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TRIAL MEASURES FOR ENTERPRISE ANNUITY

the Ministry of Labor and Social Security

Order of the Ministry of Labor and Social Security of the People’s Republic of China

No.20

The Trial Measures on Enterprise Annuity, which were adopted by the Ministry of Labor and Social Security at the 7th executive meeting
on December 30, 2003, are hereby promulgated and shall come into force as of May 1, 2004.

Zheng Silin, the Minister of the Ministry of Labor and Social Security

January 6, 2004

Trial Measures for Enterprise Annuity

Article 1

With a view to establishing the multi-layer endowment insurance system, guaranteeing that the retirees of enterprises live a better
life and perfecting the social security system, the present Measures are formulated according to the Labor Law and the relevant regulations
of the State Council.

Article 2

The term “enterprise annuity” as mentioned in the present Measures refers to the supplementary endowment insurance system established
voluntarily by enterprises and their employees after they have bought basic endowment insurance. The enterprise annuity shall be
established according to the provisions of the present Measures.

Article 3

An enterprise, which meets the following requirements, may establish the enterprise annuity:

(1)

Having bought the basic endowment insurance and performing the duties of payment according to law;

(2)

Having the corresponding economic capacity; and

(3)

Having established a collective negotiation mechanism.

Article 4

The establishment of enterprise annuity shall be jointly determined by the enterprise and the labor union or the representatives of
the employees through collective negotiation, and the enterprise annuity plan shall also be formulated by them. The draft of the
enterprise annuity plan of a state-owned or state-held enterprise shall be submitted to the assembly of the employees or the assembly
of the representatives of employees for discussion and adoption.

Article 5

The enterprise annuity plan shall cover the following contents:

(1)

Scopes of the persons to buy the insurance;

(2)

Fund raising methods;

(3)

The individual account management method for the enterprise annuity;

(4)

The fund management method;

(5)

The calculating approach and the way of payment;

(6)

Qualifications for the treatment of paying enterprise annuity;

(7)

The organization management and supervisory methods;

(8)

Conditions for suspension of payment; and

(9)

Other matters as stipulated by both parties.The enterprise annuity plan shall apply to the persons whose probation period has expired.

Article 6

The enterprise annuity plan shall be reported to the administrative department of labor and social security of the local people’s
government at or above the county level. The enterprise annuity plan of a large enterprise under the Central Government shall be
reported to the Ministry of Labor and Social Security. Where the administrative department of labor and social security raises no
objection within 15 days as of the date of receipt of the text of the enterprise annuity plan, the enterprise annuity plan shall
go into effect immediately.

Article 7

The expenses necessary for enterprise annuity shall be jointly paid by the enterprise and its employees. The payment of the expenses
by the enterprise shall accord with the relevant regulations of the state, and the part of the expenses paid by the employees may
be deducted from their wages by the enterprise.

Article 8

The expenses paid by the enterprise may not exceed one twelfth of the total amount of wages of the employees of the enterprise in
the previous year. And the sum of the expenses paid by the enterprise and the employees may not exceed one sixth of the total amount
of wages of the employees of the enterprise in the previous year.

Article 9

The enterprise annuity fund is composed of the following items:

(1)

Expenses paid by the enterprise;

(2)

Expenses paid by the employees;

(3)

Proceeds derived from the investment and operation of the enterprise annuity fund.

Article 10

The enterprise annuity fund shall be in the form of complete accumulation and be managed by means of individual accounts.The enterprise
annuity fund may be used for investment and operation according to the regulations of the state. And the proceeds derived from the
investment and operation shall be merged into the enterprise annuity fund

Article 11

The expenses to-be-paid by the enterprise shall be computed pursuant to the proportion as specified in the enterprise annuity plan
and be deposited into the employees’ enterprise annuity individual accounts; and the expenses to-be-paid by employees shall be computed
and deposited into their respective accounts.The proceeds derived from the investment and operation of the enterprise annual fund
shall be deposited into the individual accounts of enterprise annuity pursuant to the net income ratio.

Article 12

When an employee reaches the retirement age as provided for by the state, he (she) may draw the enterprise annuity from his (her)
individual enterprise annuity account in a lump or regularly. No employee under the retirement age as provided for by the state may
draw the said fund out of his (her) account ahead of time.As for an employee who has settled abroad, the fund in his (her) individual
enterprise annuity account may paid to the employee in a lump in light of his (her) requirements.

Article 13

When an employee changes his (her) employer, the fund in his (her) individual enterprise annuity account may be transferred accordingly.
Where an employee enters a school of higher grade, joins the army or the new employer involved doesn’t adopts the enterprise annuity
system, his (her) individual enterprise annuity account may be managed continuously by the former management institution.

Article 14

After the death of an employee or a retiree, the balance in his (her) individual enterprise annuity account shall be drawn out in
a lump by the beneficiary or the legal heir.

Article 15

The enterprise that has established enterprise annuity shall determine an assignee of the enterprise annuity (hereinafter referred
to as the assignee) for the management of the enterprise annuity. The assignee may be the enterprise annuity council established
by the enterprise or a legal person as a trust institution meeting the relevant requirements of the state.

Article 16

The enterprise annuity council shall be composed of the enterprise and the representatives of employees or as well as professional
personnel hired from outside the enterprise. And the representatives of employees may not be less than 1/3 of the total number of
the council members.

Article 17

The enterprise annuity council shall, except managing the matters related to the enterprise annuity, may not engage in any other business
operation.

Article 18

For the determination of an assignee, a written contract shall be concluded between the enterprise and the assignee.

Article 19

The assignee may entrust a qualified enterprise annuity account management institution to act as the account manager who shall be
responsible for the management of the enterprise annuity. It may entrust a qualified investment operating institution to act as the
investment manager who shall be responsible for the investment and operation of the enterprise annuity fund.The assignee may choose
a qualified commercial bank or a professional trust institution to act as the trustee who shall be responsible for the entrustment
of the enterprise annuity fund.A written contract shall be concluded for determining the relationship between the assignee and the
account manager or the investment manager or the trustee.

Article 20

The enterprise annuity fund shall be managed separately from the self-owned assets and other assets of the assignee, account manager,
investment manager and trustee, and may not be used for any other purpose.The enterprise annuity fund shall be managed according
to the relevant provisions of the state.

Article 21

The administrative departments of labor and social security of the people’s governments at or above the county level shall be responsible
for the supervision and inspection of the implementation of the present Measures. Any one having violated the present Measures shall
be given a warning by the administrative department of labor and social security and shall be ordered to make corrections.

Article 22

Where any dispute arises from the performance of the enterprise annuity contract, the parties concerned may apply for arbitration
or file a lawsuit. Any dispute arising from the conclusion or execution the enterprise annual plan shall be settled in accordance
with the regulations of the state on settlement of collective contract disputes.

Article 23

Other entities, which have bought uniform enterprise basic endowment insurance, may establish enterprise annuity by reference to the
present Measures.

Article 24

The present Measures shall come into force as of May 1, 2004. The Circular on Printing and Distributing the Opinions on the Establishment
of Supplementary Endowment Insurance System issued by the former Ministry of Labor on December 29, 1995 shall be repealed simultaneously.



 
the Ministry of Labor and Social Security
2004-01-06

 







NOTICE OF CHINA SECURITIES REGULATORY COMMISSION ON THE RELEVANT ISSUES CONCERNING THE REGULATION OF ACTS OF TRANSFERRING ACTUAL CONTROLLING RIGHTS OF LISTED COMPANIES

