CIRCULAR OF THE MINISTRY OF FINANCE ON HOW TO DEAL WITH THE FINANCIAL ISSUES ABOUT THE ASSESSED INCREASE AND DECREASE OF THE OVERSEAS INVESTMENT ASSETS OF FOREIGN-FUNDED ENTERPRISES

The Ministry of Finance

Circular of the Ministry of Finance on How to Deal with the Financial Issues about the Assessed Increase and Decrease of the Overseas
Investment Assets of Foreign-funded Enterprises

CaiQi[2003] No.181

July 4, 2003

The departments (bureaus) of finance of provinces, autonomous regions, municipalities directly under the Central Government and municipalities
separately listed on the State plan:

In order to meet the requirements of WTO, to promote the further development of the foreign invested enterprises, protect the long-term
interests of all Chinese and foreign parties, the relevant matters on how to deal with the financial issues about the assessed increase
and decrease overseas investment assets of foreign-funded enterprises are hereby notified as follows:

Where a foreign-funded enterprise makes overseas investments in kind or with intangible assets, the excess between the book value
of the invested assets plus pertinent taxes payable (namely the initial investment costs, the same below) and the shares of rights
and interests that the owner of the investing entity is enpost_titled to enjoy shall be dealt with as the margin of stock right investment,
which shall be counted into profit and loss through amortization in accordance with the relevant provisions. The margin between the
initial investment costs and the shares of rights and interests that the owner of the investing entity is enpost_titled to enjoy shall
be dealt with as accumulation fund. The pertinent provisions in the Circular on Distributing the Supplementary Provision on the Foreign-funded
Enterprises Implementation of the New Enterprise Financial System [CaiGongZi(93)No.474] issued by this Ministry in 1993 shall not
be implemented any longer.

As to a foreign-funded enterprise that counts the assessed increase and decrease of overseas investments in kind or intangible assets
into profit or loss in accordance with Document CaiGongZi(93)No.474 issued by the Ministry of Finance, because the assessed increase
and decrease of the assets will not cause flow of cash, the enterprise shall take this factor into full account when it allocates
profits. For an enterprise that treats it as profit in light of the previous financial system, but fails to allocate it yet, it may
use it as future annual makeup for loss or converse it into capital increase.

The Ministry of Finance
2003-07-04

MEASURES FOR MANAGEMENT OF AGRICULTURAL SEED SUBSTANCE RESOURCES

The Ministry of Agricultural

Decree of the Ministry of Agricultural of the PRC

No. 30

The Measures for Management of Agricultural Seed substance Resources passed the review at the 17th Standing Meeting of the Ministry
of Agricultural on June 23, 2003, which are hereby promulgated and will come into force as of October 1, 2003.

Minister of the Ministry of Agricultural: Du Qinglin

July 8, 2003

Measures for Management of Agricultural Seed substance Resources

Chapter I General Provisions

Article 1

In order to strengthen the protection agricultural seed substance resources and to promote the exchanges and utilization of agricultural
seed substance resources, the Measures are hereby formulated according to the Seed Law of the PRC.

Article 2

The Measures are applicable to the undertakings of collection, arrangement, identification, registration, preservation, exchanges,
utilizations and management of agricultural seed substance resources in the territory of the PRC.

Article 3

The agricultural seed substance resources herein refer to the basic materials for selection and cultivation of new agricultural varieties,
including the reproduction materials of raised seeds of crops, wildlife and endangered rare strains, as well as various artificial
genetic materials based on the above-mentioned reproduction materials, the specific forms of which cover living substances of fruits,
seeds, seedlings, roots, stems, leaves, buds, flowers, organs, molecules and DNA, DNA sections and pieces and genes, etc.

Article 4

The Ministry of Agricultures shall set up the State Commission of Agricultural Seed substance Resources, which is designated to put
forth the state development strategy, guidelines and policies of agricultural seed substance resources, and coordinate the nationwide
management of agricultural seed substance resources. The Office of the Commission is set up in the MOA Department of Plantation Management,
which shall be in charge of the routine work of the Commission.

The competent administrative departments of the provinces, autonomous regions and municipalities directly under the Central Government
may determine the corresponding management unit of agricultural seed substance resources according to the specific requirements.

Article 5

The work of agricultural seed substance resources is a cause of public interests, and the relevant departments of the state and local
government shall adopt measures for safeguard of the stability and funding sources of the work of agricultural seed substance resources.

Article 6

The state shall grant praise and awards to units and individual that have made outstanding achievements in the collection, arrangement,
identification, registration, preservation, exchanges, utilizations and management of agricultural seed substance resources.

Chapter II Collection of Agricultural Seed substance Resources

Article 7

The state shall plan on the organization of the popular survey, key investigation and collection of agricultural seed substance resources.
In case of any possible extinguishing of agricultural seed substance resources due to project construction and environmental changes,
timely rescue and collection should be organized.

Article 8

The state prohibits the collection or cutting of wildlife strains, close strains of wildlife and endangered rare varieties listed
in the Catalogue of State Key Wild Plants under Protection, as well as the agricultural seed substance resources in the protection
areas, protection land and seed substance gardens.

In case of collection or cutting of wildlife strains, close strains of wildlife and endangered rare varieties listed in the Catalogue
of State Key Wild Plants under Protection required for special circumstances, such as scientific research, formalities for examination
and approval should be went through according to the provisions of the State Council and the MOA on the management of wild plants.
And in case of collection or cutting of agricultural seed substance resources required from the protection areas, protection land
and seed substance gardens, approval should be obtained from the administrative agricultural department that has set up the protection
areas, protection land and seed substance gardens concerned.

Article 9

The benchmark is that the quantity collected of the agricultural seed substance resources shall not influence the hereditary completeness
of the original habitat cluster or its regular growth.

Article 10

Unless otherwise approved, people from outside China shall not collect the agricultural seed substance resources in the territory
of China. In case of joint investigation by Chinese and foreign scientists on the agricultural seed substance resources of our country,
reports should be made for approval by the MOA six months in advance.

In case the agricultural seed substance resources collected are required to be brought outside China, the formalities should be went
through for examination and approval on provisions of agricultural seed substance resources outside China according to the provisions
of the Measures.

Article 11

The collection of the seed substance resources shall adopt the original archives, with detailed records on the name of the materials,
basic features and attributes, place and time of collection, quantity of collection and collectors, etc.

Article 12

All the agricultural seed substance resources collected and the original archives set up should be submitted for registration and
preservation at the state pools of seed substance and substances.

Article 13

The unit and individual who applies for examination and identification of varieties shall submit proper quantity of reproduction materials
(including hybrid reproduction materials of close varieties) for registration and preservation at the state pools of seed substance
and substances.

Article 14

The unit and individual who holds seed substance resources that have not been registered for preservation by the state is obliged
to submit them for preservation at the state pools of seed substance and substances.

The parties concerned may submit the seed substance resources to the local competent agricultural departments or agricultural scientific
research institutions, which shall timely submit the relevant seed substance resources for preservation at the state pools of seed
substance and substances.

Chapter III Identification, Registration and Preservation of Agricultural Seed substance Resources

Article 15

All the agricultural seed substance resources collected should be identified by botanic categories and main agricultural process attributes.

The identification of agricultural seed substance resources shall adopt the uniform national standards, and the specific standards
shall be formulated and published by the MOA according to the recommendations of the State Commission of Agricultural Seed substance
Resources.

The registration of agricultural seed substance resources adopts the uniform numbering system, and no unit or individual may alter
the uniform state numbering and names.

Article 16

The preservation of agricultural seed substance resources adopts the system by combining original habitat preservation and non-original
habitat preservation.

The original habitat preservation includes the establishment of the protection area and protection land for agricultural seed substance
resources and the non-original habitat preservation includes the establishment of various kinds of seed substance pools, seed substance
gardens and experimental tube seedling pools.

Article 17

The Ministry of Agriculture shall establish the protection area and protection land for agricultural seed substance resources at the
diversified agricultural plant center, the original habitat of key agricultural wild varieties and wild plants of close varieties,
and the polling areas of other wild resources of agriculture.

Article 18

The Ministry of Agriculture shall set up the state pools of agricultural seed substances, including long-term seed substance pools
and backup pools, medium-term seed substance pools, seed substance gardens and experimental tube pools.

The long-term seed substance pools are in charge of the long-term preservation of the nationwide agricultural seed substance resources,
the backup pools are in charge of the backup preservation of the seed substance pools in the long-term seed substance pools; and
the medium-term seed substance pools are in charge of the medium-term preservation, attribute identification, reproduction and distribution
of seed substances; and the seed substance gardens and experimental tube seedling pools are in charge of the preservation, attribute
identification, reproduction and distribution of the seed substances of asexual reproduction crops and perennial crops.

The state and local departments shall adopt measures for safeguarding the normal running of the state seed substance pools and the
security of the seed substance resources.

