Brazilian Laws

CIRCULAR OF THE MINISTRY OF CONSTRUCTION ON PRINTING AND DISTRIBUTING THE INTERIM PROVISIONS OF CONSTRUCTION PROJECT DESIGN OF FOREIGN ENTERPRISES WITHIN THE TERRITORY OF THE PEOPLE’S REPUBLIC OF CHINA

The Ministry of Construction

Circular of the Ministry of Construction on printing and distributing the Interim Provisions of Construction Project Design of Foreign
Enterprises within the Territory of the People’s Republic of China

JianShi [2004] No. 78

May 10, 2004

Construction departments of all provinces and autonomous regions, construction commissions of municipalities directly under the Central
Government (Beijing Municipal Commission of Urban Planning), construction departments of relevant ministries under the State Council,
relevant enterprises under the State-Owned Assets Supervision and Administration Commission of the State Council, Project Administration
of PLA General Logistics Capital Barracks Department, the Construction Bureaus of Xinjiang Production and Construction Corporation:

The Interim Provisions of Construction Project Design of Foreign Enterprises in the Territory of the People’s Republic of China are
hereby printed and distributed to you. Please comply with and implement them.

Annex: Interim Provisions of Construction Project Design of Foreign Enterprises within the Territory of the People’s Republic of China

Annex:Interim Provisions of Construction Project Design of Foreign Enterprises within the Territory of the People’s Republic of China

Article 1

These Provisions are enacted in accordance with the Construction Law of the People’s Republic of China, the Regulation on the Administration
of the Survey and Design of Construction Projects, the Regulation on the Quality Administration of Construction Projects, the Measures
for Survey and Design Bidding of Construction Projects, other laws, regulations and rules with a view to regulate the management
of foreign enterprises undertaking construction project design activities within the territory of the People’s Republic of China.

Article 2

The term “foreign enterprises” in these Provisions refers to the enterprises that are registered out of the territory of the People’s
Republic of China and are engaged in construction project design.

Article 3

Foreign enterprises that offer services of drawing up initial designs of construction projects (basic design), construction drawing
design (detailed design) and other relevant designs within the territory of the People’s Republic of China in forms of trans-border
payment shall abide by the Provisions.

The Provisions do not apply to designs before initial designs of construction projects (basic design).

Article 4

Foreign enterprises to assume construction project designs within the territory of the People’s Republic of China shall select at
least one Chinese designing enterprise with construction project design qualification endorsed by construction administrations (hereinafter
referred to as Chinese designing enterprise) for cooperative design between foreign and Chinese enterprises (hereinafter referred
to as cooperative design), and undertake designing business within the business scope of the selected Chinese designing enterprise(s).

Article 5

Construction designing contracts of cooperative designing project shall be signed by Chinese designing enterprises or jointly signed
by both Chinese and foreign designing enterprises of the cooperative design with construction entities. The contracts shall clearly
stipulate the rights and obligations of each party. Construction designing contracts shall be written in Chinese version.

Article 6

Construction entities shall conduct qualification examination for foreign enterprises in advance and only those that meet the qualifications
can participate in cooperative design.

Article 7

Whilst examining designing qualification of foreign enterprises, construction units have the right to require foreign enterprises
to offer the following valid certification materials that can meet the needs of construction projects. The certification materials
shall include Chinese version and the version in official language of the country where the foreign enterprises are located.

(1)

Business registration certifications approved and issued by governmental administrations of the countries where the enterprises are
located;

(2)

Creditability certifications and enterprise insurance certifications issued by financial institutions of the countries where the enterprises
are located;

(3)

Certifications for Construction design achievements of the enterprises issued by governmental administrations or relevant trade organizations
and notary institution of the countries where the enterprises are located;

(4)

Designing permission certifications issued by governmental administrations or relevant trade organizations of the countries where
the enterprises are located;

(5)

ISO9000 series quality standard certificate issued by international organization;

(6)

Resume, identification certificates, education certificates of the highest level and employment registration certifications of all
technological participants of the Chinese project;

(7)

Letter of intent of cooperative design with Chinese enterprises; and

(8)

Other relevant materials.

Article 8

Foreign enterprises shall sign cooperative design agreements to clearly stipulate the rights and obligations of each party in accordance
with Chinese relevant laws and regulations with the selected Chinese designing enterprises.

Cooperative design agreements shall cover:

(1)

Enterprise names, registration locations and the names, nationalities, identification registration number, address and contact methods
of the legal persons of each party of the cooperative project;

(2)

The names, location and scales of the cooperative project;

(3)

Cooperative scope, time limit and methods and requirements of designing content, depth, quality and progress;

(4)

The division of designing tasks, rights and obligation of each party;

(5)

Fee makeup, distribution and tax payment obligation;

(6)

Responsibilities of agreement violation and dispute settlements;

(7)

Conditions for agreement effective and agreement date and place; and

(8)

Other issues agreed by each party.

Article 9

Construction design contracts (duplicate), cooperative design agreement (duplicate) and materials listed in Article 7 of the Regulations
(copies) shall be submitted to construction administrations of provincial level for the archival purpose.