e03125,e002412004010720040107China Securities Regulatory Commissionepdf/e03335.pdfIlisted companies, controlling rights, acts of transferring, share right trusteeship, company trusteeshipe03335Notice of China Securities Regulatory Commission on the Relevant Issues concerning the Regulation of Acts of Transferring Actual Controlling
Rights of Listed Companies
ZhengJianGongSiZi [2004] No.1January 7, 2004All the listed companies:Since the promulgation of the Regulations on the Takeover of Listed Companies (hereinafter referred to as the “Takeover Regulations”),
the corporate control market for listed companies has developed further, and the takeover of listed companies is more transparent
and standardizing, which has accelerated the innovation of the merger and acquisition (M&A) market. Because the transfer of the
actual controlling right of listed companies concerns the sound management, sustainable development and the rights and interests
of the wide minority shareholders, touches the normal order of the securities market, the Takeover Regulations have prescribed that
the controlling shareholders (including other actual controlling parties) and purchasers shall have the fiduciary duty to listed
companies and other shareholders, and are prohibited from impairing the legal rights and interests of the company being taken over
and other shareholders through the takeover of listed companies.But recently, the controlling shareholders of some listed companies have transferred the voting rights of the shares they hold in
advance to purchasers in the name of “share right trusteeship” or “company trusteeship” through concluding share transfer agreements
with the purchasers or by other means violating legal procedures, which leads to the purchasers’ actual control of the listed companies
through controlling the voting rights of relevant shares before they become the shareholders of the listed companies. Under such
circumstances, the controlling shareholders do not perform their duties of a controlling shareholder, and the purchasers are in actual
control of the listed companies but do not bear the responsibility of a controlling shareholder, as a result, the management of listed
companies is in an terribly uncertain state, and that provides conveniences for purchasers to willfully infringe upon the rights
and interests of listed companies and other shareholders. Such acts have violated the relevant provisions of the Company Law, the
Takeover Regulations and the Guidelines for the Governance of Listed Companies on the takeover of listed companies.With a view to further regulating the act of transfer of actual controlling right of a listed company, safeguarding the rights and
interests of the listed companies and minority investors, and maintaining the normal order of the securities market, we hereby make
the following notice on the relevant issues:
I.The transfer of controlling right of a listed company shall be made normatively according to the relevant provisions of the Takeover
Regulations, and since the date of the promulgation of this Notice, no controlling shareholder of a listed company may transfer the
controlling right of the company in disguised form by way of so called “share right trusteeship” or “company trusteeship” and any
other means violating legal procedures and evading legal obligations.
II.In case the takeover of a listed company is made by agreement, the controlling shareholders and the purchasers shall stipulate clearly
in the takeover agreement the rights and duties of the two parties during the transition period after concluding the takeover agreement
and before transferring the relevant shares, and shall take effective measures to ensure the sound transition of the management of
the listed company during the period of transferring the controlling right.During the transition period, the controlling shareholders or purchasers may not impair the rights and interests of the listed company
and the minority shareholders thereof by the takeover act, and they shall also observe the following provisions:
1.The controlling shareholders and the purchasers shall keep the independence of the listed company strictly according to the requirements
of the Guidelines for Governance of Listed Company, and improve the corporate governance. Before the transfer of the relevant shares,
the controlling shareholders shall seriously perform their duties of a controlling shareholder, and the purchasers shall seriously
perform the fiduciary duties to the company being taken over and other shareholders according to the provisions of the “Takeover
Regulations”.
2.During the transition period, the purchasers are prohibited from re-electing the board of directors of the listed company upon the
suggestion of the controlling shareholders in principle; in case there are sufficient reasons to re-elect the board of directors,
the directors from the purchasers shall not exceed one third of the members of the board of directors.
3.During the transition period, the controlling shareholders and the purchasers shall ensure that the ordinary production and management
of the listed company not be influenced. No purchasers may pledge the share right of the listed company. The listed company is prohibited
from financing again, or conducting acts of major purchase, selling assets or great investment, unless there are otherwise circumstances
under which the purchasers have to save the listed company facing serious financial difficulties.
4.The listed company and its controlling shareholders, purchasers shall strictly observe the provisions of the Notice on Some Issues
concerning Regulating the Funds between Listed Companies and Associated Parties and Regulating the Listed Companies’ Provision of
Guaranty to Other Parties (No.56 [2003] of China Securities Regulatory Commission). The listed company is prohibited from providing
guaranty to purchasers and the associated parties, and the purchasers and the associated parties are prohibited from impropriating
the capital and assets of the listed company.
5.After completing the takeover act, the purchasers shall make self-examination, specifying the adjustment of assets, personnel, businesses
and management of the listed company, and the normative operation of the company during the transition period, and whether there
are circumstances of impairing the interests of the listed company such as providing guaranty or loans to the purchasers and the
associated parties, etc. by the listed company.The board of directors of a listed company shall issue opinions expressly on the self-examination report of the purchasers, and engage
a certified accountant firm, which has the qualifications of practicing securities business, or financial counselors to make special
examination on the business status of the listed company during the transition period, and issue opinions on the comparison of the
outstanding achievements of the company before and after the transfer of actual controlling right, whether the purchasers have failed
to pay off the debts owed to the company, or failed to rescind the guaranty provided by the company or other circumstances of impairing
the interests of the company; in case of any of the above-mentioned circumstances, the board of directors of the listed company shall
take effective measures to protect the interests of the listed company.The self-examination report of the purchasers and the opinions of the board of directors shall be publicized and submitted to the
detached offices of China Securities Regulatory Commission at the place where the listed company is located.
III.Where any act of transfer of the actual controlling right of a listed company by the controlling shareholders in violation of legal
procedures occurs before the promulgation of this Notice, it shall be corrected within 6 months after the promulgation of this Notice.
If the takeover of the listed company is to be carried on continually by agreement, it shall be regulated in accordance with the
provisions of Article 2 of this Notice. If the board of directors has been re-elected, the directors of the listed company shall
earnestly perform their fiduciary duties, and handle the relevant proposals cautiously. And all the proposals of the board of directors
shall be regarded as special proposals and approved by over one third of the directors, and the independent directors shall issue
their opinions separately.Where a purchaser fails to reveal the Report on the Takeover of Listed Companies in accordance with the provisions of Takeover Regulations,
it shall make supplementary information disclosure within 2 months after the promulgation of this Notice, and elaborate on the purpose
of the takeover, the adjustment of the purchasers on the assets, businesses and personnel of the listed company, the follow-up plan,
and the handling of the formalities for share rights transfer, etc..After making correction or regulation according to the provisions of the present Notice, the purchasers and the board of directors
of the company taken over shall issue self-examination report and the check-up opinions by referring to the provisions of item (5),
Article 2 of this Notice, and submit them to the detached offices of China Securities Regulatory Commission at the place where the
listed company is located and publish them.
IV.Where the acts of transferring the actual controlling right of a listed company by the controlling shareholders violate legal procedures,
which have occurred before the promulgation of the present Notice, and which the controlling shareholders of the listed company and
the purchasers fail to rectify or regulate according to the present Notice, China Securities Regulatory Commission shall order them
to rectify pursuant to the Takeover Regulations and the relevant provisions of Document No.56 (2003) of China Securities Regulatory
Commission.
V.The provisions of the present Notice shall be applicable to the companies other than those which entrust the state-owned assets management
entities to manage the state-owned share rights of a listed company due to the authorized management implemented by the department
of state-owned assets management.
VI.The present Notice shall enter into force as of the date of its promulgation.



 
China Securities Regulatory Commission
2004-01-07

 







CIRCULAR OF THE STATE ADMINISTRATION OF TAXATION ON FURTHER STRENGTHENING THE TAX ADMINISTRATION OF FOREIGN CONTRACTORS

State Administration of Taxation

Circular of the State Administration of Taxation on Further Strengthening the Tax Administration of Foreign Contractors

GuoShuiFa [2004] No. 5

January 8, 2004

With a view to strengthening the tax administration of foreign enterprises and individuals (hereinafter referred to as Contractors)
that come to China to contract for the off-shore and overland external corporative petroleum (gas) field and maritime self-operating
petroleum (gas) field construction activities or to offer labor services (hereinafter referred to as Contract for Petroleum Construction
Activities or Offer Labor Services), and for ensuring the implementation of the tax law, in accordance with the Law of the People’s
Republic of China on the Administration of Tax Collection (hereinafter referred to as the Law on the Administration of Tax Collection)
and its Detailed Rules for the Implementation as well as Procedures of the People’s Republic of China for the Management of Invoice
(hereinafter referred to as the Invoice Management Measures) and its Detailed Rules for Implementation, the tax matters of contractors
are hereby noticed:

1.

Contractors that contract for petroleum construction activities or offer labor services in Chinese maritime space and overland shall
pay the tax for their acquisition of income in accordance with the Chinese tax law and other relevant provisions. Their employees’
individual income tax shall be withheld by Contractors.

2.

Contractors that come to China to contract for petroleum construction activities or offer labor services shall, within 30 days after
the receipt of a business license or sign a contract, go through taxation registration formalities with the competent tax authorities
and declare taxpaying according to the law. Contractors may handle the matters on declaration of taxpaying by themselves or by their
agent.

3.

The companies that contract petroleum construction activities or labor services to contractors (hereinafter referred to as the developer)
shall report the contractor’s names, the contracted project, project price, contract period, working place and the principal’s name,
address, telephone number and other related conditions to the competent tax authorities in writing within 15 days from the date they
sign the contract. For those who sign contracts frequently, the developer may apply to the competent tax authorities for a regular
gathering mass report. The developer used herein refers to the Chinese and foreign enterprises engaged in Chinese-foreign cooperative
oil exploration, production and those contracting with petroleum construction activities.

4.

Contractors shall write invoices printed under tax authorities’ supervision to the developer for their acquisition of income. The
offshore invoice must be exchanged with the competent tax authorities. The offshore invoice shall be attached to the back of the
invoice printed under tax authorities’ supervision and be handed to the developer as a document of settlement together. The developer
shall settle the account and disburse the contract payment against the invoice printed under tax authorities’ supervision handed
by the contractor.

5.

Where the contractors do not complete tax registration formalities according to the relevant provisions, the competent tax authorities
may check and ratify their tax payable in accordance with the relevant provisions of the Law on Management of Tax Collection and
its Detailed Rules for Implementation, and make the tax payable withheld by the offer parties when they disburse the contract payment

6.

Where the developer need to disburse foreign currency overseas, it shall submit tax paid certificate or exemption certificate issued
by the competent tax authorities to the administration of foreign exchange in accordance with the Circular of the State Administration
of Foreign Exchange, the State Administration of Taxation for the Matters of Purchase and Payment Exchange of Nontrade and Partial
Capital Items (GuoShuiFa No. 372 [1999]).

7.

Contractors who need to leave the country shall square the tax payable and overdue payment or furnish guaranty to the competent tax
authorities. Where they neither square the tax payable and overdue payment nor furnish guaranty, the competent tax authorities may
inform the Import and Export Authorities to hold them back from leaving.

8.

The present Circular shall enter into force as of the date of its promulgation. The Circular previously issued by the State Administration
of Taxation on Strengthening the Tax Management of Foreign Contractors of Cooperative Petroleum Field (GuoShuiFa No. 213 [1994])
shall be repealed simultaneously.