Article 19

The provinces, autonomous regions and municipalities directly under the Central Government shall according to requirements establish
their local protection areas and protection lands of agricultural seed substance resources and seed substance gardens and medium-term
seed substance pools.

Chapter IV Reproduction and Utilization of Agricultural Seed substance Resources

Article 20

The state encourages units and individuals to undertake research and innovation of agricultural seed substance resources.

Article 21

The seed substance resources preserved in the long-term state seed substance pools belong to the state strategic resourceswhich
should not be used by any unit or individual unless otherwise approved by the Ministry of Agriculture.

In case of collection of seed varieties from the long-term state seed substance pools required for reproduction due to the extinguishing
pf the seed substance resources preserved in the medium-term state seed substance pools, a report should be submitted for examination
and approval by the Ministry of Agriculture.

The long-term state seed substance pools shall regularly inspect the seed substance resources preserved, and in case the decrease
of the vitality or the quantity of the preserved seed substance resources is of impacts on the security of the seed substance resources,
compensation should be timely made by reproduction.

Article 22

The medium-term state seed substance pools shall regularly replace the preserved seed substance resources for ensuring the vitality
and quantity of the seed substance resources; and the state seed substance gardens shall regularly replace and recover the seed substance
resources deposited in the gardens for ensuring the growth momentum of the seed substance resources of the gardens. The relevant
state departments shall safeguard the expenses for the reproduction and replacement of the seed substance resources.

Article 23

The Ministry of Agriculture shall, according to the recommendations of the State Commission of Agricultural Seed substance Resources,
regularly publish the catalogue of available agricultural seed substance resources and evaluate and recommend the excellent seed
substance resources.

The unit and individual in need of the agricultural seed substance resources in such catalogue for the scientific research and cultivation
of varieties may apply with the medium-term state seed substance pools and the seed substance gardens. If meeting the conditions
for providing the seed substance resources from the medium-term state seed substance pools and seed substance gardens, the medium-term
state seed substance pools and the seed substance gardens shall immediately provide the applicant with proper quantity of the seed
substance materials free of charge. If charges are required, the charges should not exceed the minimum expenses for the reproduction
of such varieties.

Article 24

In terms of the seed substance resources obtained from the state, no application may be made directly for protection of the new varieties
and other intellectual property protection.

Article 25

The unit and individual who obtains the seed substance resources from the medium-term state seed substance pools and the seed substance
gardens shall timely feed back the information on use of such seed substance resources to the medium-term state seed substance pools
and the seed substance gardens and for those who do not feed back the information thereof, the medium-term state seed substance pools
and the seed substance gardens are enpost_titled not to provide them with seed substance resources.

The medium-term state seed substance pools and the seed substance gardens shall regularly report to the Office of the State Commission
of Agricultural Seed Substance Resources on the distribution and utilization of the seed substance resources.

Article 26

The competent agricultural departments of the provinces, autonomous regions and municipalities directly under the Central Government
may formulate their corresponding measures for distribution and utilization of the agricultural seed substance resources in their
jurisdiction according to the Measures and actual circumstances.

Chapter V International Exchanges of Agricultural Seed substance Resources

Article 27

The state holds sovereignty over the agricultural seed substance resources and any unit and individual who sends the seed substance
resources out of China shall go through the examination and verification by the local competent agricultural departments of the provinces,
autonomous regions and municipalities directly under the Central Government, which will be submitted for examination and approval
by the Ministry of Agriculture.

Article 28

The provisions of the agricultural seed substance resources outside China adopts the system of management by categories, for which
the Ministry of Agriculture shall regularly revise the catalogue for management by categories.

Article 29

Provisions of the agricultural seed substance resources outside China shall go through the following procedures:

(I)

The unit and individual who provides the seed substance resources out of China shall fill in the Application for Providing Agricultural
Seed Substance Resources Outside China (refer to Attachment 1) according to the specified formats and requirements, provide the statements
on provision of seed substance resources outside China, and submit the application to the local competent agricultural departments
of the provinces, autonomous regions and municipalities directly under the Central Government.

(II)

The local competent agricultural departments of the provinces, autonomous regions and municipalities directly under the Central Government
shall within ten days upon receipt of the application materials complete the review and verification and if passing the review and
examination, shall submit the materials for examination and approval by the Ministry of Agriculture.

(III)

The Ministry of Agriculture shall within ten days upon receipt of the review opinions complete the review and approval and if passing
the examination and approval, shall issue the Permits for Providing Agricultural Seed Substance Resources Outside China (refer to
Attachment 2) and cover Special Stamp of the Ministry of Agriculture for Examination and Approval of Providing Agricultural Seed
Substance Resources Outside China.

(IV)

The unit and individual who provides the seed substance resources out of China shall hold the Permits for Providing Agricultural Seed
Substance Resources Outside Chin and go through the formalities for quarantine examination and approval at the competent quarantine
authority.

(V)

The Permits for Providing Agricultural Seed Substance Resources Outside Chin and the quarantine certificate for Customs Pass are the
basis for pass of thee Customs.

Article 30

In case the foreign cooperation projects involves the exchanges of the agricultural seed substance resources, examination and approval
formalities should be went through for providing agricultural seed substance resources outside China prior to the signature of the
cooperation agreement.

Article 31

The state encourages the unit and individual to introduce agricultural seed substance resources from outside China.

Article 32

In case of introduction of new varieties from outside China, scientific demonstrations should be held and effective measures should
be adopted for preventing any ecological and environmental harms possible. Prior to introduction, approval should be obtained from
the Ministry of Agriculture, and distributed plantation may only be carried out after indicating that the varieties introduced are
surely secure with utilities through evaluation upon isolated planting of no less than a growth cycle.

Article 33

The unit and individual who introduces the seed substance resources from outside of China shall go through the formalities for plant
quarantine according to the provisions of the relevant plant quarantine laws and administrative regulations, and the seed substance
resources introduced should be planted by trial and isolation, which may be distributed for planting only after passing the quarantine
inspection of the plant quarantine authorities with evidence that the varieties introduced are free of dangerous diseases, insects
or weeds.

Article 34

The state adopts a uniform registration system, the introducing unit and individual shall submit for filing by the Office of the State
Commission of Agricultural Seed substance Resources within a year from the date of the entry of the seed substance resources, and
attach proper quantity of the seed substance materials for preservation by the state seed substance pools.

The parties concerned may submit the information on introduction and the relevant seed substance resources to the local competent
agricultural departments or agricultural scientific research institutions, which shall timely submit reports for filing by the Office
of the State Commission of Agricultural Seed Substance Resources and submit the relevant seed substance resources received to the
state pools of seed substance and substances for preservation.

Article 35

For introduction of seed substance resourcesthe State Commission of Agricultural Seed substance Resources shall adopt the uniform
numbering and translated names, which may not be altered by any unit or individual.

Chapter VI Information Management of Agricultural Seed substance Resources

Article 36

The Office of the State Commission of Agricultural Seed Substance Resources shall; strengthen the information management of agricultural
seed substance resources, including the dynamic information on collection, identification, preservation, utilization and international
exchanges of seed substance resources, and provide the relevant department with information services and protect the information
security of the state seed substance resources.

Article 37

The unit in charge of the collection, identification, preservation and registration of the agricultural seed substance resources is
obliged to provide the Office of the State Commission of Agricultural Seed Substance Resources with the relevant information for
ensuring share of information on seed substance resources.

Chapter VII Penalty Provisions

Article 38

Those who collect or cut the natural seed substance resources under key state protection in violation of the provisions of the Measures
without approval shall be punished according to the provision of Article 61 of the Seed Law of the PRC.

Article 39

In case of utilizing the seed substance resources preserved in the long-term state seed substance pools in violation of the provisions
of the Measures without approval, the direct responsible executives and other direct responsible persons shall be investigated for
administrative punishment.

Article 40

Those who provide or introduce seed substance resources outside or from outside China in violation of the provisions of the Measures
without approval shall be punished according to the provision of Article 63 of the Seed Law of the PRC.

Article 41

In case of violation of the provisions of the Measures, when the competent agricultural departments or agricultural scientific research
institutions fail to submit for preservation by the state seed substance pools the seed substance resources and the information on
the introduction of such substances received from units or individuals that have not been registered by the state, the unit concerned
or the superior competent department shall order them for corrections, and the direct responsible executives and other direct responsible
persons shall be investigated for administrative punishment.

Chapter VIII Supplementary Provisions

Article 42

For joint investigation by Chinese and foreign scientists on the agricultural seed substance resources, for providing agricultural
seed substance resources outside China, and for introduction of the agricultural seed substance resources from outside China, which
belong to the wildlife strains, close strains of wildlife and endangered rare varieties listed in the Catalogue of State Key Wild
Plants under Protection, the formalities for examination and approval should be went through according to the Measures, as well as
the provisions of the Regulations on Protection of Wild Plants and the Measures for Protection of Wild Agricultural Plants.

