant accounting standards:

(1)

The right to use the land as investment real estates shall be subject to the Accounting Standard for Business Enterprises No. 3 -Investment
properties;

(2)

The business reputation formed during the merger of enterprises shall be subject to the Accounting Standard for Business Enterprises
No. 8 -Impairment of assets and Accounting Standard for Business Enterprises No. 20 -Business Combinations; and

(3)

The rights and interests related to oil and natural gas mining areas shall be subject to the Accounting Standard for Business Enterprises
27 -Extraction of Petroleum and Natural Gas.

Chapter II Confirmation

Article 3

The term “intangible asset” refers to the identifiable non-monetary assets possessed or controlled by enterprises which have no physical
shape.

An asset, which satisfies any of the following conditions, shall meet the identifiable standards as mentioned in the definition of
intangible assets:

(1)

Being able to separate or divide from the enterprise and being able to be sold, transferred, licensed, rented or exchanged independently
or along with the relevant contracts, assets or liabilities; or

(2)

Being derived from any contractual right or other statutory rights, no matter whether or not these rights can be transferred or separated
from the enterprise or other rights and obligations.

Article 4

Intangible assets may be confirmed when it meets the conditions simultaneously as follows:

(1)

The economic benefits related to intangible assets are likely to flow into the enterprise; and

(2)

The cost of intangible assets can be measured reliably.

Article 5

When making a judgment on whether or not the economic benefits generated by intangible assets is likely to flow into it, an enterprise
shall make a reasonable estimation to all potential economic factors within the expected service life of intangible assets and present
clear evidences.

Article 6

The expenditures for an intangible item of an enterprise shall all be recorded into the profit or loss for the current period, unless
it is under any of the following circumstances:

(1)

The part meeting the confirmed conditions as prescribed in these Standards and consisting of the cost of intangible assets; and

(2)

The part obtaining from the merger of enterprises not under the same control or cannot being independently confirmed as intangible
assets, or composing the business reputation confirmed on the day of purchase.

Article 7

The expenditures for its internal research and development projects of an enterprise shall be classified into research expenditures
and development expenditures.

The term “research” refers to the creative and planned investigation to acquire and understand new scientific or technological knowledge.

The term “development” refers to the application of research achievements and other knowledge to a certain plan or design, prior to
the commercial production or use, so as to produce any new material, device or product, or substantially improved material, device
and product.

Article 8

The research expenditures for its internal research and development projects of an enterprise shall be recorded into the profit or
loss for the current period.

Article 9

The development expenditures for its internal research and development projects of an enterprise may be confirmed as intangible assets
when they satisfy the following conditions simultaneously:

(1)

It is feasible technically to finish intangible assets for use or sale;

(2)

It is intended to finish and use or sell the intangible assets;

(3)

The usefulness of methods for intangible assets to generate economic benefits shall be proved, including being able to prove that
there is a potential market for the products manufactured by applying the intangible assets or there is a potential market for the
intangible assets itself or the intangible assets will be used internally;

(4)

It is able to finish the development of the intangible assets, and able to use or sell the intangible assets, with the support of
sufficient technologies, financial resources and other resources; and

(5)

The development expenditures of the intangible assets can be reliably measured.

Article 10

For an on-going research and development project which is obtained by an enterprise and has been confirmed as intangible assets, the
post-obtainment expenditures shall be treated in accordance with Articles 7 to 9 of these Standards.

Article 11

The self-created business reputation of an enterprise, or its internally made brand, newspaper or magazine name shall not be confirmed
as intangible assets.

Chapter III Initial Measurement

Article 12

The intangible assets shall be initially measured according to its cost. The cost of outsourcing intangible assets shall include the
purchase price, relevant taxes and other necessary expenditures directly attributable to intangible assets for the expected purpose.

Where the payment of purchase price for intangible assets is delayed beyond the normal credit conditions, which is of financing intention,
the cost of intangible assets shall be determined on the basis of the current value of the purchase price. The difference between
the actual payment and the current value of the purchase price shall be recorded into profit or loss for the credit period, unless
it shall be capitalized under the Accounting Standards for Enterprises No. 17 – Borrowing Cost.