 
State Administration of Taxation
2004-01-08

 







CIRCULAR OF THE STATE ADMINISTRATION OF TAXATION ON PRINTING AND DISTRIBUTING THE FORM FOR THE DECLARATION OF INCOME TAX OF THE FOREIGN INVESTMENT ENTERPRISES AND FOREIGN ENTERPRISES

e02630

State Administration of Taxation

Circular of the State Administration of Taxation on Printing and Distributing the Form for the Declaration of Income Tax of the Foreign
Investment Enterprises and Foreign Enterprises

GuoShuiHan [2004] No. 54

January 12th, 2004

The administrations of state taxes of all provinces, autonomous regions, municipalities directly under the Central Government, and
cities under separate state planning, the Shenzhen Municipal Administration of Local Taxes, and Yangzhou Taxation Institute:

With a view to bringing the income tax return for foreign related enterprises in line with the new Enterprise Accounting System, and
being convenient for the foreign related enterprises to fill out, as well as reducing the cost for their observance of tax law, the
State Administration of Taxation has hereby made proper revision on the tax return, which is established on the basis of the old
enterprise accounting system after widely soliciting the opinions of both tax collectors and tax payers, and print and distribute
it to you the revised Income Tax Return for Enterprises with Foreign Investment and Foreign Enterprises (hereinafter referred to
as the New Tax Return), with the following Circular concerning the relevant issues:

I.

Foreign related enterprises shall begin to use the New Tax Return from the time when they make declarations on the balance of enterprise
income taxes of the year 2003, and the Circular of the State Administration of Taxation on Printing and Distributing the Newly Revised
Income Tax Return of Foreign Investment Enterprises and Foreign Enterprises (No.200 [2000] of the State Administration of Taxation)
shall be repealed simultaneously.

II.

The New Tax Return shall still be classified into two categories, namely Class A and Class B, according to their methods of levy.
Where a foreign related enterprise is subject to two kinds of taxation rates at the same time, and needs to fill out two sets of
Class A tax returns separately, it shall differentiate them by adding “-1″and “-2” separately after the 15 digits of tax file numbers;
if it needs to fill out Class A and Class B tax returns at the same time, it shall differentiate them by adding “￿￿A” and “￿￿B” after
the 15 digits of tax file numbers.

III.

The Tax Return for Settlement of Income of Enterprises with Foreign Investment and the Withholding Income Tax Returns as prescribed
in the Circular of the State Administration of Taxation on Printing and Distributing the Income Tax Return for Enterprises with Foreign
Investment and Foreign Enterprises (GuoShuiHan [1992] No. 215) will be used continually.

IV.

The New Tax Return shall be printed by the tax authorities of all provinces (including cities under separate State planning) in accordance
with the format of the form as formulated by the State General Administration of Taxation.

V.

All regions shall strengthen administration on the printing and distributing and use of the New Tax Return, and reflect in time the
issues existing in the enforcement as well as the opinions of the two parties of tax collectors and taxpayers to the State Administration
of Taxation (the International Taxation Department).

Annex:

I. Annual Income Tax Return for Enterprises with Foreign Investment and Foreign Enterprises (Class A) (Paper size: A3) (Omitted)

II. Quarterly Income Tax Return for Enterprises with Foreign Investment and Foreign Enterprises (Class A) (AA1) (Paper size: A3) (Omitted)

III. Annual Income Tax Return for Enterprises with Foreign Investment and Foreign Enterprises (Class B)(Paper size: A3) (Omitted)

IV. Quarterly Income Tax Return for Enterprises with Foreign Investment and Foreign Enterprises (Class B) (BB1) (Paper size: A3) (Omitted)



 
State Administration of Taxation
2004-01-12

 







REGULATION ON WORK SAFETY LICENSES

State Council

Decree of the State Council of the People’s Republic of China

No.397

The Regulation on Work Safety Licenses, which has been adopted at the 34th executive meeting of the State Council on January 7th 2004,
is hereby promulgated and shall come into force as of the day of promulgation.

Wen Jiabao, Premier of the State Council

January 13th, 2004

Regulation on Work Safety Licenses

Article 1

With a view to strictly regulating work safety conditions, further enhancing work safety supervision and administration, thus preventing
and reducing work accidents, this Regulation is hereby formulated in accordance with the Work Safety Law of the People’s Republic
of China.

Article 2

The State applies a work safety licensing system to enterprises engaged in mining, construction, and the production of dangerous chemicals,
fireworks and crackers, and blasting equipment for civil use (hereinafter referred to as enterprises).

No such enterprises may engage in production activities without work safety licenses.

Article 3

The department of work safety supervision and administration under the State Council shall be in charge of issuance and administration
of work safety licenses for enterprises subject to the central authority which are engaged in non-coal mining, and the production
of dangerous chemicals and fireworks and crackers.

The departments of work safety supervision and administration under the People’s Governments of the provinces, autonomous regions,
and municipalities directly under the Central Government, shall be in charge of the issuance and administration of work safety licenses
for enterprises outside the scope of the preceding paragraph which are engaged in non-coal mining, and the production of dangerous
chemicals and fireworks and crackers, and be subject to the guidance and supervision of the department of work safety supervision
and administration under the State Council.

The State authority over coal mine safety inspections shall be in charge of issuance and administration of work safety licenses for
coal mining enterprises which are subject to the management of the central authorities.

The authorities over coal mine safety inspections under the People’s Governments of the provinces, autonomous regions, and municipalities
directly under the Central Government, shall be in charge of the issuance and administration of work safety licenses for coal mining
enterprises outside the scope of the preceding paragraph, and be subject to the guidance and administration of the State authority
over coal mine safety inspections.

Article 4

The administrative department of construction under the State Council shall be in charge of issuance and administration of work safety
licenses for construction enterprises which are subject to the central authority.

The administrative departments of construction under the People’s Governments of provinces, autonomous regions, and municipalities
directly under the Central Government, shall be in charge of the issuance and administration of work safety licenses for construction
enterprises outside the scope of the preceding paragraph, and be subject to the guidance and supervision from the administrative
department of construction under the State Council.

Article 5

The administrative department of science, technology and industry for national defense under the State Council shall be in charge
of the issuance and administration of work safety licenses for enterprises engaged in the production of blasting equipment for civil
use.

Article 6

To obtain a work safety license, an enterprise shall satisfy the following work safety conditions:

(1)

Having established and improved the responsibility system for work safety, and formulated a whole set of work safety regulations and
operating rules;

(2)

Its investment in safety is up to work safety requirements;

(3)

Having set up administrative entities for work safety and installed full-time work safety administrative personnel;

(4)

The major person(s)-in-charge and work safety administrative personnel have passed the appraisal;

(5)

The special personnel have passed the appraisal conducted by the competent authority, and have obtained qualification certificates
for special operations;

(6)

The workers have gone through work safety education and training;

(7)

Having workers insured against work-related injuries in accordance with the law and having paid insurance premiums in this regard;

(8)

Its premises, worksites, safety facilities, equipment and technology are up to the requirements of the relevant work safety laws,
regulations, standards and rules;

(9)

Having preventive measures against occupation hazards and providing workers with labor protection articles which are up to the national
standards or standards of the industrial sector concerned;

(10)

Having conducted safety evaluation in accordance with the law;

(11)

Having measures for the testing, assessment and monitoring of sources of grave danger, as well as emergency plans thereabout;

(12)

Having emergency rescue plans for work accidents, and entities or personnel specialized in emergency rescue, and having necessary
emergency rescue materials and equipment; and

(13)

Satisfying other conditions as provided by laws and regulations.

Article 7

Before starting production, an enterprise shall apply for the work safety license to the department in charge of the issuance and
administration of work safety licenses according to the present Regulation, and provide the relevant documents and materials specified
in Article 6 of the present Regulation. The department in charge of the issuance and administration of work safety licenses shall
wrap up its review process within 45 days from the day of receipt of an application, and issue work safety licenses to those found
upon review to satisfy the work safety conditioned specified in the present Regulation. For those failing to satisfy the work safety
conditions as specified in the present Regulation, the said department shall deny their access to work safety licenses, and send
written notices to the applicants with reasons explained for such denial.

A coal mining enterprise shall, prior to its application for the coal production license, apply for the work safety license on a per
mine (pit) basis in accordance with the present Regulation.

Article 8

The work safety licenses shall be in uniform style as prescribed by the department of work safety supervision and administration under
the State Council.

Article 9

The valid period for a work safety license shall be three years. If a work safety license needs to be extended upon its expiration,
the enterprise shall go through the extension procedures three months prior to such expiration with the administrative department
from which the license is issued.

If an enterprise strictly abides by the relevant laws and regulations on work safety and is free of any deadly accident during the
valid period of its work safety license, such license will enjoy a review-free three-year extension upon its expiration, with the
consent of the administrative department from which the license is issued.

Article 10

The departments in charge of the issuance and administration of work safety licenses shall establish and improve the archiving administration
system for such licenses, and make regular release of information to the general public concerning the issuance of licenses to enterprises.

Article 11

The departments in charge of the issuance and administration of work safety licenses for coal mining enterprises, the departments
in charge of the issuance and administration of work safety licenses for construction enterprises, and the departments in charge
of the issuance and administration of work safety licenses for enterprises engaged in the production of blasting equipment for civil
use, shall make annual briefings to the same-level departments of work safety supervision and administration on information concerning
the issuance and administration of work safety licenses.

Article 12

The department of work safety supervision and administration under the State Council and the departments of work safety supervision
and administration under the peoples’ governments of provinces, autonomous regions, and municipalities directly under the Central
Government, shall conduct supervision over the issuance of work safety licenses to enterprises engaged in construction, the production
of blasting equipment for civil use, and coal mining.

Article 13

No enterprises may transfer, use under an assumed name, or use forged, work safety licenses.

Article 14

After obtaining a work safety license, an enterprise may not lower its work safety conditions, and shall improve its routine work
safety management and be subject to the supervision and inspection of the administrative department from which the license is issued.

The departments in charge of the issuance and administration of work safety licenses shall enhance its supervision over and inspection
of license receiving enterprises, and withdraw on a temporary basis or revoke the license upon finding of any failure to satisfy
the work safety conditions specified in the present Regulation.