Article 43

The Measures shall come into force on October 1, 2003, when the content relating to the management of the import and export of seed
substance resources in the Interim Measures for Management of the Seeds of Imported Crops (Seedlings) promulgated by the Ministry
of Agriculture on March 28, 1997 will be repealed.

The Ministry of Agricultural
2003-07-08

NOTICE OF THE SUPREME PEOPLE’S COURT ON STRICTLY PROHIBITING THE RANDOM STOP PAYMENT FOR LETTERS OF CREDIT

the Supreme People’s Court

Notice of the Supreme People’s Court on Strictly Prohibiting the Random Stop Payment for Letters of Credit

Fa [2003] No.103

July 16, 2003

The higher people’s courts of all provinces, autonomous regions and municipalities directly under the Central Government, the intermediate
people’s courts that accept and hear foreign commercial cases, and all admiralty courts:

This steel price has witnessed a sharp decrease in the international market since this year. Consequently, the price of some of domestic
steel products tends to decrease with it. The shrinking of the margin between the price in domestic market and the import cost has
directly affected the interests of the steel importers. Therefore, some importers requested the banks to refuse payment on account
of inconsistency between bills of documents, or applied to the court for order of stop payment for letters of credit under some farfetched
pretexts such as fraud. Some courts randomly ordered stop payment for letters of credit, which has resulted in adverse influence
abroad. With the view to maintaining the international status of the courts and the banks of China, the relevant regulations are
notified hereby as follows.

The principle of independence of letters of credit shall be strictly abided by. The letter of credit falls within document transaction
independent from the underlying transaction. As long as the documents provided by the beneficiary apparently accord with the requirements
of the letter of credit, the issuing bank is obligated to pay within the specified time limit. Since the letter of credit and the
underlying transaction belong to different legal relations, the court is not allowed generally to order stop payment for the letter
of credit issued by the issuing bank simply because of disputes resulting from the basic transaction.

The conditions of application of the principle of exception of fraud on letters of credit shall be strictly adhered to. Only when
there are sufficient evidences to prove the fraud through letters of credit and the bank has not yet paid in a reasonable period,
the people’s court may order stop payment in the light of the request of the applicants and on condition that they provide guarantee.
However, if the letter of credit has been accepted and transferred, or the payment has been negotiated, the court shall not order
stop payment.

The people’s courts at all levels shall think much of the order of stop payment for letters of credit. Random order of stop payment
under unqualified conditions is prohibited. And the relevant people’s courts shall immediately make correction to the stop payment
order that has been improperly awarded.

It is hereby notified.

the Supreme People’s Court
2003-07-16

CIRCULAR ON STARTING USE OF APPLICATION FORM AND CERTIFICATES OF QUALIFICATIONS OF FOREIGN-INVESTED CONSTRUCTION ENTERPRISES

The Administrative Department of the Construction Market of the Ministry of the Construction

Circular on Starting Use of Application Form and Certificates of Qualifications of Foreign-Invested Construction Enterprises

JianShiGuoHan [2003] No.23

July 17, 2003

The construction departments of provinces and autonomous regions, the construction commissions of municipalities directly under the
Central Government, Construction administrations of Shandong Province and Jiangsu Province, the construction departments of the relevant
authorities of the State Council, the construction bureau of Xinjiang Construction Military Regime and the Engineering Bureau of
Barracks of the General Logistics Department:

According to the provisions of the Regulations on the Qualification Management of Foreign-Invested Construction Enterprises (No. 113
of the Ministry of Construction and the MOFTEC) and Measures of the Ministry of Construction for the Implementation of the Qualification
Management in the Regulations on the Management of Foreign-Invested Construction Enterprises (JianShi [2003] No. 73), the application
for the qualifications of foreign-invested construction enterprises has started. For doing well in the application for the qualifications
of foreign-invested construction enterprises and for facilitating the administrative authorities of construction in supervision management
of foreign-invested construction enterprises, the Ministry of Construction has uniformly formulated and printed the Qualification
Certificate of Construction Enterprises (applicable to wholly foreign-invested, Sino-foreign equity joint venture, and Sino-foreign
cooperative construction enterprises) and the complementary Application Form of Qualifications.

The departments, commissions, authorities mentioned above are requested to strictly perform the examination and approval of the qualifications
of foreign-invested construction enterprises in accordance with the Regulations on Foreign-Invested Construction Enterprises and
No. 87 Decree of the Ministry of Construction, i.e. the Provisions on the Qualification Management of Foreign-Invested Construction
Enterprises, and according to the actual demands for the application of the qualifications of the enterprises, you shall report the
quantity of Qualification Certificate of Construction Enterprises and the Application Form of Qualifications required to Beijing
Banglong Technologies Information Consultancy Co., Ltd. before August 4, so that to facilitate the uniform preparation and printing.
(The Application Form of Qualifications are in four duplicates, and the Qualification Certificates are formulated in one original
and six duplicates. Such set of certificates is attached with the relevant laws, regulations and materials relating to the establishment
of foreign-invested construction enterprises and the qualification applications).

Contact add: Room 501 Huatong Building, 19A Chegongzhuang Road West, Haidian District, Beijing

Post Code: 100044

Contact Person: Liang Yuefeng, Li Zhiyue

Contact Tel: (010)68482596 (010)68482514

Fax: (010)68482514

Email: imr@vip.sina.com

The Administrative Department of the Construction Market of the Ministry of the Construction
2003-07-17

CIRCULAR OF CHINA SECURITIES REGULATORY COMMISSION ON THE RELEVANT ISSUES CONCERNING FUTURES BROKERAGE COMPANIES’ ACCEPTANCE OF CAPITAL CONTRIBUTION

Circular of China Securities Regulatory Commission on the Relevant Issues Concerning Futures Brokerage Companies’ Acceptance of Capital
Contribution

ZhengJianQiHuoZi [2003] No.5
January 14, 2003

Securities regulatory offices, agencies and accredited representative’s offices:

In order to regulate futures companies’ acceptance of capital contribution, and to promote the normative development of the futures
market, the relevant issues concerning futures companies’ acceptance of capital contribution are hereby notified as follows:

A contributor of futures company shall meet the following conditions:

(1)

Qualified as a Chinese legal person;

(2)

Having at least a minimum of 10 million RMB for registered capital and net assets each;

(3)

Having operated successively for 2 years or more; 1 year or more if both the registered capital and net assets exceed 50 million RMB;

(4)

Having made profits successively for the latest 2 years; no profit requirement if both the registered capital and net assets exceed
50 million RMB;

(5)

Having no major violation of laws and rules within the latest 2 years;

(6)

The legal representative, general manager and nature person controlling shareholder of the contributor are not involved in any of
the situations provided for in Article 57 of the Company Law;

(7)

Other prudent conditions provided for by China Securities Regulatory Commission (CSRC).For the contributors that hold less than 10%
of the shares of the futures brokerage company and don’t actually control the company, there are no requirements on their registered
capital, net assets, profits and operating period etc.

II.

The following organizations may not become contributors of a futures brokerage company:

(1)

Any organization whose pending action objects amount to 30% of its net assets;

(2)

Party and political bodies, armies, people’s organizations and government-sponsored institutions as legal persons;

(3)

Other organizations prohibited from contributing to futures brokerage companies by laws and regulations.

Futures brokerage companies may not hold shares of each other; and futures brokerage companies and their contributors may not hold
shares of each other.

III.

This Circular shall enter into force as of the date of its printing and distribution. The Circular on Several Issues Concerning Regulating
Futures Companies’ Acceptance of Contribution (ZhengJianQiZi [1996] No.16) promulgated by CSRC on December 23, 1996 shall be repealed
at the same time. Where subparagraphs 3), 4) of Article 1 of the Circular on the Conditions, Procedures and Application Materials
for Examining and Approving the Qualifications of Shareholders of Futures Brokerage Companies (ZhengJianQiHuoZi [2002] No.39) conflict
with this Circular, the latter shall prevail.

The agencies shall transmit this Circular to the futures brokerage companies upon its receipt, and urge them to carry it out accordingly.
When examining the establishment and share alteration of futures brokerage companies, the agencies shall, according to the requirements
of this Circular, strictly examine the qualifications of the contributors and their act of contribution, so as to promote the normative
function of the companies.

China Securities Regulatory Commission
2003-01-14

IMPLEMENTING RULES OF THE REGULATIONS OF THE PEOPLE’S REPUBLIC OF CHINA ON INTERNATIONAL MARITIME TRANSPORTATION

The Ministry of Communication

Order of the Ministry of Communication of the People’s Republic of china

No.1

The Implementing Rules of the Regulations of the People’s Republic of china on International Maritime Transportation which were adopted
at the 14th Ministerial Executive Meeting of the Ministry of Communications on December 25, 2002 are promulgated hereby, and shall
be effective as of March 1, 2003.