Article 13

The cost of self-developed intangible assets shall include the total expenditures incurred during the period from the time when it
meets the provisions of Articles 4 to 9 of these Standards to the time when the expected purposes of use are realized, except that
the expenditures which have already been treated prior to the said period shall not be adjusted.

Article 14

The cost invested into intangible assets by investors shall be determined according to the conventional value in the investment contract
or agreement, except for those of unfair value in the contract or agreement.

Article 15

The costs of intangible assets acquired from non-monetary assets transaction, debt recombination, government subsides, and merger
of enterprises shall be determined respectively according to the Accounting Standard for Business Enterprises No. 7 -Exchange of
non-monetary assets, Accounting Standard for Business Enterprises No. 12 – Debt Restructurings, Accounting Standard for Business
Enterprises No. 16 – Government Grants and Accounting Standard for Business Enterprises No. 20 -Business Combinations.

Chapter IV Subsequent Measurement

Article 16

An enterprise shall analyze and judge the service life of intangible assets, when it obtains intangible assets.

As for the intangible assets with limited service life, the enterprise shall estimate the years of its service life, or the amount
of the output or any other similar measurement unit, which constitutes its service life. If it is unable to forecast the period when
the intangible asset can bring economic benefits to the enterprise, it shall be regarded as an intangible asset with uncertain service
life.

Article 17

With regard to intangible assets with limited service life, its amortization amount shall be amortized within its service life systematically
and reasonably.

An enterprise shall amortize intangible assets from the time when it is available for use to the time when it is not confirmed as
the intangible assets any more.

The method chosen by an enterprise for the amortization of intangible assets shall reflect the expected realization pattern of the
economic benefits which relevant to the intangible assets. If it is unable to determine the expected realization pattern reliably,
intangible assets shall be amortized by the straight-line method.

Generally, the amortized amount of intangible assets shall be recorded into profit or loss for the current period, unless there are
other accounting standards.

Article 18

The reasonable amortization amount of intangible assets shall be its cost minus the expected residual value. For intangible assets
with an impairment provision, the accumulative amount of impairment provision shall be deducted from the cost as well. For intangible
assets with a limited service life, its residual value shall be regarded as zero, unless it is under the circumstances as follows:

(1)

A third party promises to purchase the intangible assets at the end of its service life; and

(2)

The information about the expected residual value is able to obtain from the active market and the market is most likely to remain
when the service life of the intangible asset ends.

Article 19

Intangible assets with uncertain service life may not be amortized.

Article 20

The impairment of intangible assets shall be treated in accordance with the Accounting Standards for Enterprises No. 8 -Impairment
of Assets.

Article 21

An enterprise shall, at least at the end of each year, check the service life and the amortization method of intangible assets with
limited service life. When the service life and the amortization method of intangible assets are different from those before, the
years and method of the amortization shall be changed.

An enterprise shall check the service life of intangible assets with uncertain service life during each accounting period. Where there
are evidences to prove the intangible assets have limited service life, it shall be estimated of its service life, and be treated
according to these Standards.

Chapter V Disposal and Discarding

Article 22

The balances of the price acquired and the carrying value of intangible assets shall be recorded into the profit or loss for the current
period, where an enterprise sells intangible assets.

Article 23

In case no economic benefit is expected to be brought by some intangible assets to the enterprise, the carrying value of the intangible
assets shall be written off.

Chapter VI Disclosure

Article 24

An enterprise shall disclose the following information related to its intangible assets according to their categories in the annotation:

(1)

The beginning and ending book balances, accumulative amount of amortization, and accumulative amount of provision for impairment of
intangible assets;

(2)

The estimation about the service lives of intangible assets with limited service lives; the basis for the judgment about the uncertain
service life of intangible assets with uncertain service lives;

(3)

The methods for the amortization of intangible assets;

(4)

The carrying value of intangible assets used for guaranties, the amortization amount for the current period, and other information;
and

(5)

The amount recorded into profit or loss for the current period and those confirmed as the research and development expenditures for
intangible assets.