Article 15

No personnel of the departments in charge of the issuance and administration of work safety licenses may extort or accept any property
from enterprises or seek any other illicit gains, during the issuance, administration, supervision or inspections of such licenses.

Article 16

The supervisory departments shall, according to the Administrative Supervision Law of the People’s Republic of China, conduct supervision
over the departments in charge of the issuance and administration of work safety licenses as well the personnel thereof, on their
performance of duties and responsibilities in accordance with the present Regulation.

Article 17

Every organization or individual is enpost_titled to report the acts in violation of the present Regulation to the relevant authorities
such as the departments in charge of the issuance and administration of work safety licenses or the supervisory departments.

Article 18

Any personnel of the departments in charge of the issuance and administration of work safety licenses who are involved in any of the
following acts may be given administrative sanction of demotion or removal from office; if a criminal offense is constituted, he
or she shall be subject to criminal liabilities.

(1)

Issuing work safety license(s) to enterprises failing to satisfy the work safety conditions specified in the present Regulation;

(2)

Making no statutory handling upon finding that any enterprise is engaged in production activities without work safety licenses;

(3)

Making no statutory handing upon finding that any license receiving enterprise fails to satisfy the work safety conditions specified
in the present Regulation;

(4)

Making no timely handling upon receipt of report on acts in violation of the present Regulation;

(5)

Extorting or accepting property from enterprises or seeking any other illicit gains during the issuance, administration, supervision
or inspections of work safety licenses.

Article 19

Those which, in violation of the present Regulation, are arbitrarily engaged in production without work safety licenses shall be ordered
to suspend production, and be subject to the confiscation of the illicit gains and a fine of 100,000 up to 500,000 RMB. If a criminal
offense is constituted in the wake of a serious accident or any other serious consequences, the offender shall be subject to criminal
liabilities.

Article 20

Those who, in violation of the present Regulation, continue production without going through the extension procedures upon expiration
of work safety licenses shall be ordered to suspend production and go through the remedial procedures within a limited period, and
be subject to the confiscation of the illicit gains and a fine of 50,000 up to 100,000 RMB. And those who continue production without
going through the remedial procedures within the limited period shall be subject to punishment in accordance with Article 10 of
the present Regulation.

Article 21

Those who, in violation of the present Regulation, transfer their work safety licenses shall be subject to confiscation of the illicit
gains, a fine of 100,000 up to 500,000 RMB and the revocation of such licenses; if a criminal offense is constituted, the offender
shall be subject to criminal liabilities; and the transfer recipient(s) shall be subject to punishment in accordance with Article
19 of the present Regulation.

Those who use, under an assumed name, or use forged work safety licenses shall be subject to punishment in accordance with Article
19 of the present Regulation.

Article 22

Enterprises which have already been engaged in production prior the implementation of the present Regulation shall, according to the
provisions of the present Regulation, apply for work safety licenses to the departments in charge of issuance and administration
of such licenses within one year from the day of the Regulation’s implementation. Those which fail to go through the application
for work safety licenses or to satisfy upon review the work safety conditions specified in the present Regulation, but nevertheless
continue production without such licenses, shall be subject to punishment in accordance with Article 19 of the present Regulation.

Article 23

The administrative punishment specified in the present Regulation shall be subject to the determination of the departments in charge
of the issuance and administration of work safety licenses.

Article 24

The present Regulation shall come into force as of the day of promulgation.



 
State Council
2004-01-13

 







THE INTERIM PROVISIONS CONCERNING ESTABLISHMENT OF MEETING AND EXHIBITION COMPANY ON FOREIGN BUSINESSMAN INVESTMENT

Ministry of commerce

Decree of Ministry of commerce of people’s Republic of China

No. 1

The interim provisions concerning establishment of meeting and exhibition Company on foreign businessman investment were reviewed
and adopted at the first Ministry Affairs Session of the Ministry of commerce of People’s Republic of China, promulgated now and
effective 30 days after the date of promulgation.

Lu Fu Yuan, Minister of Ministry of commerce

January 13, 2004

The interim provisions concerning establishment of meeting and exhibition Company on foreign businessman investment

Article 1

This provisions were formulated for the purpose of encouraging foreign company, enterprises and other economic organization to establish
meeting and exhibition Company on foreign businessman investment, hold foreign economy and technology exhibition and meeting in accordance
with law of the people’s Republic of China on Chinese-foreign equity joint ventures, law of the people’s Republic of China on Chinese-Foreign
Contractual Joint Ventures, law of the people’s Republic of China on foreign-capital enterprises and relate law and regulations

Article 2

The state encourages to introduce advanced special technology internationally on organizing meeting, exhibition and specialty exchange
to establish meeting and exhibition company on foreign businessman investment, to promote exhibition business of the state to develop,
to gain great social and economic efficient. The proper business activity within the territory of China and legitimate rights and
interests of meeting and exhibition Company on foreign businessman investment shall receive the protection of Chinese law.

Article 3

Ministry of commerce of People’s Republic of China (hereafter referred to as Ministry of commerce) and departments of commercial affairs
with its authorization are organs in charge of inspection, approval and administration of meeting and exhibition Company on foreign
businessman investment.

Article 4

meeting and exhibition Company on foreign businessman investment with its establishment upon approval may operate these businesses
as followed according to regulations:

(1)

To host and undertake various exhibition and meeting on economy and technology within the territory of china

(2)

To hold meetings outside the territory of china

For holding meeting and exhibition outside the territory of china, if there are other stipulations, it shall be followed.

Article 5

the foreign investor may, in accordance with the provisions, establish meeting and exhibition Company on foreign businessman investment
either in the foreign-invested form within the territory of china or in the form of equity joint and Contractual Joint with the company,
enterprises and other economic organization (hereafter referred as Chinese investor) in accordance with the principle of equality,
mutual benefit.

Article 6

the foreign investor applying for establishment of meeting and exhibition Company on foreign businessman investment shall request
the r experiences and achievements that it have ever host ed the international fair, specialty exhibition and international meeting.

Article 7

where the applicant applies for meeting and exhibition Company on foreign businessman investment, it shall submit the followed files
to the commercial affairs department in charge at provincial level of the company’s domicile.

(1)

The application for establishment of meeting and exhibition Company on foreign businessman investment signed by the investor

(2)

The contract and constitution of meeting and exhibition Company on foreign businessman investment signed by the investor (the constitution
is only requested if establishing the meeting and exhibition Company on foreign businessman investment in the form of exclusive investment)

(3)

The registration certificate of investor (copy document), the certificate of legal preventative (copy document), the delegation certificate
of member of board of director and the credit certificate of bank.

(4)

The notice of pre-check and approval for name to establish the meeting and exhibition Company on foreign businessman investment issued
by the administrations for industry and commerce (copy document), and

(5)

The certificate that the foreign investor have ever hosted he international fair, specialty exhibition and international meeting.

Article 8

the commercial affairs department in charge at provincial level shall determine to make approval or not within the 30 days from the
date of receiving the whole documents prescribed as article 7 of this provision. If determining to make approval, it shall issue
the certificate for the foreign-invested company; if not determining to make approval, it shall demonstrate the cause and apprise
the applicant of the right of application for administrative review in accordance with law and bring a administrative suit.

Article 9

the applicant shall, within a month after the date of receiving the certificate for the foreign-invested company issued, apply to
administration for industry and commerce for making registration in accordance with related regulations of the state.

Article 10

where the meeting and exhibition Company on foreign businessman investment apply for hosting exhibition on economy and technology
in china, it shall take action in accordance with relate regulations of the state.

The administrative regulations as far as the meeting and exhibition Company on foreign businessman investment in china invites to
attend the international economic and trade exhibition held outside the territory of china or hold the said exhibition outside territory
of china shall be e old the said exhibition outside the territory of china stipulated separately.

Article 11

where the meeting and exhibition Company on foreign businessman investment alter the Chinese and foreign investor, alter the shares
and alter the branches, after reporting commercial affairs departments in charge at provincial level for approval, it shall complete
the registration formalities of business license in administration for industry and commerce in accordance with the provisions

Article 12

the meeting and exhibition Company on foreign businessman investment shall, while importing the exhibits, handle import procedure
and make administration and supervision in accordance with related supervisory and administrative provisions for imported exhibits.

Article 13

where the company, enterprise and other economic organizations of the Hong Kong Special Administrative Region, the Macao Special Administrative
Region, Taiwan establish the said company in the mainland, it shall implement by reference to this provisions.

Article 14

the provisions shall be interpreted by Department of Commerce.

Article 15

the provisions shall come into force as of 30 days after issue.