Minister of the Ministry of Communication Zhang Chunxian

January 20, 2003

Implementing Rules of the Regulations of the People’s Republic of china on International Maritime Transportation

Chapter I General Provisions

Article 1

These Rules are formulated in accordance with the provisions of the Regulations of the People’s Republic of China on International
Maritime Transportation ( hereinafter referred to as the Maritime Transportation Regulations).

Article 2

The Ministry of Communications and the relevant competent communications department of the people’s government in the province, autonomous
region or municipality directly under the Central Government shall, in accordance with the provisions of the Maritime Transportation
Regulations and these Rules administer the international maritime transportation business operations as well as the auxiliary business
operations relating to international maritime transportation under the principles of fairness, high efficiency and facilitation with
the purpose of encouraging fair competition and preventing illegitimate competition.

Article 3

For the purpose of the Maritime Transportation Regulations and these Rules, the definitions of the terms are as follows:

(1)

“International shipping services” shall mean the services provided by the operators of international shipping services relating to
international maritime cargo and/or passenger transportation, and/or the activities conducted relating to such operators’ vessels,
passengers or cargo for the purpose of completing such international maritime cargo and/or passenger transportation by using their
owned or operated vessels or space on board the vessels. Such services shall include the signing of the relevant agreements, accepting
of space-booking, discussing and collecting freights, issuing of bill of lading and other related transportation documents, arranging
cargo-handling and the care of the cargo, taking delivery of cargo or delivering cargo, arranging the transshipment of cargo and
the entry into and departure from ports by vessels etc.

(2)

“Operators of international shipping services” shall include the Chinese enterprise legal persons who have acquired the Permits for
Operation of International Shipping Services for operating the international shipping services according to the Maritime Transportation
Regulations, or foreign enterprises established in accordance with foreign laws who operate the international shipping services to
and from Chinese ports.

(3)

“International liner services” shall mean the regular international maritime cargo/or passenger transportation services provided between
the fixed ports by means of using the owned or operated vessels or by means of the cases specified in paragraph 3, Article 16 of
the Maritime Transportation Regulations.

(4)

“Non-vessel-operating services” shall mean the services provided in paragraph 2, Article 7 of the Maritime Transportation Regulations,
including the following activities conducted relating to the cargo transported for the purpose of completing such services :

concluding international cargo transportation contracts with the shippers in the name of carriers;

taking delivery of cargo and delivering cargo in the name of carriers;

issuing bills of lading or other transportation documents;

collecting freight and other service charges;

booking space from operators of international shipping services or contracting with operators of other means of transportation for
cargo transportation;

paying the freight of port to port transportation or other transportation charges;

unstuffing and/or cargo container consolidation;

other related activities.

(5)

“A non-vessel-operating common carrier” shall include a Chinese enterprise legal person who has acquired the license for the non-vessel-operating
services in accordance with the Maritime Transportation Regulations and these Rules, and a foreign enterprise established in accordance
with foreign laws or regulations who has acquired the qualification in accordance with the Maritime Transportation Regulations and
these Rules for non-vessel-operating services for cargo to and from Chinese ports.

(6)

“An international shipping agent” shall mean a Chinese enterprise legal person established in accordance with Chinese laws who provides
the services as specified in Article 29 of the Maritime Transportation Regulations.

(7)

“An international ship management operator” shall mean a Chinese enterprise legal person established in accordance with Chinese laws
who provides the services as specified in Article 30 of the Maritime Transportation Regulations.

(8)

“An operator of the business relating to storage and warehousing of international shipments” shall mean a Chinese enterprise legal
person established in accordance with Chinese laws who provides the services of cargo storage and custody in warehouses, cargo inventory
management, as well as sorting and packing, repacking and distributing of cargo etc.

(9)

“An operator of international maritime container freight station and container yard services” shall mean a Chinese enterprise legal
person established in accordance with Chinese laws who provides the storage, custody, cleaning, repairing of containers as well as
the storage, consolidation, distribution of container cargo.

(10)

“A foreign-invested enterprise shall mean a Chinese-foreign equity joint venture, a Chinese-foreign contractual joint venture or a
wholly foreign capital enterprise established in accordance with Chinese laws.

(11)

“A foreign-invested representative office” shall mean a non-commercial organization established according to laws within Chinese territory
by a foreign enterprise or another economic organization which conducts introduction of business, sales promotion, business consultation
and the liaison services for such a foreign enterprise or economic organization.

(12)

“Business registration documents of an enterprise” shall mean the business license or the documents certifying the registration of
an enterprise issued by the enterprises registration authority or the relevant authority of the country where the enterprise was
registered. Where the photocopies of such business registration documents are submitted, a confirmation on such photo-copies about
the truthfulness of such photocopies by the registration authority or notary documents certifying the identity between the photocopies
and the originals shall be provided at the same time.

(13)

“A special-purpose invoice” shall mean the bills approved and uniformly printed by the State Administration of Taxation. It is a receipt
which certifies the payment of the freights or other related charges by the payer to the operator of international shipping services
or its agents, or to the non-vessel-operating carrier or its agents. Such an invoice shall include the Special Invoice for International
Shipping and the Special Invoice for International Shipping Agency.

(14)

“An agreement of liner conference” shall mean the kind of agreement concluded between members of a liner conference or between liner
conferences, which is defined in the UN Convention on A Code of Conduct for Liner Conferences, 1974.

(15)

“An operational agreement” shall mean an agreement relating to the increase or decrease of shipping capacity in one or more shipping
routes concluded between two or more than two international operators of international liner services for the purpose of stabilizing
or controlling the freight rates, or other agreement coordination the joint efforts of operators of international liner ser-vices.
Such an agreement includes the agreed minutes with the natures of the above-mentioned agreement. Such an agreement shall also mean
the agreement relating to the joint operation of the vessels, joint usage of the port facilities and other cooperative operation
agreement and various kinds of alliance or consortia agreements concluded between two or more than two operators of international
liner services for the purpose of improving the operational efficiency.

(16)

“A freight rate agreement” shall mean an agreement relating to the kinds of charges to be collected, the rates thereof, the freight
rates or surcharges etc. which is concluded between two or more than two operators of international liner services. Such an agreement
shall also include the agreed minutes with the natures of the above-mentioned agreement.

(17)

“Tariff rates” refer to the freight rates provided in the tariff book of international liner services operators and non-vessel-operating
common carriers. Such rates include the freight rates, the rules related to the freight rates and the rules which shall be complied
with both by carriers and shippers.

(18)

“Negotiated rates” refer to the freight rates agreed upon between international liner services operators and shippers or non-vessel-operating
common carriers. Such rates shall include the freight rates and the related elements. Negotiated rates shall be concluded in the
form of written contracts or agreements.

(19)

“Documents certifying the business experience” refer to the curriculum vitae certifying that the person to be certified has more than
three years’ experience in the international shipping services and the auxiliary businesses thereof. The curriculum vitae shall be
notarized by a notary office.

Chapter II Operators of International Shipping Services and Auxiliary Businesses thereof

Article 4

The criteria specified in Article 5 in the Maritime Transportation Regulations shall be satisfied and the policies of the State for
the development of international shipping industry and the actual competition situations in international shipping market issued
by the Ministry of Communications shall be considered before an enterprise can be set up within the Chinese territory to operate
the international shipping services or before a Chinese enterprise legal person can apply to operate the international shipping services.

The Ministry of Communications shall publish the policies of the State for the development of international shipping industry and
the actual competition situations in international shipping market at its official website and the other appropriate media. Where
the above-mentioned policies or situations fail to be published, they shall not be used as the reasons for the refusal of applications.

Article 5

The applicant shall make an application and submit the relevant documents to the Ministry of Communications for applying to set up
an enterprise within the Chinese territory to operate international shipping services, or, for applying to operate international
shipping services when such an applicant is a Chinese enterprise legal person. A duplicate of the same documents shall be sent to
the competent communications department of the people’s government of the province, autonomous region or municipality directly under
the Central Government where the enterprise is or is to be registered, as the case may be. The following application documents shall
be included:

(1)

the letter of application;

(2)

the feasibility study report and the agreement of investment;

(3)

the business registration document of the applicant (if applying to set up an enterprise, the main investor’s business registration
document or, as the case may be, the identity document) ;

(4)

the duplicate or photocopy of the vessel’s ownership document, nationality document or inspection document;

(5)

the sample of bill of lading, passage ticket or multi-modal transport documents; and

(6)

the documents certifying the business experience of the senior executives who satisfy the requirements of the Ministry of Communications.

The competent communications department of the people’s government of the province, autonomous region or municipality directly under
the Central Government shall give its comments thereon upon the acceptance of the documents and submit its comments to the Ministry
of Communications within 10 working days from the date of acceptance of the application.