 
Ministry of Finance
2006-02-15

 




ACCOUNTING STANDARDS FOR ENTERPRISES NO. 21 – LEASES

the Ministry of Finance

Accounting Standards for Enterprises No. 21 – Leases

No. 3 [2006] of the Ministry of Finance

February 15, 2006

Chapter I General Provisions

Article 1

With a view to regulating the recognition and measurement of leases, as well as the presentation of relevant information, the present
Standards are formulated according to the Accounting Standards for Enterprises – Basic Standard.

Article 2

The term “lease” refers to an agreement under which the lessor conveys to the lessee in return for rent the right to use an asset
for an agreed period of time.

Article 3

The following items shall be subject to other accounting standard:

(1)

The land use right and buildings rented out by a lessor by way of operating lease shall be subject to the Accounting Standards for
Enterprises No. 3 – Investment Real Estates;

(2)

The licensing agreements for the use of items such as films, video recordings, plays, manuscripts, patents and copyrights shall be
subject to the Accounting Standards for Enterprises No. 6 – Intangible Assets; and

(3)

The impairment of long-term credits formed by the financing leases of a lessor shall be subject to the Accounting Standards for Enterprises
No. 22 – Recognition and Measurement of Financial Instruments.

Chapter II Classification of Leases

Article 4

A lessee and a lessor shall classify a lease as a financing lease or an operating lease on the lease beginning date.

The lease beginning date shall refer to the earlier one of the date of lease agreement or the date on which the parties to the lease
make commitments on the key terms of lease.

Article 5

The “finance lease” shall refer to a lease that has transferred in substance all the risks and rewards related to the ownership of
an asset. The ownership of it may or may not eventually be transferred.

Article 6

Where a lease satisfies one or more of the following criteria, it shall be recognized as a finance lease:

(1)

The ownership of the leased asset is transferred to the lessee when the term of lease expires;

(2)

The lessee has the option to buy the leased asset at a price which is expected to be far lower than the fair value of the leased asset
at the date when the option becomes exercisable. Thus, on the lease beginning date, it can be reasonably determined that the option
will be exercised;

(3)

Even if the ownership of the asset is not transferred, the lease term covers the major part of the use life of the leased asset;

(4)

In the case of the lessee, the present value of the minimum lease payments on the lease beginning date amounts to substantially all
of the fair value of the leased asset on the lease beginning date; in the case of the lessor, the present value of the minimum lease
receipts on the lease beginning date amounts to substantially all of the fair value of the leased asset on the lease beginning date;
and

(5)

The leased assets are of a specialized nature that only the lessee can use them without making major modifications.

Article 7

The “lease term” shall refer to the period as specified in the lease agreement, during which the lease may not be canceled. Once a
lease contract is signed, generally it may not be canceled except for the following circumstances:

(1)

With the consent of the lessor;

(2)

Where the lessee enters into a new lease for the same asset or asset of the same kind with the same lessor;

(3)

Where the lessee makes an additional payment of a sufficiently large amount;

(4)

Upon the occurrence of some remote contingency.

If the lessee has the option to continue to lease the asset for any further period, and it is reasonably certain on the lease beginning
date that the lessee will exercise the option, the renewed period shall be included in the lease term, no matter whether rents will
be paid again or not.

Article 8

The term “minimum lease payment” shall refer to the payments (excluding contingent rents and execution costs) that the lessee shall,
or may be required to make, for the term of lease, plus the residual values guaranteed by the lessee or a party related to the lessee.

Where the lessee has an option to buy the leased asset at a price which is expected to be far lower than the fair value on the date
when the option becomes exercisable, and thus it is reasonably certain that the lessee will exercise the option on the lease beginning
date, the payment required to exercise this purchase option shall be included in the minimum lease payments.

The term “contingent rent” shall refer to the rent which is not fixed in amount and calculated on the basis of factors other than
the length of time, such as the sale quantity, amount of usage, price indices.

The term “execution cost” shall refer to costs incurred during the lease term for using the leased asset, such as the fees for technical
consultation and services, training, maintenance and insurance.

Article 9

The term “minimum lease receipt” shall refer to the minimum lease payments plus the residual values guaranteed to the lessor by a
third party independent from the lessor or the lessee.

Article 10

The term “operating lease” shall refer to a lease other than a financing lease.