 
Ministry of commerce
2004-01-13

 







MEASURES FOR THE ADMINISTRATION OF FOREIGN INSURANCE INSTITUTIONS’ REPRESENTATIVE OFFICES IN CHINA

e02881,e012202004011520040301China Insurance Regulatory Commissionepdf/e03340.pdfJforeign insurance institutions, representative offices in China, application, establishment, supervision and administratione03340Measures for the Administration of Foreign Insurance Institutions’ Representative Offices in ChinaBaoJianHuiLing [2004] No. 1January 15th, 2004Chapter I General ProvisionsArticle 1 With a view to strengthening the administration of foreign insurance institutions’ representative offices in China (hereinafter referred
to as “representative offices”), and meeting the needs for the opening of China’s insurance market to the outside world, the present
Measures are formulated in accordance with the “Insurance Law of the People’s Republic of China”.
Article 2 Foreign insurance institutions mentioned in the present Measures refer to the insurance companies, reinsurance companies, insurance
intermediary institutions, insurance associations and other insurance organizations, which are registered outside the territory of
China.Representative offices mentioned in the present Measures refer to the representative offices and general representative offices established
by foreign insurance institutions inside the territory of China upon approval, engaging in liaison, market investigations and/or
other similar non-business activities.The chief representative mentioned in the present Measures refers to the principal responsible person of a representative office;
the general representative mentioned in the present Measures refers to the principal responsible person of a general representative
office.
Article 3 The representative offices must abide by the laws and regulations of China and the relevant provisions of China Insurance Regulatory
Commission (hereinafter referred to as CIRC).The legal rights and interests of the representative offices are under the protection of China law.
Article 4 CIRC shall, in accordance with the law and upon authorization of the State Council, perform its supervisory duties towards representative
offices.The dispatched offices of CIRC shall, within the scope of authorization of CIRC, conduct daily supervision on the representative offices
within their respective jurisdictions on behalf of CIRC.
Chapter II Application and EstablishmentArticle 5 A foreign insurance institution that applies for establishing a representative office (hereinafter referred to as the “applicant”)
shall meet the following conditions:
(1)It is in good business condition;(2)It has no records of major violation of laws or rules within 3 years prior to the application date;(3)Other prudential conditions prescribed by CIRC.Article 6 The formal application form for planned establishment of a representative office shall be provided by CIRC.Article 7 An applicant shall submit the following documents:(1)a formal application form;(2)an application letter to the chairman of CIRC, which is signed by the board chairman or general manager;(3)a photocopy of the business license or lawful certificate for opening the business or registration certificate, which was checked
and issued by the relevant competent authority of the country or region of the locality;
(4)the articles of association of the office, a name list of the board members, and a name list of the management staff or main partners;(5)the annual reports of the 3 years prior to the application date;(6)the opinions issued by the relevant competent authority of the country or region of the locality on the applicant’s establishment
of the representative office inside the territory of China, or a recommendation letter issued by the industrial association of the
involved industry. The opinions or recommendation letter shall state the records of penalties imposed upon the applicant during the
3 years prior to their/its issuance;
(7)a power of attorney to the chief representative, which is signed by the board chairman or general manager;(8)the resume and other relevant certificates of the chief representative to be appointed; and(9)other documents prescribed by CIRC.The photocopies of the “business license”, “lawful certificate for opening the business” and “registration certificate” must be notarized
by a public notary institution lawfully established in the country or region of the applicant’s locality, or be authenticated by
the Chinese embassy or consulate accredited to that country.
Article 8 An applicant shall submit the application documents to CIRC. CIRC shall handle the applications for the planned establishment of representative
offices separately in light of the following circumstances:
(1)If there is any error in the application documents that may be corrected on the spot, it shall permit the applicant to correct such
error on the spot;
(2)If the application documents are not complete or are not in statutory form, it shall, either on the spot or within 5 days, inform
the applicant once for all of all the contents to be supplemented, or else it shall be regarded as having accepted the application
as of the date of receiving the application documents;
(3)If the application documents are complete and in statutory form, or the applicant has submitted all the supplemented application documents
as required, it shall accept the application.Whether CIRC accepts an application or not, it shall issue a written document bearing a special seal and with the date indicated on
it.
Article 9 CIRC shall make a decision on whether to grant the approval within 20 days as of accepting an application. If it is unable to make
such a decision within 20 days, the period may be extended for 10 days upon approval of the chairman of CIRC, and CIRC shall inform
the applicant of the reason for extension of the period.CIRC shall issue an approval certificate, if it decides to grant the approval; if not, it shall state the reason in writing.
Article 10 A representative office shall, after obtaining the approval certificate, make industrial and commercial registration in accordance
with the relevant provisions.A representative office shall move into a fixed office site within 3 months as of obtaining the approval certificate; if it fails
to move into a fixed office site within 3 months, the original approval certificate shall be automatically invalidated.
Article 11 A foreign insurance institution that has established 2 or more representative offices inside the territory of China may file an application
to CIRC for designating one of representative offices as the general representative office.
Article 12 A foreign insurance institution that applies for designating a general representative office shall submit an application letter written
to the chairman of CIRC, which is signed by the board chairman or general manager.The procedures for the establishment of a general representative office shall be the same as those of a representative office.
Chapter III Supervision and AdministrationArticle 13 The name of a representative office shall be composed of the following contents in sequence: “name of the foreign insurance institution”,
“name of the city of the locality” and “representative office”; the name of a general representative office shall be composed of
the following contents in sequence: “name of the foreign insurance institution” and “general representative office in China”.
Article 14 Except the principal responsible person, the main employees of a representative office shall be addressed as “representatives” or
“deputy representatives”.
Article 15 The employees of a representative office shall abide by the laws and regulations of China, have good virtues and behaviors, and have
no evil records.
Article 16 A general representative shall have no less than 8 years of work experience, and an educational qualification of specialized college
or above; a chief representative shall have no less than 5 years of work experience, and an educational qualification of specialized
college or above.Where a general representative or chief representative does not have an educational qualification of specialized college or above,
he/she shall have no less than 10 years of work experience with the insurance industry.
Article 17 There shall be no more than 3 foreign employees in each representative office.Article 18 No representative office or its employees shall conclude any agreement or contract with any legal person or natural person, which
might bring income to the representative office or to the foreign insurance institution it represents. Nor shall they take part in
any business activities.
Article 19 A representative office shall have its independent and fixed office site and full-time employees.Article 20 A general representative or chief representative shall not hold offices concurrently in 2 or more representative offices; nor shall
he/she hold an office in any business institution inside the territory of China.
Article 21 A general representative or chief representative shall be permanently stationed in the representative office to preside over the daily
work. If he/she is to be absent from the representative office for more than 1 month running, he/she shall designate a special person
to perform the duties on his behalf, and report to the local office dispatched by CIRC in writing.
Article 22 A representative office shall, by the end of February in each year, submit a work report of the last year in duplicates to the local
office dispatched by CIRC, and the said dispatched office shall transfer it to CIRC.The work report shall be filled out in line with the format prescribed by CIRC.
Article 23 A representative office shall, within 6 months after the end of each accounting year of the foreign insurance institution it represents,
submit the foreign insurance institution’s annual report of the last year respectively to CIRC and the local office dispatched by
CIRC.
Article 24 Where the foreign insurance institution represented by a representative office is under any of the following circumstances, the representative
office shall, within 10 days as of the occurrence of the event, submit a written report to CIRC, and meanwhile send a copy to the
local office dispatched by CIRC:
(1)The company’s articles of association, registered capital or registered address is modified;(2)The foreign insurance institution is divided or merged or its principal responsible person is changed;(3)The foreign insurance institution is operating at a heavy loss;(4)The foreign insurance institution is penalized due to violation of laws or rules;(5)The relevant competent authority of the country or region where the foreign insurance institution is located takes major supervisory
measures against the said institution; or
(6)Other events that heavily impact the foreign insurance institution’s business.Article 25 Where a representative office changes its general representative or chief representative, it shall apply to CIRC, and submit the following
documents:
(1)an application letter to the chairman of CIRC, which is signed by the board chairman or general manager of the foreign insurance institution
it represents;
(2)a power of attorney of the general representative or chief representative to be appointed, which is signed by the board chairman or
general manager of the foreign insurance institution it represents; and
(3)the certificates of identity and academic qualification as well as the resume of the general representative or chief representative
to be appointed.
Article 26 Where a representative office is to be cancelled, it shall apply to CIRC, and submit an application letter written to the chairman
of CIRC, which is signed by the board chairman or general manager of the foreign insurance institution it represents.
Article 27 Where a representative office intends to change its name, it shall apply to CIRC, and submit an application letter written to the
chairman of CIRC, which is signed by the board chairman or general manager of the foreign insurance institution it represents, and
also submit the relevant certificates on the change of its name.
Article 28 Where a representative office is under any of the circumstances prescribed in Articles 25 through 27 of the present Measures and files
an application to CIRC, CIRC shall make a decision on whether to grant the approval within 20 days as of receiving the complete application
documents.CIRC shall issue an approval certificate if it decides to grant the approval; if not, it shall state the reason in writing.
Article 29 A representative office may only change its office address within the jurisdiction of the city where it is located.A representative office shall, within 5 days as of the date when its office address is changed, report to the local office dispatched
by CIRC, and submit the telephone and fax numbers of the new office address.
Article 30 Where a representative office changes, increases or reduces its representatives, deputy representatives or foreign employees, it shall,
within 5 days as of the date when the persons are changed, increased or reduced, report to the local office dispatched by CIRC, and
submit the certificates of identity and academic qualification as well as the resumes of the appointed staff.
Article 31 Where a representative office is changed into a general representative office upon approval, the original representative office shall
be cancelled automatically, and the general representative office shall go through the formalities for industrial and commercial
cancellation of the representative office within 1 month as of the date when CIRC approves the change.
Article 32 Where, after the representative office of a foreign insurance institution is cancelled, the general representative office is the only
representative office in China, it shall change itself from general representative office into representative office.The general representative office shall file an application for change to CIRC, and submit an application letter signed by the board
chairman or general manager of the foreign insurance institution it represents. CIRC shall make a decision on whether to grant the
approval within 20 days as of accepting the application letter. CIRC shall issue the approval certificate if it decides to grant
the approval; if not, it shall state the reason in writing.Where a general representative office is changed into a representative office upon approval, the general representative office shall
be cancelled automatically, and the representative office shall, within 1 month as of the date when CIRC approves the change, go
through the formalities for industrial and commercial cancellation of the general representative office.
Article 33 Where, after a representative office is cancelled, the foreign insurance institution it represented still has a general representative
office, the said general representative office shall be responsible for the unfinished affairs. If there is no general representative
office, other representative offices of the foreign insurance institution it represented shall be responsible for the unfinished
affairs. If all the representative offices of the foreign insurance institution it represented have been cancelled, the foreign insurance
institution it represented shall be responsible for the unfinished affairs.
Article 34 CIRC and its dispatched offices shall carry out daily and annual inspections on the representative offices in accordance with the
law.The contents of daily and annual inspections include:
(1)Whether the formalities for the changes in a representative office are complete;(2)Whether the contents of all application documents conform to the actual circumstances;(3)Whether the formalities for appointment or change of the employees in a representative office are complete;(4)Whether any representative office engages in business activities; and(5)Other particulars that CIRC and its dispatched offices consider necessary to be inspected.Chapter IV Legal LiabilitiesArticle 35 Any representative office established without approval by violating the present Measures shall be banned by CIRC in accordance with
the law.
Article 36 Whoever violates the present Measures to engage in insurance business activities shall be penalized by CIRC in accordance with the
relevant laws and regulations. Whoever engages in any business activities other than insurance shall be imposed upon a warning by
CIRC, and be imposed upon a fine of not more than 30,000 Yuan, if the circumstance is serious.
Article 37 Whoever fails to submit the report or documents required by Articles 22 through 24 of the present Measures shall be given a warning
by the local office dispatched by CIRC, and be ordered to make a correction.
Article 38 The employees of a representative office who are directly liable for the violation of the present Measures shall be given a warning
by CIRC in light of the circumstance, and shall be imposed upon a fine of not more than 5,000 Yuan separately or jointly.
Article 39 Where a representative office provides any false information or conceals any important fact, it shall be given a warning.Article 40 Whichever office violates other provisions in the present Measures shall be ordered to make a correction; or shall be given a warning,
if it fails to make a correction within the required time.
Chapter V Supplementary ProvisionsArticle 41 The present Measures shall be referred to, if the insurance institutions from Hong Kong, Macao or Taiwan region are to establish representative
offices in the Mainland.
Article 42 The present Measures shall be referred to, if the foreign insurance institutions are to establish offices in China upon approval of
CIRC.
Article 43 Such phrases as “not less than”, “not more than” and “within” mentioned in the present Measures all include the given figure.Article 44 The relevant periods for approval and report as prescribed in the present Measures shall refer to the working days, and not include
holidays.
Article 45 The responsibility to interpret the present Measures shall remain with CIRC.Article 46 The present Measures shall come into force on March 1, 2004. The Measures for the Administration of Foreign-Funded Insurance Institutions’
Representative Offices in China promulgated by CIRC on November 26, 1999 shall be repealed simultaneously.