The Ministry of Communications shall, within 30 working days from the date when the application documents are complete and authentic,
complete the examination and verification and make a decision of granting or not granting permission in accordance with Article 5
and 6 of the Maritime Transportation Regulations. If the permission is granted, a Permit for Operation of International Shipping
Services shall be issued to the applicant, or, if no permission is granted, the applicant shall be notified in writing and given
the reasons therefor.

Article 6

If a Chinese operator of international shipping services applies to set up a branch within Chinese territory, the provisions relating
to the procedures as specified in Article 5 of these Rules shall apply. The following application documents shall be included:

(1)

the letter of application;

(2)

the feasibility study report;

(3)

the business registration document of the parent company;

(4)

the photocopy of the Permit for Operation of International Shipping Services of the parent company;

(5)

the letter of confirmation by the parent company of the business scope of the branch; and

(6)

the documents certifying the business experience of the senior executives who satisfy the requirement of the Ministry of Communications.

The branches of the Chinese operators of international shipping services may provide the services to the vessels of the parent company
with regard to port entry and departure, arranging for the port handling, accepting of space booking, issuing of bill of lading and
collecting of freight etc.

Article 7

If applying to set up of an enterprise legal person within Chinese territory to operate international shipping agency services or
to operate international shipping agency services, an application shall be submitted to the Ministry of Communications, and the relevant
documents shall be attached thereto. The same documents shall be submitted to the competent communications department of the people’s
government of the province, autonomous region or municipality directly under the Central Government where the enterprise is or is
to be registered, as the case may be. The application documents shall include the following:

(1)

the letter of application;

(2)

the feasibility study report and the agreement of investment;

(3)

the business registration document of the applicant (if applying to set up an enterprise, the main investor’s business registration
document or, as the case may be, the identity document) ;

(4)

the document certifying that there is a fixed place of business;

(5)

the documents certifying the business experience of the senior executives as specified in subparagraph 1 of Article 9 of the Maritime
Transportation Regulations; and

(6)

the agreement of having EDI with the ports and customs etc. If there is no such EDI arrangement, the certifying document issued by
the relevant port or customs shall be provided.

The competent communications department of the people’s government of the province, autonomous region or municipality directly under
the Central Government shall give its comments thereon upon the acceptance of the documents and submit its comments to the Ministry
of Communications within 7 working days from the date of acceptance of the application.

The Ministry of Communications shall, within 15 working days from the date when the application documents are complete and authentic,
complete the examination and verification in accordance with Article 9 of the Maritime Transportation Regulations. If the application
documents are examined and verified as qualified, the registration shall be granted and a Registration for Operation of International
Shipping Agency Services shall be issued to the applicant. If the application documents are examined and verified as unqualified,
the applicant shall be notified in writing and given the reasons therefor. The applicant shall, go through the enterprise registration
procedures at the enterprise registration authority by holding the Registration for Operation of International Shipping Agency Services
issued by the Ministry of Communications and the relevant procedures at the customs, taxation and foreign exchange administration
authorities.

Article 8

If a Chinese enterprise legal person applies to operate international ship management services or to set up an enterprise within Chinese
territory to operate international ship management services, an application shall be submitted to the competent communications department
of the people’s government of the province, autonomous region or municipality directly under the Central Government. The following
application documents shall be included:

(1)

the letter of application;

(2)

the feasibility study report and the agreement of investment;

(3)

the business registration document of the applicant (in case of applying to set up an enterprise, the main investor’s business registration
document or, as the case may be, the identity document) ;

(4)

the document certifying that there is a fixed place of business;

(5)

the documents certifying the business experience of the senior executives as specified in subparagraph 1 of Article 11 of the Maritime
Transportation Regulations; and

(6)

the photocopies of the master, the chief engineer’s documents of competence as specified in subparagraph 2 of Article 11 of the Maritime
Transportation Regulations.

The competent communications department of the people’s government of the province, autonomous region or municipality directly under
the Central Government shall, within 15 working days from the date when the application documents are complete and authentic, complete
the examination and verification. If the application documents are examined as authentic and satisfy the provisions in Article 11
of the Maritime Transportation Regulations, the registration shall be granted and a Registration for Operation of Auxiliary Businesses
Relating to International Maritime Transportation shall be issued to the applicant. If the application documents are examined and
verified as inauthentic or if the application fails to satisfy the conditions specified in Article 11 of the Maritime Transportation
Regulations, no registration shall be granted and the applicant shall be notified in writing and given the reasons therefor. The
applicant shall, go through the enterprise registration procedure at the enterprise registration authority, the relevant procedures
at the taxation authority and the banks designated by the foreign exchange administration authority with the Registration for Operation
of Auxiliary Businesses Relating to International Maritime Transportation.

Article 9

If the branches set up by the operators of international shipping agency services and international ship management services within
Chinese territory to operate the relevant services, the criteria specified in Article 9 and 11 of the Maritime Transportation Regulations
shall be satisfied and registration shall be conducted in accordance with the provisions in Article 10 and 12 of the Maritime Transportation
Regulations, Article 7 and 8 of these Rules. The following documents for registration shall be included :

(1)

the letter of application;

(2)

the feasibility study report;

(3)

the business registration document of the parent company;

(4)

the photocopies of Registration for Operation of International Shipping Agency Services or Registration for Operation of Auxiliary
Businesses Relating to International Maritime Transportation of the parent company;

(5)

the letter of confirmation by the parent company of the business scope of the branch;

(6)

the document certifying that there is a fixed place of business;

(7)

the documents certifying the business experience of staff as specified Article 9 and 11 of the Maritime Transportation Regulations;
and

(8)

the EDI agreement with the port and the customs authorities in case of setting up branches by an operator of international shipping
agency services. If there is no EDI capability, the relevant certifying document issued by the port or the customs authority shall
be submitted.

Article 10

An application and the documents specified in Article 17 of the Maritime Transportation Regulations shall be submitted to the Ministry
of Communications when an operator of international shipping services applies to engage in the international liner services to and
from Chinese ports. The Ministry of Communications shall carry out the examination and verification as specified in Article 17 of
the Maritime Transportation Regulations. If a registration is granted, a Registration of International liner Services Qualification
shall be issued. If no registration is granted when the application documents are inauthentic and incomplete, the applicant shall
be notified in writing and given the reasons therefor.

The Ministry of Communications will list the name of the operator of the international liner services and the bill of lading thereof
at its official website after the operator of international shipping services has acquired the qualification for engagement of the
international liner services to and from Chinese ports.

Article 11

An application and the relevant documents shall be submitted to the Ministry of Communications in case of applying for the registration
of a non-vessel-operating common carrier’s bill of lading. A duplicate of the above-mentioned documents shall be submitted at the
same time to the competent communications department of the people’s government of the province, autonomous region, municipality
directly under the Central Government where the non-vessel-operating common carrier is registered, or, in case of application for
registration of a bill of lading by a foreign non-vessel-operating common carrier, to the competent communications department of
the people’s government of the province, autonomous region or municipality directly under the Central Government where the liaison
office appointed by such non-vessel-operating common carrier is registered. The following application documents shall be included:

(1)

the letter of application;

(2)

the feasibility study report;

(3)

the business registration document;

(4)

the sample of bill of lading;

(5)

the photocopy of the receipt certifying that the surety bond has been deposited at the bank.

If the applicant is a foreign non-vessel-operating common carrier, the relevant documents specified in Article 25 of these Rules
which relate to its appointed liaison office shall be submitted as well.

The competent communications department of the people’s government of the province, autonomous region or municipality directly under
the Central Government shall complete the examination, verification and give its comments on the application documents after the
acceptance of the above-mentioned duplicate. Such communications department shall report its comments to the Ministry of Communications
within 7 working days after the acceptance of the application documents.

The Ministry of Communications shall complete the examination and verification specified in Article 7 and 8 in the Maritime Transportation
Regulations within 15 working days after the acceptance of the complete application documents. If the application documents are authentic
and complete, the registration of the bill of lading shall be granted and a Registration of Non-Vessel-Operating Services Qualification
shall be issued. If the application documents are inauthentic and incomplete, the applicant shall be notified in writing that no
registration is granted and the reasons therefor shall be given.

After acquiring a Registration of Non-Vessel-Operating Services Qualification, a Chinese applicant shall go through the registration
procedure at the enterprise registration authority where it is registered before starting the non-vessel-operating services.

Article 12

If a foreign non-vessel-operating common carrier has acquired the qualification for the non-vessel-operating services in accordance
with foreign laws and has obtained a legal financial liability guaranty, it does not need to deposit the surety bond at the bank
within Chinese territory when it applies to engage in the non-vessel-operating services to and from Chinese ports in accordance with
the Maritime Transportation Regulations and these Rules. However, in order to ensure that the debt to be paid which is incurred from
the foreign non-vessel-operating common carrier’s non-performance or improper performance of the carrier’s responsibility, or, in
order to ensure that the fine to be paid which is incurred from such non-vessel-operating common carrier’s non-performance or improper
performance satisfy the provisions in paragraph 3 of Article 8 of the Maritime Transportation Regulations, the competent authority
of such a foreign non-vessel-operating common carrier shall sign an agreement relating to the ways or means of realizing the financial
liability guaranty with the Chinese governmental transport authority.