Article 10

Foreign design enterprises shall undertake construction project designs in accordance with compulsory norms of project construction
and working rules of construction design files issued by the Chinese Government.

Article 5 of Supervision Rules of Project Construction Compulsory Norms Implementation (Decree No 81 of Ministry of Construction)
shall prevail when there are no corresponding compulsory norms.

Article 11

In accordance with Construction Law of the People’s Republic of China, Urban Planning Law of the People’s Republic of China and other
relevant laws, cooperative designing files that must be submitted to relevant departments of Chinese Government shall meet the following
requirements:

(1)

The files shall have Chinese version;

(2)

The files shall conform to relevant rules of construction design;

(3)

The files shall adopt China’s official measurement units;

(4)

Enterprises names of each party and construction names shall be listed on the cover of initial design (basic design) files, and the
first page shall include enterprise names and legal persons, major technologists of each party and the person in charge of the project
and their seals;

(5)

The drawings of construction drawing design (detailed design) files shall include enterprise names of each party of the cooperative
design and signatures of project designers. Other affairs shall be performed in accordance with China’s relevant drawing rules of
construction design files; and

(6)

Initial design (basic design) files and construction drawing design (detailed design) can be validated only after being examined,
signed and sealed by China’s registered architects, registered engineers and persons who have obtained registered employment qualifications
and Chinese enterprises’ official seals shall be included.

When there is no project design registration employment system in some certain specialties, the documents shall be valid after examination
and signing-in these documents by technologists in charge of Chinese side and Chinese enterprises’ official seals shall be included.

Article 12

Foreign design enterprises that undertake construction project design within Chinese territory shall be paid in accordance with China’s
designing fee standards and shall pay tax according to relevant laws to Chinese Government.

When design files offered by foreign enterprises that need examinations and confirmation from Chinese design enterprises in light
with China’s norms and rules, relevant fees shall be paid through negotiation in accordance with international practices or real
workload.

Article 13

Designing organizations from Hong Kong, Macao Special Administrative Region and Taiwan region shall refer to the Provisions.

Article 14

Foreign enterprises in violation with the Provisions shall be imposed a punishment by Chinese Government in accordance with relevant
laws, regulations and rules. Their practices shall be publicized in relevant media and announce to governments and relevant industrial
organizations of the countries where the enterprises locate.

Article 15

Foreign enterprises are forbidden to participate in classified projects, disaster relief and rescue project and other projects that
Chinese Government have not promised to open to foreign countries.

Article 16

The Provisions shall be implemented 30 days as of the day of promulgation.



 
The Ministry of Construction
2004-05-10

 







THE NOTICE OF THE STATE ADMINISTRATION OF FOREIGN EXCHANGE ON THE SALE AND PAYMENT OF FOREIGN EXCHANGE FOR NON-TRADE PURPOSES BY TRANSNATIONAL COMPANIES

State Administration of Foreign Exchange

The Notice of the State Administration of Foreign Exchange on the Sale and Payment of Foreign Exchange for Non-trade Purposes by Transnational
Companies

Hui Fa No.62 [2004]

June 29, 2004

The branches and foreign exchange administrative departments of the State Administration of Foreign Exchange of all provinces, autonomous
regions and municipalities directly under the Central Government, the branches of the State Administration of Foreign Exchange of
Shenzhen, Dalian, Qingdao, Xiamen and Ningbo, and all Chinese-funded designated foreign exchange banks:

In order to improve the environments of China for using foreign investment, perfect the administration on sale and payment of foreign
exchange for non-trade purposes of transnational companies and promote the sound development of foreign economy, the State Administration
of Foreign Exchange (SAFE) has made experiments for the reform of the administration on sale and payment of foreign exchange for
non-trade purposes by transnational companies in Shanghai, Beijing and Shenzhen in 2003. Upon the experience from the said experiments,
we hereby notice the issues relevant to the national administration on sale and payment of foreign exchange for non-trade purposes
of transnational corporations as follows:

1.

The term ￿￿transnational corporations￿￿ as mentioned in the present Notice refers to an a corporation that concurrently comprises
of affiliated companies both at home and abroad and whose global or regional (including China) investment management functions are
exercised by one of its affiliated companies within China, including Chinese-funded holding corporation (namely Chinese-funded transnational
corporations) and foreign-funded holding corporation (namely foreign-funded transnational corporations).

2.

The term ￿￿affiliated companies￿￿ of a transnational corporation as mentioned in the present Notice include affiliated companies both
at home and broad, of which the domestic affiliated companies involve:

(1)

a branch company established in China by a foreign-funded transnational corporation;

(2)

a foreign-funded enterprise in which a transnational corporation has a controlling share or an equity participation (the ratio of
equity participation shall not be lower than 25 percent, the same below);

(3)

a branch company established in China and relegated to be managed by the overseas head office or an affiliated company of a foreign-funded
transnational corporation;

(4)

a foreign-funded enterprise in which the overseas head office or an affiliated company of a foreign-funded transnational corporation
has a controlling share or an equity participation and whose management is relegated to it; and

(5)

a branch company established in China by a Chinese-funded transnational corporation or a company in which it has a controlling share
or an equity participation.