 
China Insurance Regulatory Commission
2004-01-15

 







CIRCULAR OF THE PEOPLE’S BANK OF CHINA CONCERNING THE RELATED MATTERS ON THE ADJUSTMENT OF THE INTER-BANK LENDING TERM FOR DEPOSIT FINANCIAL INSTITUTIONS

Circular of the People’s Bank of China concerning the Related Matters on the Adjustment of the Inter-Bank Lending Term for Deposit
Financial Institutions

Yin Fa [2006] No.322

Shanghai Head Office, each branch, business management department, central sub-branch of provincial capital cities of the People’s
Bank of China; the National Inter-Bank Lending Center; each exclusively state-owned commercial bank and joint stock commercial bank:

The People’s Bank of China decided to adjust the longest borrowing term for the deposit financial institutions engaging in inter-bank
lending business as of October 8, 2006. The related matters are hereby notified as follows:

1.

This adjustment shall be applicable to the financial institutions established within the territory of the People’s Republic of China
and absorb the general public deposits, such as the commercial banks, urban credit cooperatives and rural credit cooperatives, etc.

2.

The longest borrowing term for the deposit financial institutions shall be extended to 1 year, while the longest borrowing term of
the counterparty stipulated by the people’s bank may not be shorter than the lending term

3.

The National Inter-Bank Funding Center shall do well in preparing the related technologies.

4.

Each branch, business management department and central sub-branch of provincial capital cities of the People’s Bank of China shall
forward the present Circular to the urban commercial banks, rural commercial banks, urban credit cooperatives and rural cooperatives
within their respective jurisdictions.

The People’s Bank of China

September 11, 2006



 
The People’s Bank of China
2006-09-11

 







SUPPLEMENTARY PROVISIONS ON THE ADMINISTRATION OF FOREIGN INVESTMENT IN ROAD TRANSPORT SECTOR

Ministry of Communications, Ministry of Commerce

Decree of the Ministry of Communications and the Ministry of Commerce

No.12

Supplementary Provisions on the Administration of Foreign Investment in Road Transport Sector are hereby promulgated and shall be
implemented as of January 1st, 2004.

Zhang Chunxian, Minister of the Ministry of Communications

Lv Fuyuan, Minister of the Ministry of Commerce

December 31st, 2003

Supplementary Provisions on the Administration of Foreign Investment in Road Transport Sector

With a view to promoting the establishment of a closer economic partnership between Hong Kong, Macao and the Mainland of China, and
to encouraging Hong Kong service providers and Macao service providers to set up enterprises engaging in road services in the Mainland
of China, the following supplementary provisions are hereby promulgated with respect to the Provisions on the Administration of Foreign
Investment in the Road Transport Sector, and in accordance with the Mainland-Hong Kong Closer Economic and Trade Partnership Arrangement
and Mainland-Macao Closer Economic and Trade Partnership Arrangement approved by the State Council:

1.

As of January 1st, 2004, service providers from Hong Kong or Macao shall be allowed to set up solely funded enterprises to provide
road passenger transport services in the western areas of the Mainland of China.

2.

As of January 1st, 2004, service providers from Hong Kong or Macao shall be allowed to set up solely funded enterprises to provide
road cargo transport services in the Mainland of China.

3.

As of January 1st, 2004, service providers from Hong Kong or Macao shall be allowed to provide “non-stop” cargo transport services
from Hong Kong, Macao to the provinces, municipalities, and autonomous regions of the Mainland of China.

4.

To provide “non-stop” freight services in the Mainland of China, service providers from Hong Kong or Macao must set up solely-funded,
joint-venture or cooperative enterprises in the Mainland and must obtain the license for road transport.

5.

The “Hong Kong service providers” and “Macao service providers” as mentioned herein shall respectively meet the definition of “service
providers” and the relevant provisions in the Mainland-Hong Kong Closer Economic and Trade Partnership Arrangement and the Mainland-Macao
Closer Economic Partnership Arrangement.

6.

Except the above-mentioned clauses, other matters shall be implemented in accordance with the Provisions on the Administration of
Foreign Investment in the Road Transport Sector.

7.

The responsibility to interpret the present Supplementary Provisions shall remain with the Ministry of Communications and the Ministry
of Commerce.

8.

The present Supplementary Provisions shall be implemented as of January 1st, 2004.



 
Ministry of Communications, Ministry of Commerce
2003-12-31

 







DETAILED RULES FOR IMPLEMENTATION OF REGULATIONS OF THE PEOPLE’S REPUBLIC OF CHINA ON THE ADMINISTRATION OF INTERNATIONAL FREIGHT FORWARDING INDUSTRY

Ministry of Commerce

Circular of the Ministry of Commerce of the People’s Republic of China

No. 82

In accordance with the relevant procedure provisions of the Measures of the Ministry of Commerce for Drafting Laws and Administrative
Regulations and Formulating Rules and Normative Documents on the departmental rules and regulations’ formulation, after widely soliciting
opinions, the Ministry of Commerce of the People’s Republic of China has made a decision on modifying the Detailed Rules for Implementation
of the Regulation of the People’s Republic of China on the Administration of International Freight Forwarding Industry (for Trial
Implementation) (hereinafter referred to as Detailed Rules for Implementation).

The content of Article 6 of the former Detailed Rules for Implementation, namely, “The applicant of international freight forwarding
agency shall be entities in relation to import and export trade or of international freight forwarding and having stable supply of
goods. The investor in conformity with the above-mentioned requirements shall hold majority shares in the application projection.”,
shall be modified as: “The shareholders of international freight forwarder may comprise enterprise legal persons, natural persons
or other economic organizations. The big shareholder shall be enterprise legal person in relation to import and export trade or international
freight forwarding and having stable supply of goods, and shall account for the majority shares in the international freight forwarder.
No shareholders other than the enterprise legal person may account for majority shares in international freight forwarder.” In addition,
“Ministry of Foreign Trade and Economic Cooperation” and “Ministry of Foreign Economy and Trade” shall be modified as ” Ministry
of Commerce”; “the competent administrations of foreign trade and economy” in the former articles shall be modified as “competent
administrations of commerce”; and “local competent administrations of foreign trade and economy” shall be modified as “local competent
administrations of commerce”.

Detailed Rules for Implementation of Regulations of the People’s Republic of China on the Administration of International Freight
Forwarding Industry are hereby promulgated anew after the modification and shall be implemented as of the promulgation.

Ministry of Commerce of the People’s Republic of China

January 1st, 2004

Detailed Rules for Implementation of Regulations of the People’s Republic of China on the Administration of International Freight
Forwarding Industry

Chapter I General Provisions

Article 1

With a view to maintaining the order of international freight forwarding market, strengthening supervision over the international
freight forwarding industry, and promoting the healthy development of the international forwarding industry of our country, the present
Detailed Rules are hereby formulated in accordance with the Regulations of the People’s Republic of China on the Administration of
the International Freight Forwarding Industry (hereinafter referred to as the Regulations) as promulgated by the former Ministry
of Foreign Trade and Economic Cooperation upon approval of the State Council on June 29, 1995.