Article 13

When the cargo is solicited, the bill of lading or other transport document is issued, or the freight is collected within Chinese
territory, although there is no direct international liner services to and from Chinese ports, the qualification of the non-vessel-operating
services shall be obtained in accordance with the relevant provisions of these Rules if the international cargo transportation services
to and from Chinese ports is provided by way of chartering space from vessels of operators of international liner services, or, if
cargo is shipped at Chinese ports for transshipment at foreign ports by using the feeder service provided by operators of international
liner services, with the exception of the cases specified in paragraph 3 of Article 16 of the Maritime Transportation Regulations.

Article 14

If a Chinese non-vessel-operating common carrier applies to set up a branch within Chinese territory, the surety bond shall be deposited
in accordance with paragraph 2 of Article 8 of the Maritime Transportation Regulations and the registration shall be obtained in
accordance with Article 11 of these Rules by acquiring the Registration of Non-Vessel-Operating Services Qualification. The following
documents shall be submitted for applying for the registration:

(1)

the letter of application;

(2)

the business registration document of the parent company;

(3)

the photocopy of the Registration of Non-Vessel-Operating Services Qualification of the parent company;

(4)

the document confirming the business scope of the branch by the parent company;

(5)

the photocopy of the receipt certifying that the surety bond has be deposited at the bank.

Article 15

When the non-vessel-operating common carrier applies for the registration of the bill of lading, the name listed at the post_title of the
bill of lading shall be the same as that of the applicant.

If the name listed in the post_title of the bill of lading is different from that of the applicant, the applicant shall provide the documents
certifying that such a bill of lading is printed and used by itself as well as a declaration in writing that it will bear the carrier’s
responsibility of issuing such a bill of lading.

Article 16

If a non-vessel-operating common carrier has two or more bills of lading, each of the bills of lading shall be registered.

If the bill of lading registered by an operator of international liner services or non-vessel-operating common carrier is changed,
the sample of the new bill of lading shall be filed with the Ministry of Communications 15 days before the date of usage of such
a new bill of lading.

Article 17

After the non-vessel-operating common carrier acquires according to law the qualification for the non-vessel-operating services by
depositing the surety bond and registering the bill of lading, the Ministry of Communications shall list the name of the non-vessel-operating
common carrier and the sample of its bill of lading at its official website.

Article 18

A non-vessel-operating common carrier shall deposit according to law the surety bond at the non-vessel-operating common carrier’s
bank account at the commercial bank designated by the Ministry of Communications. The interest of the surety bond shall be calculated
on the basis of the interest rate of the current deposit published by the People’s Bank of China.

Article 19

The surety bond deposited by the non-vessel-operating common carrier is protected by the State laws. The surety bond shall not be
used unless for the following cases:

(1)

bearing the liability for compensation due to the non-vessel-operating common carrier’s non-performance or improper performance of
carrier’s responsibility according to a judgement in force by a judicial organ or an arbitration institution’s arbitration award
ruled by a judicial organ to be enforced;

(2)

being fined by the communications authorities.

If the surety bond shall be transferred due to the cases referred to in subparagraph 1 and 2 of the previous paragraph, it shall be
carried out according to laws.

If the amount of surety bond of the non-vessel-operating common carrier falls short of the amount specified in the Maritime Transportation
Regulations, the Ministry of Communication shall inform the non-vessel-operating common carrier to make up the amount in short. If
the non-vessel-operating common carrier fails to make up the amount in short within 30 days from the date of service of the notice
in writing from the Ministry of Communications, the Ministry of Communication shall revoke its qualification of the non-vessel-ope

PROVISIONS ON THE ADMINISTRATION OF URBAN PLANNING SERVICE ENTERPRISE WITH FOREIGN INVESTMENT

The Ministry of Construction, the Ministry of Foreign Trade and Economic Cooperation

Decree of the Ministry of Construction of the People’s Republic of China and the Ministry of Foreign Trade and Economic Cooperation
of the People’s Republic of China

No.116

The Provisions on the Administration of Urban Planning Service Enterprise with Foreign Investment, which were adopted at the 65th
Executive Session of the Ministry of Construction on December 13, 2002, and adopted at the 2nd Ministerial Session of the Ministry
of Foreign Trade and Economic Cooperation on January 30, 2003, are hereby promulgated and shall enter into force on May 1, 2003.

Minister of the Ministry of Construction Wang Guangtao

Minister of the Ministry of Foreign Trade and Economic Cooperation Shi Guangsheng

February 13, 2003

Provisions on the Administration of Urban Planning Service Enterprise with Foreign Investment

Article 1

In order to further the opening to the outside world, to regulate the foreign companies, enterprises and other economic organizations
or individuals investing in urban planning service enterprises, and to strengthen the administration of the urban planning services
carried out by urban planning service enterprises with foreign investment, these Provisions have been formulated in accordance with
the Law of the People’s Republic of China on Enterprises with Foreign Investment, the Law of the People’s Republic of China on Chinese-foreign
Equity Joint Ventures, the Law of the People’s Republic of China on Chinese-foreign Contractual Joint Ventures, and the Law of the
People’s Republic of China on Urban Planning.

Article 2

These Provisions shall apply to the establishment of urban planning service enterprises with foreign investment within the People’s
Republic of China, to the application for the Certificate of Qualification of Enterprise with Foreign Investment for Urban Planning
Services, and to the supervision and administration of urban planning service enterprises with foreign investment.

Article 3

The urban planning service enterprises with foreign investment as used in these Provisions refer to the Chinese-foreign equity joint
ventures, Chinese-foreign contractual joint ventures and enterprises with foreign investment that are established in the People’s
Republic of China and undertake urban planning services. The urban planning services as used in these Provisions refer to the activities
of formulation and consultation of urban planning, excluding the overall urban planning.

Article 4

To undertake urban planning services in China, a foreign company, enterprise or other economic organization or individual must establish
a Chinese-foreign equity joint or contractual joint venture or enterprise with foreign investment pursuant to law, and obtain the
Certificate of Qualification of Enterprises with Foreign Investment for Urban Planning Services.No one may undertake urban planning
services without the Certificate of Qualification of Enterprises with Foreign Investment for Urban Planning Services.

Article 5

The administrative department of foreign trade and economic cooperation under the State Council shall be in charge of the administration
of the establishment of urban planning service enterprises with foreign investment; the administrative department of construction
under the State Council shall be in charge of the administration of the qualification of urban planning service enterprise with foreign
investment.The administrative departments of foreign trade and economic cooperation of the people’s governments of the provinces,
autonomous regions and municipalities directly under the Central Government shall be in charge of the preliminary examination of
the establishment of urban planning service enterprises with foreign investment within their respective administrative areas; the
administrative departments of urban planning of the local people’s governments at the county level and above shall be in charge of
the supervision and administration of the urban planning services carried out by urban planning service enterprises with foreign
investment within their respective administrative areas.

Article 6

For the establishment of a urban planning service enterprise with foreign investment, the following conditions must be met, apart
from the conditions provided for by the relevant laws and regulations of China on enterprises with foreign investment:

The foreign party is an enterprise or professional technician engaging in urban planning services in its/his home country or region;

Having 20 or more professional technicians specializing in urban planning, construction, road traffic, gardens and landscape, as well
as the relevant engineering etc, among whom, foreign professional technicians shall account for no less than 25% of all the professional
technicians, there shall be at least 1 foreign professional technician specializing in urban planning, construction, road traffic,
garden and landscape.

Having technical equipment and fixed work site in conformity with the state provisions.

Article 7

To apply for the establishment of a urban planning service enterprise with foreign investment, a party shall apply for verification
and approval of the name of the enterprise with foreign investment to be established with the State Administration for Industry and
Commerce or the local administration for industry and commerce authorized thereby.

Article 8

After obtaining the approval for the name of the enterprises with foreign investment to be established, the applicant shall file the
application for establishment of urban planning service enterprise with foreign investment with the administrative department of
foreign trade and economic cooperation of the people’s government of the province, autonomous region or municipality directly under
the Central Government where the enterprise to be established is located, and submit the following materials:

Application form for the establishment of enterprises with foreign investment signed by the legal representative of the investing
party;

Feasibility study report, project proposal, as well as the scheme on establishment of the enterprise (including the professional personnel,
plans on technical equipment and area of the work site, etc) formulated or acknowledged by the investing party;

Contract and articles of incorporation of the enterprises with foreign investment signed by the legal representative of the investing
party (only articles of incorporation are required in respect of an enterprises with foreign investment);

Notice for preliminary verification and approval of the enterprise name;

Certificate of legal person registration and bank credit certificate of the investing party;

Documents of tenancy and certificates of the board chairman, directors, managers, and persons in charge of engineering and technology
to be dispatched by the investing party;

Balance sheets and statements of gains and losses of the investing party of the last three years that have been audited by registered
accountants or accounting firms;

Certificate of enterprise registration and bank credit certificate of the enterprise undertaking urban planning service of the country
or region where the foreign investor is located;

Certificate of experience and achievements of urban planning services issued by the government authority or trades society, institute,
or notary agency of the country or region where the foreign investor is located.