The overseas affiliated companies of a transnational corporation include:

(1)

the overseas head offices of foreign-funded transnational corporations;

(2)

the branch companies established outside China by the overseas head office of a foreign-funded transnational corporation and companies
in which it has a controlling share or an equity participation; and

(3)

the branch companies established outside of China by a Chinese-funded transnational corporation and companies in which it has a controlling
share or an equity participation.

3.

If a transnational corporation and its affiliated companies in China that meet the conditions specified in this Notice needs to handle
the procedures for sale and payment of foreign exchange for non-trade purposes as provided for in this Notice, they shall, on the
strength of the following materials, apply to the local branches or foreign control departments (hereinafter referred to as ￿￿foreign
exchange branch￿￿) of the State Administration of Foreign Exchange where they are located:

(1)

the application with the signature of its legal representative;

(2)

the approval document for the establishment of the company issued by the department of commerce, the business license and the original
of the foreign exchange registration certificate for the foreign-funded enterprise and their copies;

(3)

the list of its overseas affiliated companies; and

(4)

other materials as required by the foreign exchange branch.

Where they are found to meet the conditions upon examination by the local foreign exchange branches, the local foreign exchange branches
shall issue approval documents.

4.

The transnational corporation and its domestic affiliated companies shall, when completing the procedures for sale and payment of
foreign exchange for non-trade purposes as provided for in this Notice, file an application to a designated foreign exchange bank
on the strength of the approval document issued by the foreign exchange branch and the relevant certification materials provided
for in this Notice, and the designated foreign exchange bank shall, upon authentic verification, handle the procedures for sale and
payment of foreign exchange for non-trade purposes.

5.

The expenses advanced or apportioned between a Chinese-funded transnational corporation and its overseas affiliated companies shall
be paid abroad only by the domestic head office of the Chinese-funded transnational corporation, and any other domestic affiliated
company of the Chinese-funded transnational corporation shall not pay the advanced or apportioned expenses to any of its overseas
affiliated companies.

6.

The salaries, benefits and allowances of the employees from foreign countries, Hong Kong, Macao or Taiwan or of the employees of the
P.R.C with the right of permanent residence overseas, advanced by an overseas affiliated company of a transnational corporation,
which should be paid by the transnational corporation or its domestic affiliated company, may be debited directly to its foreign
exchange account or paid after purchasing the foreign exchange from a designated foreign exchange bank on the strength of such certification
materials as the notices of overseas payment, such identity certificates as the passports of foreign employees, employment certificates
(including the employment certificates issued by the competent departments for social security or the specialists￿￿ certificates
issued by the competent department for foreign affairs, the employment contracts and etc., the same below ), the bills of RMB incomes
and tax certificates.

7.

The overseas commercial insurance premiums of foreign employees advanced by an overseas affiliated company of a transnational corporation,
which should be paid by the transnational corporation or its domestic affiliated company, may be debited directly to its foreign
exchange account or paid after purchasing the foreign exchange from a designated foreign exchange bank on the strength of such certification
materials as the notices of overseas payment, the passports or other identity certifications of foreign employees , employment certification,
overseas insurance policy (or the notices of payment issued by an overseas insurance company specifying the names of foreign employees)
and tax certificates.

The overseas social insurance premiums of foreign employees advanced by an overseas affiliated company of a transnational corporation,
which should be paid by the transnational corporation or its domestic affiliated company, may be debited directly to its foreign
exchange account or paid after purchasing the foreign exchange from a designated foreign exchange bank on the strength of such certification
materials as the notices of overseas payment, the passports and other identity certifications of foreign employees, employment certificates,
and the overseas legal documents related to social insurances.

8.

Such expenses as the expenses for overseas business trips and overseas training fees of the employees of a transnational corporation
or its domestic affiliated companies advanced by one of its overseas affiliated company, which should be paid by the transnational
corporation or its domestic affiliated companies, may be debited directly to its foreign exchange account or after purchasing the
foreign exchange from a designated foreign exchange bank on the strength of the notices of overseas payment, employment certificates,
the relevant expenses documents and the materials proving that the employee have gone abroad for business trips or participated in
training.

9.

Such management expenses as the fees for research and development, procurement expenses and marketing expenses apportioned by a transnational
corporation or its domestic affiliated companies, which should be paid by the transnational corporation or its domestic affiliated
companies, may be debited directly to its foreign exchange account or after purchasing the foreign exchange from a designated foreign
exchange bank on the strength of such certification materials as the apportioning agreements, the notices of overseas payment and
tax certificates.

10.

Other expenses, which should be apportioned by a transnational corporation or any of its domestic affiliated companies or have been
advanced by any of its overseas affiliated companies, to be paid abroad by it or its domestic affiliated companies thereof may be
debited directly to its foreign exchange account or paid after purchasing the foreign exchange from a designated foreign exchange
bank on the strength of such materials as the notices of overseas payment, the original documents of the relevant expenses and tax
certificates.

11.