Chapter III Accounting Treatments of Lessees in Finance Leases

Article 11

On the lease beginning date, a lessee shall record the lower one of the fair value of the leased asset and the present value of the
minimum lease payments on the lease beginning date as the entering value in an account, recognize the amount of the minimum lease
payments as the entering value in an account of long-term account payable, and treat the balance between the recorded amount of the
leased asset and the long-term account payable as unrecognized financing charges.

The initial direct costs such as commissions, attorney’s fees and traveling expenses, stamp duties directly attributable to the leased
item incurred during the process of lease negotiating and signing the leasing agreement shall be recorded in the asset value of the
current period.

The lease beginning date shall refer to the date on which the lessee begins to have the right to use the leased asset.

Article 12

When a lessee calculates the present value of the minimum lease payments, if it can obtain the lessor’s interest rate implicit in
the lease, it shall adopt the interest rate implicit in the lease as the discount rate. Otherwise, it shall adopt the interest rate
provided in the lease agreement as the discount rate. In case the lessee cannot obtain the lessor’s interest rate implicit in the
lease and no interest rate is provided in the lease agreement, the lessee shall adopt the borrowing interest rate of the bank for
the same period as the discount rate.

Article 13

The expression ” interest rate implicit in the lease” shall refer to the discount rate that, on the lease beginning date, makes the
aggregate present value of the minimum lease payments and the unguaranteed residual values equal to the sum of the fair value of
the leased asset and the initial direct costs of the lessor.

Article 14

The term “guaranteed residue value” shall refer to, in the case of a lessee, the residual value of the asset which is guaranteed by
the lessee or by a third party related to the lessee; and in the case of a lessor, the guaranteed residual value from the standpoint
of the lessee plus the residual value of the asset which is guaranteed by a third party independent from both the lessor and the
lessee.

The term “residual value of the asset” shall refer to the fair value of the leased asset when the term of lease expires as estimated
on the lease beginning date.

The term “unguaranteed residue value” shall refer to the residual value of the leased asset minus the guaranteed residual value of
the lessor.

Article 15

The unrecognized financing charge shall be amortized to each period during the lease term.

The lessee shall adopt the effective interest rate method to calculate and recognize the financing charge in the current period.

Article 16

In calculating the depreciation of a leased asset, the lessee should adopt a depreciation policy for leased assets consistent with
that for depreciable assets which are owned by the lessee.

If it is reasonable to be certain that the lessee will obtain the ownership of the leased asset when the lease term expires, the leased
asset shall be fully depreciated over its useful life.

If it is not reasonable to be certain that the lessee will obtain the ownership of the leased asset at the expiry of the lease term,
the leased asset shall be fully depreciated over the shorter one of the lease term or its useful life.

Article 17

Contingent rents shall be recognized as an expense in the period in which they are actually incurred.

Chapter IV Accounting Treatments of Lessors in Finance Leases

Article 18

On the beginning date of the lease term, a lessor shall recognize the sum of the minimum lease receipts on the lease beginning date
and the initial direct costs as the entering value in an account of the financing lease values receivable, and record the unguaranteed
residual value at the same time. The balance between the sums of the minimum lease receipts, the initial direct costs and the unguaranteed
residual value, and the sum of their present values shall be recognized as unrealized financing income.

Article 19

The unrealized financing income shall be allocated to each period during the lease term.

The lessor shall calculate the financing income at the current period by adopting the effective interest rate method.

Article 20

The lessor shall, at least at the end of each year, reexamine the unguaranteed residual values.

No adjustment may be made if the unguaranteed residual value increases.

Where there is evidence showing a reduction in the unguaranteed residual value, the interest rate implicit in the lease shall be re-calculated
and the associated reduction of the net investment in the lease shall be recognized as a loss for the current period. The financing
incomes for subsequent periods shall be recognized on the basis of the revised net investment in the lease and the recalculated implicit
interest rate.

The net investment in the lease shall be the difference between the sum of the minimum lease receipts and the unguaranteed residual
value in a finance lease and unrealized financing incomes.

Where the unguaranteed residual value for which a loss has been recognized previously is subsequently recovered, the reversal of the
loss shall be limited to the amount of the loss recognized, and the interest rate implicit in the lease shall be recalculated. The
financing incomes for subsequent periods shall be determined based on the revised net investment in the lease and the re-calculated
implicit interest rate.