Article 2

An international freight forwarding enterprise (hereinafter referred to as the international freight forwarder) may act as an agent
of the consignee or the consignor of import and export cargo, or as an independent operator engaging in international freight forwarding
operations.

The international freight forwarding operations of an international freight forwarder as an agent refer to the activities whereby,
entrusted by the consignee or consignor of import and export cargo or their agents, it handles related operations in the name of
its clients or its own, and collects agent fees or commissions.

The international freight forwarding operations of an international freight forwarder as an independent operator refer to the activities
whereby it accepts the entrustment of the consignee, consignor of import and export cargo or their agents, signs and issues transport
documents, performs transport contracts and collects transport fees and service charges.

Article 3

The name and logo of an international freight forwarder shall comply with the relevant provisions of the State and with its business
operations, and be able to demonstrate the characteristics of the industry. Its name shall contain such relevant words as “freight
forwarding”, “transport services”, “container transport” and “logistics”, etc.

Article 4

The “scope of authorization” as prescribed in paragraph 2, Article 4 of the Regulations refers to, with the authorization of the
Ministry of Commerce, the competent departments of commerce of the People’s Government of a province, an autonomous region, a municipality
directly under the central government, or a city directly under State planning are responsible for the supervision over and administration
of the international freight forwarding industry in their respective jurisdictions (The Ministry of Commerce and the competent local
departments of commerce are hereinafter jointly called the competent departments in charge of the trade sector), Such a scope of
authorization shall cover: preliminary examination on the application of an enterprise for engaging in an international freight forwarding
project, the annual examination and license-change examination on international freight forwarders, business statistics, training
of professionals, guidance of local trade associations in carrying out work as well as working with relevant local administrative
departments in standardizing the operational behaviors of freight forwarders and rectifying the operational order of the freight
forwarding market.

The international freight forwarding subsidiaries, branches and non-commercial executive offices set up by enterprises directly under
the departments of the State Council or by enterprises from other localities in a city directly under State planning (excluding special
economic zones), shall, in pursuance of the scope of authorization as prescribed in the preceding paragraph, accept the supervision
and administration from provincial competent departments of commerce.

No other entity may engage in the examination, approval or administration of the international freight forwarding industry without
authorization from the Ministry of Commerce.

Article 5

The Ministry of Commerce shall be responsible for carrying out professional training on employees of international freight forwarders
and making an examination of the qualifications of the training institutions. No entity without approval may engage in the qualification
training of employees of international freight forwarders. The conditions for the establishment of training institutions and their
training contents and teaching materials shall be separately prescribed by the Ministry of Commerce.

Professionals engaged in international freight forwarding operations shall accept the training as prescribed in the preceding paragraph.
Upon passing the examinations, they shall obtain qualification certificates of international freight forwarding.

Chapter II Conditions for Establishment

Article 6

The applicants for establishing international freight forwarders shall be an enterprise legal person, a natural person or other economic
organizations, of which the big shareholder shall be an enterprise legal person in relation to import and export trade or international
freight transportation and have stable supply of cargo, and shall account for the majority shares in the international freight forwarders.
No shareholders except the enterprise legal person may account for majority shares in the international freight forwarders.

Article 7

An international freight forwarder shall possess the enterprise legal person qualification of the People’s Republic of China according
to law. The enterprise’s organizational form shall be a limited liability company or a joint-stock company. Any entity with administrative
monopoly powers shall be prohibited from applying for investing and dealing in international freight forwarding business. Carriers
and other enterprises, which may entail unfair competition to the international freight forwarding industry, shall not file an application
for dealing in international freight forwarding operations.

Article 8

The operational conditions as prescribed in Article 7 of the Regulations shall include:

1.

Having at least five professionals who have been dealing in international freight forwarding operations for over three years and whose
qualifications have been certified by their previous employers; or, they have obtained the qualification certificates issued by the
Ministry of Commerce according to Article 5 of the present Detailed Rules;

2.

Having a fixed place of business, and property rights certificates shall be presented in the case of self-owned housing and sites;
and tenancy contracts shall be presented in the case of leased housing and sites;

3.

Having necessary operational facilities, including a certain amount of telephones, fax machines, computers, short-distance transport
tools, loading and unloading equipment, packaging equipment etc.; and

4.

Having a stable supply of import and export cargo, which means that the amount of import and export cargo in the present area is relatively
larger, that the freight forwarding industry has the conditions and potentials for further development, and that the applying enterprise
can get a sufficient supply of cargo.

Article 9

In case multimode transport business is included in the scope of business of international freight forwarding operations as applied
for by an enterprise, the following conditions shall also be met with in addition to meeting with the conditions as prescribed in
Article 7 of the Regulations and in Articles 6, 7 and 8 of the present Detailed Rules:

1.

Having been engaging in the relevant operations as listed in Article 32 of this Detailed Rules for over three years;

2.

Having corresponding domestic and overseas agent networks; and

3.

Having international freight forwarding bills of lading, which are registered and put on records at the Ministry of Commerce.

Article 10

An international freight forwarder shall, when applying for establishing each subsidiary, increase its registered capital by RMB 500,000
Yuan accordingly. If the enterprise’s registered capital has exceeded the minimum amount as prescribed in the Regulations (RMB 5
million Yuan for sea transport, RMB 3 million Yuan for air transport and RMB 2 million Yuan for land transport and express delivery),
the excess amount can be used as the capital increased for establishing the subsidiary.

Article 11

The “branch organs” as mentioned in the Regulations and the present Detailed Rules refer to the branch companies.

Chapter III Procedures for Examination and Registration

Article 12

To deal in international freight forwarding operations, it is imperative to obtain the International Freight Forwarder Approval Certificate
of the People’s Republic of China (hereinafter referred to as the Approval Certificate) issued by the Ministry of Commerce.

The entity applying for dealing in international freight forwarding operations shall submit the following documentation:

1.

The application, specifying the name of the investors, explanations to the application qualification and the application project;

2.

The feasibility study report, specifying basic information, qualification statement, current conditions, market analysis, business
forecasts, establishment program, economic budget and development budget, etc.;

3.

Enterprise legal person business licenses (Photostat copies) of the investors;

4.

The resolutions of the board of directors, the shareholders meeting or the general assembly of shareholders;

5.

The Articles of Association (or draft) of the enterprises;

6.

Information of major professionals (inclusive of educational experience, majors of study, work experiences, qualification certificates);

7.

The credit standing certificates (capital verification reports of all the investors issued by accountant firms);

8.

The agreement of capital contribution of investors;

9.

The resume of the legal representative;

10.

The format of the international freight forwarding bill of lading (transport document);

11.

The letter of advance approval of enterprise name (Photocopy, issued by the administrative departments for industry and commerce);

12.

The international freight forwarder application form I (Attachment Form I); and

13.

Transaction clauses.

With the exception of Items (3) and (11), the above-mentioned documents shall all be submitted in their original texts and annexed
with official seals.

Article 13

The competent departments in charge of the trade sector shall make an examination of application projects, which shall include:

1.

The necessity of establishing the project;

2.

The authenticity and integrality of the application documents;

3.

The qualifications of the applicants;

4.

The credit standing of the applicants; and

5.

The qualifications of the professionals.

Article 14

The competent local departments of commerce shall, after making examinations on the application projects, report to the Ministry of
Commerce the preliminary opinions (including the scope and areas of business, and the proportion of capital contributions of investors
as suggested for approval, etc.) and all the application documents according to the time as prescribed in paragraph 1 of Article
11 of the Regulations for examination and approval.

Article 15

In any of the following circumstances, the Ministry of Commerce shall reject the application and explain the reasons:

1.

The documentation is incomplete;

2.

The submission procedure is inconformity with the requirements; or

3.

The Ministry of Commerce has circulated a notice, suspending the acceptance of applications for dealing in international freight forwarding
operations.

Article 16

In any of the following circumstances, the Ministry of Commerce shall give a reply of disapproval upon investigation and verification:

1.

The applicant is not qualified for dealing in international freight forwarding operations;

2.

The applicant has been engaging in illegal forwarding operational activities within 5 years from the date of submission, and has been
imposed a penalty by the administrative departments of the State;

3.

The applicant purposely disguises or gives false information on submission information; or

4.

Other conditions inconformity with the relevant principles of Article 5 of the Regulations.

Article 17

An applicant shall, upon receiving the official reply of approval from the Ministry of Commerce, within 60 days from the date of receiving
the reply, take the revised Articles of Association (original copy) of the enterprise, go to the Ministry of Commerce and obtain
the approval certificate upon the strength of the introductory letter of the competent local departments of commerce.

Article 18

An enterprise may apply for expansion of its business scope and areas one year after its establishment and dealing in international
freight forwarding operations. The competent local departments of commerce shall, upon examination, report to the Ministry of Commerce
for approval in accordance with the procedures as prescribed in Article 11 of the Regulations.

An enterprise may, one year after its establishment and dealing in international freight forwarding operations, and on the condition
of having built up a certain business scale, apply for establishing subsidiaries or branches. The enterprise shall present the opinions
of the competent local departments of commerce of the place where the enterprise is located (in case of Beijing-based enterprises
directly under the departments of the State Council, the letter of opinion solicitation from the Ministry of Commerce), file an application
with the local departments in charge of business affairs of the place (excluding cities directly under State planning) where the
branches or subsidiaries are to be located; in case of a city directly under State planning, the application shall be submitted to
the Ministry of Commerce for approval in accordance with the provisions of Article 14 of the present Detailed Rules. The business
scope of the branches or subsidiaries shall not go beyond that of its parent company or head office.