The transnational corporation or any of its domestic affiliated companies may download the relevant contracts or agreements, the notices
of payment and etc., fix its seals on the same and go through the procedures for the sale and payment of foreign exchange for non-trade
purposes on the strength of the same.

12.

In case ￿￿such identity certificates as the passports of foreign employees ￿￿ or ￿￿the employment certificates￿￿ provided for in Articles
6 and 7 or ￿￿the employment certificates￿￿ provided for in Article 8 hereof fail to be provided under special circumstances, they
may be replaced by the employee list issued and sealed by the transnational corporation or any of its domestic affiliated companies
that applies for the purchase and payment of foreign exchange, which shall contain such elements as the names, nationalities, salaries
or benefits treatment of foreign employees. Meanwhile, the transnational corporation or its domestic affiliated companies thereof
shall also guarantee the authenticity of the said list that it provides and the legality of foreign employees enumerated in the said
list, and state that it will bear the relevant legal liabilities.

13.

All foreign exchange branches shall submit the name list of the approved transnational corporations and the domestic affiliated companies
thereof to the SAFE in time for archival purpose.

14.

All transnational corporations and their domestic affiliated companies, which are found to be governed by this Circular upon examination
and approval shall complete the procedures for the purchase and payment of foreign exchange for non-trade purposes, shall be liable
for the authenticity of its affiliation with any of its overseas affiliated companies. If the affiliation terminates or changes,
they shall report it timely to the foreign exchange branch of the place where it is located, and the foreign exchange branch shall
report it to the SAFE.

15.

In case a transnational corporation or any of its domestic affiliated companies violates any provision of this Notice and commits
any act of falsifying an affiliation or making overdue reports or concealing the truth in reporting on the termination or change
of an affiliation, the foreign exchange branch shall have the power to disqualify the company that is governed by this Circular from
completing the procedure for the purchase and payment of foreign exchange for non-trade purposes, and impose corresponding punishment
upon it with reference to the provisions relating to foreign exchange control.

16.

Solely foreign-funded enterprise (in which the capital contribution made by foreign investors shall not be less than 25 percent),
which abides by the foreign exchange control provisions, commits no major acts in violation of foreign exchange control provisions
during the recent three years, has a sound financial standing, has a comparatively large volume of the receipt and payment in its
current account and exercises major influence on the locality, may, subject to the approval by the foreign exchange branch of the
place where it is located, also go through the formalities for sale and payment of foreign exchange for non-trade purposes with reference
to the provisions of this Notice.

All foreign exchange branches shall submit the name list of the said approved foreign-funded enterprises to the State Administration
of Foreign Exchange for archival purpose.

17.

Such items as definitely provided for in this Notice shall no longer be subject to the corresponding provisions of the Notice of the
State Administration of Foreign Exchange Regarding the Sale and Payment of Foreign Exchange in Non-trade Account That are not Definitely
Provided for in the Existing Regulations.

18.

The power to interpret this Notice shall be vested in the SAFE.

19.

This Notice shall come into force as of August 1st, 2004. The Notice of the State Administration of Foreign Exchange Regarding the
Administration on Sale and Payment of Foreign Exchange for Non-trade Purposes of Transnational corporations (for a Trial) (Hui Fa
No.87 [2003]) shall be repealed simultaneously.

After receiving this Notice, each branch shall, as soon as possible, transmit it to the sub-branches and foreign-funded banks within
its jurisdiction; each Chinese-funded designated foreign exchange bank shall, as soon as possible, transmit it to all branches. If
any question arises in implementing this Notice, please feed it back to the State Administration of Foreign Exchange in time.



 
State Administration of Foreign Exchange
2004-06-29

 







CIRCULAR OF THE MINISTRY OF COMMERCE ON THE IMPLEMENTATION OF THE NATIONAL STANDARD OF RETAIL FORMAT CLASSIFICATION

Ministry of Commerce

Circular of the Ministry of Commerce on the Implementation of the National Standard of Retail Format Classification

Shang Jian Fa [2004] No.390

August 9, 2004

The competent departments of commerce of all the provinces, autonomous regions, municipalities directly under the Central Government
and cities specifically designated in the State plan:

The retail format shall refer to the different business forms that the retail enterprises take, after combining corresponding factors
for satisfying different consuming requirement. In order to bring into play the promoting action of new-style retail format over
the commodity circulation, and guide local authorities to do well the programming work of commercial network, the MOFCOM has organized
the relevant entities to revise the former National Standard of Retail format Category (GB/T18106-2000) in accordance with the development
tendency of China’s retail industry in recent years and using for reference the classification mode of retail format in developed
countries. The State Administration of Quality Supervision, Inspection and Quarantine and the Standardization Administration of China
have jointly formulated the new national standard of Retail format Classification (GB/T18106-2004) (Approval Letter on Standard of
SAC [2004] No. 102), and the new standard shall be implemented as of October 1, 2004. With a view of better carrying out the new
standard, relevant issues are hereby notified as follows:

1.