Article 9

The administrative departments of foreign trade and economic cooperation of the people’s governments of the provinces, autonomous
regions and municipalities directly under the Central Government shall finish the preliminary examination within 30 days from accepting
the application; and if the approval is granted, submit the application to the administrative department of foreign trade and economic
cooperation under the State Council.

Article 10

The administrative department of foreign trade and economic cooperation under the State Council shall, within 10 days from receiving
the application materials that have passed the preliminary examination, submit such materials to the administrative department of
construction under the State Council for opinions. The administrative department of construction under the State Council shall present
the opinions within 30 days from receiving the application materials. The administrative department of foreign trade and economic
cooperation under the State Council shall, within 30 days from receiving the written opinions from the administrative department
of construction under the State Council, make the decision on whether to approve the application. If the approval is granted, the
certificate of approval shall be issued to the enterprises with foreign investment; if not, the reasons shall be explained in written
form.

Article 11

After obtaining the certificate of approval for enterprise with foreign investment, the applicant shall make the industrial and commercial
registration of enterprise pursuant to law, and draw the business license.

Article 12

After drawing the business license of enterprise as legal person, the applicant shall apply for the Certificate of Qualification of
Enterprise with Foreign Investment for Urban Planning Services with the administrative department of construction under the State
Council.

Article 13

The following materials shall be submitted for application for the Certificate of Qualification of Enterprise with Foreign Investment
for Urban Planning Services:

Application form for the Certificate of Qualification of Enterprise with Foreign Investment for Urban Planning Services;

Certificate of approval for enterprise with foreign investment;

Business license of enterprise as legal person;

Employment contracts and certificates of professional qualification of the professional technicians which have been put on record
by the department of labor and personnel;

Materials on the technical equipment of the enterprise.

Article 14

A urban planning service enterprise with foreign investment shall, within 30 days after obtaining the Certificate of Qualification
of Enterprises with Foreign Investment for Urban Planning Services, put that on record with the administrative department of urban
planning of the city or county where it is registered.

Article 15

Where a urban planning service enterprise with foreign investment contracts any task of urban planning service of a place other than
its place of registration, it shall put that on record with the administrative department of urban planning of the city or county
where the task is located.

Article 16

The materials submitted by the applicant shall be in Chinese, if the certificates are in any foreign language, they must be accompanied
by Chinese translations.

Article 17

When undertaking urban planning services, a urban planning service enterprise with foreign investment must observe the relevant laws
and regulations, technical standards and criteria of China on urban planning.

Article 18

Every foreign technician employed by a urban planning service enterprise with foreign investment shall reside in China for no less
than 6 months per year.

Article 19

The administrative department of construction under the State Council shall conduct an annual inspection each year over the urban
planning service enterprises with foreign investment with the Certificate of Qualification of Enterprise with Foreign Investment
for Urban Planning Services. Those who failed to meet the qualification conditions, their Certificate of Qualification of Enterprise
with Foreign Investment for Urban Planning Services shall be withdrawn.

Article 20

Where a Chinese entity with the Certificate of Qualification of Entity for Formulating Urban Planning is restructured or reorganized
to form a Chinese-foreign equity joint or contractual joint urban planning service enterprise, it shall return its Certificate of
Qualification of Entity for Formulating Urban Planning.

Article 21

When a urban planning service enterprise with foreign investment is shutout, cancellation and terminate, it shall return its Certificate
of Qualification of Enterprises with Foreign Investment for Urban Planning Services.

Article 22

It is strictly prohibited to commission any task of urban planning service to an enterprise with foreign investment without the Certificate
of Qualification of Enterprises with Foreign Investment for Urban Planning Services. It is strictly prohibited to commission any
task of services relating to the overall urban planning to an enterprise with foreign investment.

Article 23

For those contracting urban planning service tasks without the Certificate of Qualification of Enterprise with Foreign Investment
for Urban Planning Services, the administrative department of urban planning of the local people’s government at the county level
or above shall order the offender to stop the illegal activities, and impose on it a fine from 10,000 yuan to 30,000 yuan. And the
relevant departments may not approve the illegal achievements.

Article 24

Where a urban planning service enterprise with foreign investment, in violation of these Measures, undertakes services of formulation
of the overall urban planning, the administrative department of urban planning of the local people’s government at the county level
or above shall order it to correct; if the circumstances are serious, the Certificate of Qualification of Enterprise with Foreign
Investment for Urban Planning Services shall be withdrawn by the department that issued it. Where a urban planning service enterprise
with foreign investment practices frauds and deceitfully obtains the Certificate of Qualification of Enterprise with Foreign Investment
for Urban Planning Services, the qualification certificate shall be withdrawn by the department that issued it.After withdrawing
the certificate of qualification, the department that issued it shall notify the registration department of the relevant information.
The enterprise whose qualification certificate has been withdrawn shall apply for nullification of registration with the registration
department; those failing to do so will be dealt with by the registration department pursuant to law.

Article 25

If any party, in violation of these Provisions, commissions any urban planning service task to an enterprise with foreign investment
without the Certificate of Qualification of Enterpriseswith Foreign Investment for Urban Planning Services, or commissions any overall
planning service task to a urban planning service enterprise with foreign investment, the department at the higher level shall correct
such act, and investigate for the administrative responsibilities of the relevant responsible personnel; and prosecute for the criminal
responsibilities if a crime is constituted.

Article 26

The power to interpret these Provisions shall remain with the administrative department of construction under the State Council and
the administrative department of foreign trade and economic cooperation under the State Council according to their respective functions.

Article 27

These Provisions shall be referred to in respect of the establishment of urban planning service enterprises in the mainland of China
by investors from Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan.

Article 28

These Provisions shall enter into force on May 1, 2003.

The Ministry of Construction, the Ministry of Foreign Trade and Economic Cooperation
2003-02-13

INTERIM PROVISIONS ON PREVENTING THE ACTS OF PRICE MONOPOLY

The State Development and Reform Commission

Decree of the State Development and Reform Commission of the People’s Republic of China

No.3

The Interim Provisions on Preventing the Acts of Price Monopoly are formulated in accordance with the Price Law of the People’s Republic
of China, which have been adopted at the executive meeting of the directors of the State Development and Reform Commission, and as
promulgated, it shall enter into force as of November 1, 2003.

Director of the State Development and Reform Commission Ma Kai

June 18, 2003

Interim Provisions on Preventing the Acts of Price Monopoly

Article 1

In order to prevent acts of price monopoly, to promote fair competition and to protect the legal rights and interests of the operators
and consumers, the Provisions have been formulated in accordance with the Price Law of the People’s Republic of China (hereinafter
referred to as the Price Law).

Article 2

The “acts of price monopoly” herein refer to the acts that by means of collusion or abuse of the market predominance, the operators
control the market prices, disturb the normal production and operation order, impair the legal rights and interests of the other
operators and consumers, or harm the interests of the public.

Article 3

The determination of market predominance shall be mainly based on the market shares of the operators in the relevant markets, the
substitutability of the commodities and difficulty of the new competitors to enter into the market.

Article 4

Operators shall not conduct any of the following acts of price monopoly through agreements, decisions or coordination:

(1)

Uniformly determining, maintaining or changing prices;

(2)

Controlling prices by limiting the production or supply quantities;

(3)

Controlling prices in bid invitation and bid tendering, or auction;

(4)

Other acts of controlling prices.

Article 5

An operator shall not rely on its market predominance to compulsorily define the resale price when supplying commodities to its distributors.

Article 6

No business operator may rely on its market predominance to seek sudden huge profits in violation of the laws and regulations of the
state.

Article 7

No business operator may rely on the market predominance to anti-dump commodities at the price lower than the costs for the purposes
of supplanting and impairing their competitors; or to make the actual sales prices lower the costs of the commodities themselves
by means of lowering the prices under the disguises of kickbacks, subsidies and donations.

Article 8

No operator may, when providing same commodities or services, rely on its market predominance to treat the same transaction objects
differently in the aspect of transaction price.

Article 9

Whether an operator has any of the acts of price monopoly listed in the Provisions or not, it shall be subject to the determination
of the administrative department for price of the government.

Article 10

Where an operator has any of the acts of monopoly as described in the present Provisions, it shall be punished by the administrative
departments for price of the government in accordance with Article 40 of the Price Law and Article 4 of the Administrative Punishments
on the Illegal Price Acts.

Article 11

Where it is otherwise provided for in any other regulation or ministerial rule regarding the punishment for the acts as described
in Articles 6 and 7 of the Provisions or the state organ for imposing punishments, the provisions of such regulations and ministerial
rules may apply.