When setting up a non-commercial executive office, an international freight forwarder shall make submission to and put on the archival
files at the competent local department in charge of the trade sector at the place where the executive office is located and accept
administration.

Article 19

Where an enterprise files an application in accordance with paragraphs 1 and 2 of Article 18 of the present Detailed Rules, it shall
submit the following documents in addition to the relevant documentations as prescribed in Article 12 of the present Detailed Rules:

1.

The original official reply on international freight forwarding operations (Photocopy);

2.

The approval certificate (Photostat copy);

3.

The business license (Photostat copy);

4.

The Form II for the Application of International Freight Forwarders (Attachment Form II, Attachment Form I is for the establishment
of subsidiaries);

5.

The operational situation report (inclusive of network construction);

6.

The resumes of the legal representatives of subsidiaries or the executives of the branches; and

7.

Registration form for annual examination of the previous year.

Article 20

Where an enterprise applies for establishing a subsidiary, the applicant shall, upon receipt of the affirmative reply and within ninety
days as of the date of the reply, present a legally valid capital verification report as well as the revised Articles of Association
(the original copy) of the enterprise after the head office has expanded the registered capital according to the provisions of Article
10 of the present Detailed Rules and go to the Ministry of Commerce to obtain the approval certificate upon the strength of the
introductory letter from competent local departments of commerce at the place where the branches are to be located.

Article 21

In case an applicant fails to go through formalities for obtaining the certificate within a prescribed time limit, or fails to start
business operation without justifiable reasons 180 days beyond the date of obtaining approval certificate, his qualification of dealing
in international freight forwarding operations will be invalidated automatically unless otherwise his application for extension has
been approved.

Article 22

The Ministry of Commerce may, on the basis of the development and overall arrangement of international freight forwarding industry,
decide to suspend accepting the application for dealing in international freight forwarding operations within a period of time or
take restrictive measures.

The Ministry of Commerce shall make announcement on the decisions made in pursuance of the preceding provisions.

Article 23

In case of any change with an international freight forwarder as follows, it shall report to the Ministry of Commerce for examination
and approval, and obtain a new approval certificate:

1.

Name of the enterprise;

2.

Type of the enterprise;

3.

Equity relationship;

4.

Decrease of the registered capital;

5.

Business scope; or

6.

Business areas.

In case of any of the following changes, it shall directly obtain another approval certificate after reporting and filing a record
with the Ministry of Commerce.

1.

Mailing address or place of business;

2.

Legal representatives;

3.

Increase of the registered capital; or

4.

Department directly subordinated.

Article 24

An international freight forwarder shall go though registration formalities upon strength of the approval certificate at the administrative
department for industry and commerce and customs.

No entity may, without obtaining the approval certificate, use the “international freight forwarding operation” or other wordings
identical or similar to the meaning thereof in its business license for industry and commerce.

Chapter IV Annual Examination and Change of Certificates

Article 25

The Ministry of Commerce shall implement a system of annual examination and change of certificates on international freight forwarders.

Article 26

The Ministry of Commerce shall be responsible for the annual examination on Beijing-based enterprises directly under the departments
of the State Council, and for the change of certificates of the international freight forwarders all over the country. The competent
local departments of commerce shall be responsible for the annual examination on the international freight forwarders within their
own districts (including the subsidiaries and branches established by enterprises directly under the departments of the State Council
and by enterprises from other localities).

Article 27

An international freight forwarder shall submit the annual examination registration form (Attachment III), capital verification report
and business license (Photocopy) to the competent local department of commerce (Beijing-based enterprises directly under the departments
of the State Council shall submit directly to the Ministry of Commerce) at the place where it is located before the end of March
each year and apply for annual examination.

The annual examination focuses on the examination of the management of the enterprises, and their compliance and implementation of
the Regulations and other relevant laws, regulations and rules. After the enterprises have passed the annual examination, the department
in charge of the trade sector shall add the seal of “passing the annual examination” to their approval certificates.

Article 28

The period of validity of the approval certificate is 3 years.

An enterprise shall, 60 days before the expiry of the period of validity of the approval certificate, file an application with the
competent local department of commerce for changing the certificate, in which process, the enterprise shall submit the following
documentation:

1.

The registration form of certificate change application (Attachment Form IV);

2.

The approval certificate (Original copy); and

3.

The business license (Photocopy).

Article 29

In case an enterprise has passed the annual examination for three consecutive years, the competent local department of commerce shall
submit to the Ministry of Commerce the approval certificate 30 days before the expiration of its period of validity, and apply for
a new approval certificate.

Article 30

When an international freight forwarder applies for changing its certificate, the competent department in charge of the trade sector
shall make an examination of its operational qualification and situation and shall refuse to grant a new approval certificate in
any of the following circumstances:

1.

Failing to comply with the provisions of Article 27 of this Detailed Rules;

2.

Failing to punctually go through formalities for changing certificate;

3.

Transferring shareholder’s rights without authorization; or

4.

Changing of such major matters as the enterprise’s name, place of business, and registered capital without authorization and failing
to file a record for archival purposes in accordance with relevant provisions.

Article 31

In case an enterprise fails to change a new approval certificate due to its own reasons, its qualification for engaging in international
freight forwarding operations shall be invalidated automatically on expiration of its validity. The Ministry of Commerce shall make
announcement on the above-mentioned conditions. The administrative departments for industry and commerce shall write off the above-mentioned
enterprises or order them to go through the formalities for the alteration of their scope of business.

In case an enterprise, which has lost its qualification of dealing in international freight forwarding operations, desires to continue
with this business, it shall file another application in compliance with relevant provisions.

Chapter V Business Management

Article 32

An international freight forwarder may engage in management activities as an agent or independent operator. Its scope of business
shall include:

1.

Canvassing cargo, booking space (including ship renting, plane chartering and cabin booking), consignment for shipment, warehousing
and packaging;

2.

Supervision over cargo loading and unloading, container stuffing and dismantling, distribution, transit, and related short-distance
transport services;

3.

Declarations to the customs, the commodity inspection and checking, and insurance purchases;

4.

Making, signing and issuing relevant documents and bills, payment of transport fees, settlement and payment of incidental charges;

5.

Freight forwarding of international items on display, personal effects and cargo passing through the territory of a country;

6.

International multimodal transport, and container transport (including container assembling);

7.

International express delivery (excluding personal letters); and

8.

Consultation and other international freight forwarding operations.

Article 33

International freight forwarders shall engage in business activities in accordance with the business scope and areas as enumerated
in the approval certificates and business licenses.

Article 34

The Ministry of Commerce may, on the basis of the development of the respective industry, entrust the trade associations to formulate
the standard transaction clauses by referring to the international customs, and the international freight forwarders may refer to
them without the approval of the Ministry of Commerce. The international freight forwarders may formulate transaction clauses by
themselves, but they may not use it until the clauses have been put on record at the Ministry of Commerce.

Article 35

The international freight forwarders shall submit the business statistics to the competent departments in charge of the trade sector,
and be responsible for the truthfulness of the statistical numbers. The measures for the compilation of the business statistics shall
be separately prescribed by the Ministry of Commerce.

Article 36

The international freight forwarders shall, when accepting entrustment to handle relevant businesses as agents, sign written entrustment
agreement with the import or export consignees or consignors. The disputes arising between the two parties shall be settled on the
basis of the written agreement they signed.

An international freight forwarder shall, as an independent operator, when engaging in the relevant operations as prescribed in Article
32 of the present Detailed Rules, sign transport documents and bills to the owner of cargo. Should a business dispute occur with
the owner of cargo, it shall be settled on the basis of the transport documents and bills as signed by the enterprise. When a business
dispute occurs with the actual carrier, it shall be settled on the basis of the transport contract signed with the actual carrier.

Article 37

The international freight forwarding bill of lading used by the international freight forwarders shall be subject to a registration
and numbering system. All the international freight forwarding bills of lading signed and issued within the Chinese territory shall
be submitted by the international freight forwarders to the Ministry of Commerce for registration and indicate the approval number.

International freight forwarders shall strengthen management on their international freight forwarding bills of lading. No such bills
of lading may be lent. In case of loss or revision of the edition, it shall be reported to and put on the archival files at the Ministry
of Commerce in time.

The transfer of an international freight forwarding bill of lading shall meet the following provisions:

1.

Straight bill of lading: transfer shall be prohibited;

2.

Order bill of lading: to be transferred after endorsement in full or endorsement in blank;

3.

Bearer bill of lading: no need to be endorsed before transfer.

The international freight forwarding bill of lading shall be subject to the system of liability insurance. Liability insurance shall
be covered by an insurance company upon approval of the People’s Bank of China.

Article 38

As an independent operator, the term of liability of an international freight forwarder shall begin from receiving cargos and end
on delivering them when it is performing or organizing international multimode transport. The basis for their undertaking liabilities,
limitations of liability, exemption conditions and preconditions for losing liability restrictions shall be specified in relevant
legal provisions.

Article 39

An international freight forwarder shall undertake international freight forwarding operations by the name and the serial number of
the enterprise as specified in the approval certificate, and shall print the name and serial number of the enterprise in major office
stationery and documents and bills.

Article 40

No international freight forwarder may use the registered capital within the prescribed scope for other purposes.

Article 41

No international freight forwarder may transfer any international freight forwarding operation right directly or in disguised form;
nor may it allow any other entity or individual to engage in international freight forwarding operations in the name of the international
freight forwarder or its business department; nor may it sign any agreement with entities who do not have the international freight
forwarding operation right to allow them to deal in international freight forwarding operations independently or jointly with it,
to collect agent fees, commissions or get other interests.

Article 42

An international freight forwarder may, as an agent, collect agent fees to the owners of cargo, and may also get commissions from
the car

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...