The publicity work of the new classification standard of retail format shall be done well

The classification standard of retail format is the premise to scientifically regulate and lead the development of retail industry,
and it is the important technical basis to form the commodity market pattern with reasonable structure, perfect function, clear layer
and complete system. The new standard, according to the format characteristics of the retail store, and in accordance with its business
mode, commodity structure, service function, and site selection, commercial circle, size, store’s facility, target custom, store
or non-store selling and other factors, classifies the retail industry into 17 formats and stipulates corresponding condition, which
includes traditional grocery store, convenience store, discount store, supermarket, hypermarket, warehouse club, department store,
specialty store, exclusive shop, home center, shopping center, factory outlets center, television shopping, mail order, store on
network, vending machine, tele-shopping. This kind of classification mode accords with the development tendency of domestic and overseas
retail industry. The competent departments of commerce in all places shall do well the publicity work of new standard so that, through
special subject training, news publicity and other means, the governmental departments, enterprises and consumers can widely understand
the formats and the classification condition of the new standard as well as the function of each format to lay a foundation for carrying
out and implementing the new standard.

2.

The new standard shall be treated as important basis of programming work of commercial network

Retail format is the base to form rural commercial network. The new standard definitely defines the condition and function of the
retail format, which shall be followed by all the local commercial departments to program the layout and format of the rural commercial
network to make the network construction comply with the transformation tendency of the economic and social development and residential
consumption and to make all the formats complement each other and develop harmoniously. The cities that have finished the program
of rural commercial network already shall have the program revised and improved according to the new format standard. In the program,
importance shall be attached to integrating the development of the new-style format and the upgrade and reconstruction of the traditional
commerce and harmonizing between the key format and the special economy. Around the key point of format structure adjustment, development
of the convenience store, discount store and small & medium supermarket that are convenient to the residential life shall be encouraged.
Importance shall be attached to developing such new-style format as warehouse, specialty store and exclusive shop.

3.

The new standard shall be used to guide and regulate the direction of commercial investment

The competent departments of commerce in all places shall, on the basis of scientific analysis and full evaluation, use the new standard
to guide the investment and operation in commercial fields. Through implementation of the new standard, the enterprises shall be
made to understand thoroughly the establishment condition of each kind of retail format and the connotation thereof and to understand
fully the operation discipline of each format, so as to promote the enterprises’ rational investment, reduce unreasoning and repeated
investment and avoid resource wasting; in light of the characteristics of different formats, differential operation shall be carried
out to prevent out-of-order competition. Those who are eligible may, through dynamic tracing of the development situation of retail
format, analyze and predict the development tendency of each retail format, formulate the catalogue of encouraging or restraining
the format development and guide the investment of commercial enterprises so as to macro-control the layout of commercial network
and the balance of the industrial format and to promote co-prosperity of multi-formats.

Annexed table: Retail format Classification and Basic Characteristics (Omitted)



 
Ministry of Commerce
2004-08-09

 







CIRCULAR OF THE MINISTRY OF COMMERCE ON RELEVANT ISSUES CONCERNING THE ARCHIVAL-FILING AND REGISTRATION OF RIGHT TO FOREIGN TRADE OF FOREIGN-FUNDED ENTERPRISES

the Ministry of Commerce

Circular of the Ministry of Commerce on Relevant Issues concerning the Archival-filing and Registration of Right to Foreign Trade
of Foreign-funded Enterprises

Shang Zi Han [2004] No. 46

The administrative departments of commerce of all provinces, autonomous regions, municipalities directly under the Central Government
and cities specifically designated in the state plan:

The Foreign Trade Law of the People’s Republic of China (Order No. 15 [2004] of the President of the People’s Republic of China) and
the Measures for the Archival-filing and Registration of Foreign Trade Operators (No. 14 [2004] of the Ministry of Commerce, hereinafter
referred to the “Measures for the Archival-filing and Registration”) came into force as of July 1, 2004. According to Article 14
of the Measures for the Archival-filing and Registration, this Circular is hereby notified with regard to the matters concerning
the procedures for archival-filing and registration to be gone through by foreign-funded enterprises.

1.

Any foreign-funded enterprise established according to law before July 1, 2004 that hasn’t applied for changing its scope of business
or adding of any import/export business or any foreign-funded enterprise established according to law after July 1, 2004 that undertakes
import/export of self-use or self-produced goods and technology of this enterprise need not go through the procedures for archival-filing
and registration of foreign trade operators.

2.

In case a lawfully established foreign-funded enterprise applies for adding any other import/export business to its approved scope
of business, it shall, in accordance with the Measures for the Archival-filing and Registration, go through the procedures for business
addition of an enterprise’s business license and, and shall, on the presentation of the former approval certificate for the establishment
of foreign-funded enterprise, business license with the business addition, and any other documents and procedures as required under
the Measures for the Archival-filing and Registration, go through the procedures for archival-filing and registration (note: no procedures
for change is required with regard to the approval certificate for its establishment) . The registration authorities shall affix
a stamp indicating “business of distribution of import goods excluded” on the registration form.

3.

For any foreign-funded enterprise to be established, if its scope of business as applied for by its investor includes a right to import/export
of self-use or self-produced goods and technology that are not of this enterprise, the examining and approving authorities shall
clearly indicate “business of import/export (business of distribution excluded)” in its scope of business. After its establishment,
the enterprise shall go through the procedures for archival-filing and registration in accordance with the Measures for the Archival-filing
and Registration. The registration authorities shall affix a stamp indicating “business of distribution of import goods excluded”
on the registration form.