Article 21

Contingent rents shall be recorded into the profits and losses of the period in which they actually arise.

Chapter V Accounting Treatments of Lessees in Operating Leases

Article 22

The rents from operating leases shall be recorded by the lessee in the relevant asset costs or the profits and losses of the current
period by using the straight-line method over each period of the lease term, unless there are other more reasonable methods.

Article 23

The initial direct costs incurred by a lessee shall be recognized as the profits and losses of the current period.

Article 24

The contingent rents shall be recorded into the profits and losses of the current period in which they actually arise.

Chapter VI Accounting Treatments of Lessors in Operating Leases

Article 25

A lessor shall include the assets subject to operating leases in relevant items of its balance sheets in light of the nature of the
asset.

Article 26

The rents from operating leases shall be recorded in the profits and losses of the current period by using the straight-line method
over each period of the lease term, unless there are other more reasonable methods.

Article 27

The initial direct costs incurred to a lessor shall be recorded into the profits and losses of the current period.

Article 28

As for the fixed assets subject to operating leases, the lessor shall calculate the depreciation of it by adopting depreciation policy
for similar assets. As for other leased assets, systematic and reasonable methods shall be adopted for its amortization.

Article 29

The contingent rents shall be recorded in the profits and losses of the period in which they actually arise.

Chapter VII Sale and Leaseback Transactions

Article 30

A lessor and a lessee shall recognize a sale and leaseback transaction as a financing lease or an operating lease according to Chapter
II of the present Standard.

Article 31

Where a sale and leaseback transaction is determined as a financing lease, any balance between the sales proceeds and the carrying
amount of the asset shall be deferred and amortized as an adjustment to depreciation in light of the depreciation pattern of the
leased asset.

Article 32

Where a sale and leaseback transaction is determined as an operating lease, any balance between the sales proceeds and the carrying
amount of the asset shall be deferred and amortized as an adjustment to the lease payments in light of the proportion of the lease
payments during the lease term. However, in case any evidence shows that the sale and leaseback transaction is based on the fair
value, the balance between the sales proceeds and the carrying amount of the asset shall be recorded in the profits and losses of
the current period.

Chapter VIII Presentation

Article 33

A lessee shall, in its balance sheet, present the balances between the long-term accounts payable minus the unrecognized financing
charges related to the financing leases, long-term liabilities and long-term liabilities due within 1 year respectively.

Article 34

A lessee shall, in its notes, disclose the following information related to the financing leases:

(1)

the originally recorded carrying amounts at the beginning and the end of the period of each class of leased fixed assets, and the
accumulated depreciation amount;

(2)

the minimum lease payment for each of the next 3 accounting years subsequent to the balance sheet date and the aggregate minimum lease
payment thereafter; and

(3)

The unamortized balance of unrecognized financing charges and the method used to allocate the unrecognized financing charges.

Article 35

A lessor shall, in its balance sheet, present the balances between the financing lease accounts receivable minus the unrealized finance
incomes as long-term liabilities.

Article 36

A lessor shall, in its notes disclose the following information related to the financing leases:

(1)

the minimum lease receipt for each of the next 3 accounting years subsequent to the balance sheet date and the aggregate minimum lease
receipt thereafter; and

(2)

the unamortized balance of unrealized financing income and the method used to allocate the unrealized financing income.

Article 37

As for an important operating lease, the lessee shall, in its notes, disclose the following information:

(1)

the minimum lease payment for the irrevocable operating lease for each of the next 3 accounting years subsequent to the balance sheet
date; and

(2)

the aggregate minimum lease payment thereafter for the irrevocable operating lease.

Article 38

A lessor shall disclose the carrying amount of each class of leased assets in the operating leases.

Article 39

A lessee and a lessor shall disclose each sale and leaseback transaction as well as the significant items in the contract on the sale
and leaseback transaction.



 
the Ministry of Finance
2006-02-15

 







CONSTITUTION ACT, 1982 – page 22

NOTES (1) The enacting clause was repealed by the Statute Law Revision Act, 1893, 56-57 Vict., c. 14 (U.K.). It read as...