Article 12

The government and its subordinate departments shall protect the operator’s rights in lawfully setting prices at their own will, and
shall not illegally interfere with the market prices.

Article 13

The government encourages all kind of organizations and individuals to supervise the acts of price monopoly. The administrative departments
for price of the government may give awards to the informers of the acts of price monopoly and shall keep the informers confidential.

Article 14

Trade associations shall strengthen self-regulation on price, and may not engage in any act in violation of the Provisions.

Article 15

The power to interpret the present Provisions shall remain with the State Development and Reform Commission.

Article 16

The Provisions shall enter into force as of November 1, 2003.

The State Development and Reform Commission
2003-06-18

INTERIM MEASURES FOR THE MANAGEMENT OF THE SERVICE PRICES OF COMMERCIAL BANKS

China Banking Regulatory Commission, National Development and Reform Commission

Order of China Banking Regulatory Commission and National Development and Reform Commission

No.3

According to laws and regulations of the “Commercial Bank Law of the People’s Republic of China” and the “Price Law of the People’s
Republic of China”, Interim Measures for the Management of the Service Prices of Commercial Banks formulated by China Banking Regulatory
Commission and National Development and Reform Commission are hereby promulgated and shall come into force as of the day of October
1, 2003.

President of China Banking Regulatory Commission, Liu Mingkang

Director of National Development and Reform Commission, Ma Kai

June 26, 2003

Interim Measures for the Management of the Service Prices of Commercial Banks

Article 1

In order to standardize commercial banks’ behaviors in service pricing, safeguard consumers’ legal rights and interests, and to promote
the healthy development of commercial banks, the Measures are formulated according to the “Commercial Bank Law of the People’s Republic
of China” and the “Price Law of the People’s Republic of China”.

Article 2

The Measures apply to all service pricing behaviors of commercial banks occurred in the territory of the People’s Republic of China.

Article 3

The commercial banks herein refer to bank institutions set up in accordance with the “Commercial Bank Law of the People’s Republic
of China ” and the “Regulation on the Management of Foreign-Invested Financial Institutions of the People’s Republic of China”.

Article 4

The commercial banking services herein refer to various toll banking services in home currency and foreign currencies that are provided
to customers by commercial banks.

Article 5

When formulating service prices and providing banking services, commercial banks shall comply with the provisions of relevant state
price laws, rules and regulations of the State, observe reasonable and open principles and principles of good faith and consistence
of price and quality, focus on their customers, increase service varieties and improve service quality, thus enhancing their service
levels and forbidding use of service prices for unfair competition.

Article 6

According to the nature and characteristics of services and the competition situation in the market, commercial bank services should
adopt prices instructed by the government and adjusted by the market respectively.

Article 7

The following commercial bank services adopt prices instructed by the government:

(1)

Basic settlement businesses in RMB, including bank drafts, bank acceptances, promissory notes, checks, currency exchanges, authorized
collection and acceptance and payment by collection.

(2)

Commercial bank service items determined by China Banking Regulatory Commission and State Development and Reforming Commission based
on the extent of the influence of individuals and enterprises and institutions and the competition situation of the market.

Other services provided by commercial banks, exclusive of the above-mentioned items, should adopt prices adjusted by the market.

Article 8

The service prices under instruction of the government shall be formulated in the principle of cost maintenance with slight profits
and the specific service items, their benchmark prices and floating range shall be formulated and adjusted by the State Development
and Reforms Commission jointly with China Banking Regulatory Commission.

Article 9

The service prices under market adjustment shall be formulated and adjusted by the head offices of commercial banks and branches of
foreign banks (or master reporting banks, if any), and any other branches and sub-branches of commercial banks should not formulate
or adjust the prices concerned at their own discretion. When formulating the prices, the commercial banks shall take full consideration
of the affordability of individuals and enterprises and institutions.

Article 10

In handling with collection and payment services, the commercial banks shall abide by the principles of “whoever authorizes pays the
charges,” and shall not charge with other unit or individual than the authorizer.

Article 11

The commercial banks shall not charge against opening of savings account in Renminbi, revocation of such account, deposits of savings
in Renminbi occurred within the same bank corporation of the same city and withdrawal below big sum, except for withdrawal of big
sum and saving services of change arrangement.

The definitions of “changes’ and “big sum” and the formulation and adjustment of the relevant service prices are in the charge of
China Banking Regulatory Commission.

Article 12

The commercial banks shall formulate the uniform pricing management system concerning the service items under market adjustment, thus
clarifying the pricing scope, principles, methods and the management responsibilities of the head offices and their branches.

Article 13

The commercial banks shall publish their service items, service content and service pricing standards at their business points according
to the relevant provisions on clear-cut marking of prices by commodities and services.

Article 14

The commercial banks shall report to China Banking Regulatory Commission at least 15 working days before implementation of the service
prices formulated by them according to the Measures and shall make announcement at the relevant business points at least ten days
before execution.

While reporting the above-mentioned items to China Banking Regulatory Commission as specified, the commercial banks shall make copy
to China Banking Association.

Article 15

The service items adopting market adjustment prices and the services prices of the commercial banks shall be properly published by
China Banking Association under social supervision.

Article 16

In case of any of the following acts on the part of the commercial banks; the government competent pricing authority shall impose
corresponding punishment according to the Pricing Law of the PRC and the Regulation on Administrative Punishment Against Offenses
in Pricing:

(1)

Formulating the service prices at discretion within the pricing scope under direction of the government;

(2)

Exceeding the floating range of the pricing under direction of the government;

(3)

Not marking the prices according to the provisions; and

(4)

Other acts in violation of laws and regulations in breach of the provisions of the Measures.

Article 17

In case the commercial banks have violated the provisions of Articles 9, 12 and 14 of the Measures, China Banking Regulatory Commission
shall handle with the case according to the provisions of the relevant laws, administrative laws and regulations and stipulations.

Article 18

In case policy banks, urban credit cooperatives, rural credit cooperatives, post saving institutions, joint venture financial companies
and wholly foreign-owned companies provide the services specified by Article 4 of the Measures, the service prices shall be executed
in compliance with the provision of the Measures.

Article 19

The Measures shall come into force as of October 1, 2003.

Article 20

The previous provisions on the service prices or charge of commercial banks in conflicts with the Measures shall be repealed.

China Banking Regulatory Commission, National Development and Reform Commission
2003-06-26

Supreme Court Chief Justices

PORT LAW OF THE PEOPLE’S REPUBLIC OF CHINA

MEASURES FOR ADMINISTRATIVE PUNISHMENT OF COAL MINES SECURITY SUPERVISION

CIRCULAR OF THE MINISTRY OF FINANCE ON HOW TO DEAL WITH THE FINANCIAL ISSUES ABOUT THE ASSESSED INCREASE AND DECREASE OF THE OVERSEAS INVESTMENT ASSETS OF FOREIGN-FUNDED ENTERPRISES

MEASURES FOR MANAGEMENT OF AGRICULTURAL SEED SUBSTANCE RESOURCES

NOTICE OF THE SUPREME PEOPLE’S COURT ON STRICTLY PROHIBITING THE RANDOM STOP PAYMENT FOR LETTERS OF CREDIT

CIRCULAR ON STARTING USE OF APPLICATION FORM AND CERTIFICATES OF QUALIFICATIONS OF FOREIGN-INVESTED CONSTRUCTION ENTERPRISES

CIRCULAR OF CHINA SECURITIES REGULATORY COMMISSION ON THE RELEVANT ISSUES CONCERNING FUTURES BROKERAGE COMPANIES’ ACCEPTANCE OF CAPITAL CONTRIBUTION

IMPLEMENTING RULES OF THE REGULATIONS OF THE PEOPLE’S REPUBLIC OF CHINA ON INTERNATIONAL MARITIME TRANSPORTATION

PROVISIONS ON THE ADMINISTRATION OF URBAN PLANNING SERVICE ENTERPRISE WITH FOREIGN INVESTMENT

INTERIM PROVISIONS ON PREVENTING THE ACTS OF PRICE MONOPOLY

INTERIM MEASURES FOR THE MANAGEMENT OF THE SERVICE PRICES OF COMMERCIAL BANKS

CONSTITUTION ACT, 1982 – page 22

CONSTITUTION ACT, 1982 – page 21

CONSTITUTION ACT, 1982 – page 20

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CONSTITUTION ACT, 1982 – page 18

CONSTITUTION ACT, 1982 – page 17

CONSTITUTION ACT, 1982 – page 16

CONSTITUTION ACT, 1982 – page 12

CONSTITUTION ACT, 1982 – page 11

CONSTITUTION ACT, 1982 – page 10

CONSTITUTION ACT, 1982 – page 9

CONSTITUTION ACT, 1982 – page 8

CONSTITUTION ACT, 1982 – page 7