4.

In accordance with the Measures for the Administration of Foreign Investment in Commercial Sector (Decree No. 8 [2004] of the Ministry
of Commerce), Interim Measures for the Establishment of Chinese-foreign Equity Joint Foreign Trade Companies (Decree No. 1 [2003]
of the Ministry of Foreign Trade and Economic Cooperation) and Circular on Relevant Issues concerning the Development of Establishment
of Pilot Logistics Foreign-funded Enterprises (Letter No. 615 [2002] of the Ministry of Foreign Trade and Economic Cooperation),
where an foreign-funded enterprise approved to undertake the import/export and distribution business according to law goes through
the procedures for archival-filing and registration according to the relevant provisions of the Measures for the Archival-filing
and Registration, the archival-filing and registration authorities shall not affix the stamp indicating “business of distribution
of import goods excluded”.

The Ministry of Commerce

August 17, 2004



 
the Ministry of Commerce
2004-08-17

 







LAW OF THE PEOPLE’S REPUBLIC OF CHINA ON THE PROTECTION OF WILDLIFE (2004 REVISION)

Standing Committee of the National People’s Congress

Law of the People’s Republic of China on the Protection of Wildlife (2004 Revision)

(Adopted at the Fourth Meeting of the Standing Committee of the Seventh National People’s Congress and promulgated by Order No. 9
of the President of the People’s Republic of China on November 8th, 1988, and effective as of March 1st, 1989; Revised at the 11th
session of the standing committee of the 10th National People’s Congress of the People’s Republic of China on August 28th, 2004)

ContentsChapter I General Provisions

Chapter II Protection of Wildlife

Chapter III Administration of Wildlife

Chapter IV Legal Responsibility

Chapter V Supplementary Provisions

Chapter I General Provisions

Article 1

This Law is formulated with a view to protecting and saving the species of wildlife which are rare or near extinction, protecting,
developing and rationally utilizing wildlife resources and maintaining ecological balances.

Article 2

All activities within the territory of the People’s Republic of China concerning the protection, domestication, breeding, development
and utilization of species of wildlife must be conducted in conformity with this Law.

The wildlife protected under this Law refers to the species of terrestrial and aquatic wildlife which are rare or near extinction
and the species of terrestrial wildlife which are beneficial or of important economic or scientific value.

The wildlife as referred to in the provisions of this Law means the wildlife which shall enjoy protection as prescribed in the preceding
paragraph.

As regards the protection of the species of aquatic wildlife other than those which are rare or near extinction, the provisions of
the Fisheries Law shall apply.

Article 3

Wildlife resources shall be owned by the state.

The state protects the lawful rights and interests of entities and individuals engaging in the development or utilization of wildlife
resources according to the law.

Article 4

The state shall implement a policy of strengthening the protection of wildlife resources, actively domesticating and breeding the
species of wildlife, and rationally developing and utilizing wildlife resources, and encourage scientific research on wildlife. Entities
and individuals that have made outstanding achievements in the protection of wildlife resources, in scientific research on wildlife,
or in the domestication and breeding of wildlife shall be awarded by the state.

Article 5

Citizens of the People’s Republic of China shall have the duty to protect wildlife resources and the right to inform the authorities
of or file charges against acts of seizure or destruction of wildlife resources.

Article 6

The governments at various levels shall strengthen the administration of wildlife resources and work out plans and measures for the
protection, development and rational utilization of wildlife resources.

Article 7

The departments of forestry and fisheries administration under the State Council shall be respectively responsible for the nationwide
administration of terrestrial and aquatic wildlife.

The departments of forestry administration under the governments of provinces, autonomous regions and municipalities directly under
the Central Government shall be responsible for the administration of terrestrial wildlife in their respective areas. The departments
in charge of the administration of terrestrial wildlife under the governments of autonomous prefectures, counties and municipalities
shall be designated by the governments of provinces, autonomous regions or municipalities directly under the Central Government.

The departments of fishery administration under the local governments at or above the county level shall be responsible for the administration
of aquatic wildlife in their respective areas.

Chapter II Protection of Wildlife

Article 8

The state shall protect wildlife and the environment for its survival, and shall prohibit the illegal hunting, catching or destruction
of wildlife by any entities or individual.

Article 9

The state shall give special protection to the species of wildlife which are rare or near extinction. The wildlife under special state
protection shall be of two classes: wildlife under first class protection and wildlife under second class protection. Lists or revised
lists of wildlife under special state protection shall be worked out by the department of wildlife administration under the State
Council and promulgated after being submitted to and approved by the State Council.

The wildlife under special local protection, being different from the wildlife under special state protection, refers to the wildlife
specially protected by provinces, autonomous regions or municipalities directly under the Central Government. Lists of wildlife under
special local protection shall be worked out and promulgated by the governments of provinces, autonomous regions or municipalities
directly under the Central Government and shall be submitted to the State Council for the record.

Lists or revised lists of terrestrial wildlife under state protection, which are beneficial or of important economic or scientific
value, shall be worked out and promulgated by the department of wildlife administration under the State Council.

Article 10

The department of wildlife administration under the State Council and governments of provinces, autonomous regions and municipalities
directly under the Central Government shall, in the main districts and water areas where wildlife under special state or local protection
lives and breeds, designate nature reserves and strengthen the protection and administration of wildlife under special state or local
protection and the environment for its survival.

The designation and administration of nature reserves shall be conducted in conformity with the pertinent provisions of the State
Council.

Article 11

Departments of wildlife administration at various levels shall keep watch on and monitor the effect of the environment on wildlife.
If the environmental effect causes harm to wildlife, the departments of wildlife administration shall conduct investigation and deal
with the matter jointly with the departments concerned.

Article 12

In case a construction project produces adverse effects on the environment for the survival of wildlife under special state or local
protection, the construction entity shall submit a report on the environmental effect. The department of environmental protection
shall, in examining and approving the report, seek the opinion of the department of wildlife administration at the same level.

Article 13

In case natural disasters present threats to wildlife under special state or local protection, the local governments shall take timely
measures to rescue them.

Article 14

In case the protection of wildlife under special state or local protection causes losses to crops or other losses, the local governments
shall make compensation for them. Measures for such compensation shall be formulated by the governments of provinces, autonomous
regions and municipalities directly under the Central Government.

Chapter III Administration of Wildlife

Article 15

The departments of wildlife administration shall regularly conduct surveys of wildlife resources and keep records of them.

Article 16

The hunting, catching or killing of wildlife under special state protection shall be banned. Where the catching or fishing for wildlife
under first class state protection is necessary for scientific research, domestication and breeding, exhibition or other special
purposes, the entity concerned must apply to the department of wildlife administration under the State Council for a special hunting
and catching license; where the catching or hunting of wildlife under second class state protection is intended, the entity concerned
must apply to the pertinent department of wildlife administration under the government of a province, an autonomous region or a municipality
directly under the Central Government for a special hunting and catching license.

Article 17

The state shall encourage the domestication and breeding of wildlife.

Anyone who desires to domesticate and breed wildlife under special state protection shall obtain a license. Administrative measures
for such licenses shall be formulated by the department of wildlife administration under the State Council.

Article 18

Anyone who desires to hunt or catch wildlife that is not under special state protection must obtain a hunting license and observe
the hunting quota assigned.

Anyone who intends to hunt with a gun must obtain a gun license from the public security organ of the county or municipality concerned.

Article 19

Anyone engaging in the hunting or catching of wildlife shall comply with the prescriptions in his special hunting and catching license
or his hunting license concerning the species, quantity, area and time limit.

Article 20

In nature reserves and areas closed to hunting, and during seasons closed to hunting, the hunting and catching of wildlife and other
activities which are harmful to the living and breeding of wildlife shall be banned.

The areas and seasons closed to hunting as well as the prohibited hunting gear and methods shall be specified by governments at or
above the county level or by the departments of wildlife administration under them.

Article 21

The hunting or catching of wildlife by the use of military weapons, poison or explosives shall be banned.

Measures for the control of the production, sale and use of hunting rifles and bullets shall be formulated by the department of forestry
administration under the State Council jointly with the public security department, and shall come into force after being submitted
to and approved by the State Council.

Article 22

The sale and purchase of wildlife under special state protection or the products thereof shall be banned. Where the sale, purchase
or utilization of wildlife under first class state protection or the products thereof is necessary for scientific research, domestication
and breeding, exhibition or other special purposes, the entity concerned must apply for approval by the department of wildlife administration
under the State Council or by a entity authorized by the same department.

Where the sale, purchase or utilization of wildlife under second class state protection or the products thereof is necessary, the
entity concerned must apply for approval by the department of wildlife administration under the government of the relevant province,
autonomous region or municipality directly under the Central Government or by a entity authorized by the same department.

Entities and individuals that domesticate and breed wildlife under special state protection may, by presenting their domestication
and breeding licenses, sell wildlife under special state protection or the products thereof, in conformity with the pertinent regulations,
to purchasing entities designated by the government.

The administrative authority for industry and commerce shall conduct supervision and control over wildlife or the products thereof
that are placed on the market.

Article 23

The transportation or carrying of wildlife under special state protection or the products thereof out of any county must be approved
by the department of wildlife administration under the government of the relevant province, autonomous region or municipality directly
under the Central Government, or by an entity authorized by the same department.

Article 24

The export of wildlife under special state protection or the products thereof, and the import or export of wildlife or the products
thereof, whose import or export is limited by international conventions to which China is a party, must be approved by the department
of wildlife administration under the State Council or by the State Council, and an import or export permit must be obtained from
the state administrative organ in charge of the import and export of the species which are near extinction. The Customs shall clear
the imports or exports after examining the import or export permit.

The export of the species of wildlife involving scientific and technological secrets shall be conducted in conformity with pertinent
provisions of the State Council.

Article 25

The forgery, sale or resale or transfer of special hunting and catching licenses, hunting licenses, domestication and breeding licenses,
and import and export permits shall be banned.

Article 26

In case any foreigner intends, in the territory of China, to exercise surveys of or to film or videotape wildlife under special state
protection in the field, he must apply for approval by the department of wildlife administration under the State Council or by a
entity authorized by the same department.

The establishment of a hunting area open for foreigners shall be reported to the administrative department of wild animals of the
State Council for archival purposes.

Article 27

Anyone who is engaged in the utilization of wildlife or the products thereof shall pay a fee for the protection and administration
of wildlife resources. The schedule of the fee and the procedure for collecting it shall be formulated by the department of wildlife
administration under the State Council jointly with the financial and pricing authorities and shall come into force after being submitted
to and approved by the State Council.

Article 28

Anyone who has caused losses to crops or other losses while hunting or catching wildlife shall be responsible for compensation.

Article 29

The local governments concerned shall take measures to prevent and control the harm caused by wildlife so as to guarantee the safety
of human beings and livestock and ensure agricultural and forestry production.

Article 30

The administrative measures for wildlife under special local protection and for other wildlife that is not under special state protection
shall be formulated by the standing committees of the people’s congresses of provinces, autonomous regions and municipalities directly
under the Central Government.

Chapter IV Legal Responsibility

Article 31

Anyone who illegally catches or kills wildlife under special state protection shall be prosecuted for criminal responsibility in conformity
with the supplementary provisions on punishing the crimes of catching or killing the species of wildlife under special state protection
which are rare or near extinction.

Article 32

Where anyone, in violation of the provisions of this Law, hunts or catches wildlife in an area or during a season closed to hunting
or uses prohibited hunting gear or methods for the purpose, his catch, hunting gear and unlawful income shall be confiscated and
he shall be fined by the department of wildlife administration; in case the circumstances are serious enough to commit a crime, he
shall be prosecuted for criminal responsibility in conformity with the provisions of Article 130 of the Criminal Law.

Article 33

Where anyone, in violation of the provisions of this Law, hunts or catches wildlife without a hunting license or in violation of the
prescriptions of the hunting license, his catch and unlawful income shall be confiscated and he shall be fined by the department
of wildlife administration and, in addition, his hunting gear may be confiscated and his hunting license be revoked.

Where anyone, in violation of the provisions of this Law, hunts wildlife with a hunting rifle without a license for the rifle, he
shall be punished by a public security organ by applying mutatis mutandis the provisions of the Regulations on Administrative Penalties
for Public Security.

Article 34

Where anyone, in violation of the provisions of this Law, destroys in nature reserves or areas closed to hunting the main places where
wildlife under special state or local protection lives and breeds, he shall be ordered by the department of wildlife administration
to terminate his destructive acts and restore these places to their original state within a prescribed time limit, and shall be fined.

Article 35

Where anyone, in violation of the provisions of this Law, sells, purchases, transports or carries wildlife under special state or
local protection or the products thereof, such wildlife and products and his unlawful income shall be confiscated by the administrative
authority for industry and commerce and he may concurrently be fined.

Where anyone, in violation of the provisions of this Law, sells or purchases wildlife under special state protection or the products
thereof, and if the circumstances are serious enough to commit a crime of speculation or smuggling, he shall be prosecuted for criminal
responsibility in accordance with the relevant provisions of the Criminal Law.

The wildlife or the products thereof thus confiscated shall, in conformity with the relevant provisions, be disposed of by the relevant
department of wildlife administration or by an entity authorized by the same department.

Article 36

Where anyone illegally imports or exports wildlife or the products thereof, he shall be punished by the Customs according to the Customs
Law; Where the circumstances are serious enough to constitute a crime, he shall be prosecuted for criminal responsibility in accordance
with the provisions of the Criminal Law on the crimes of smuggling.

Article 37

Where anyone forges, sells or resells or transfers a special hunting and catching license, a hunting license, a domestication and
breeding license, or an import or export permit, his license or permit shall be revoked and his unlawful income shall be confiscated
and he may concurrently be fined by the relevant department of wildlife administration or the administrative authority for industry
and commerce.

Where anyone who forges or sells or resells a special hunting and catching license or an import or export permit, and if the circumstances
are serious enough to commit a crime, he shall be prosecuted for criminal responsibility by applying mutatis mutandis the provisions
of Article 167 of the Criminal Law.

Article 38

Any staff member of a department of wildlife administration who neglects his duty, abuses his power or engages in malpractices for
personal gains shall be subject to administrative sanctions by the department to which he belongs or by the competent authority at
a higher level; if the circumstances are serious enough to commit a crime, he shall be prosecuted for criminal responsibility according
to the law.

Article 39

Any party who is dissatisfied with the decision on an administrative sanction may, within 15 days as of receiving the notification
on the sanction, file an application for reconsideration to the authority at the level next higher to the one that made the decision
on the sanction; if he is dissatisfied with the decision on reconsideration made by the authority at the next higher level, he may,
within 15 days as of receiving the notification on the decision on reconsideration, institute legal proceedings in the court. The
party may also directly institute legal proceedings in the court within 15 days of receiving the notification on the sanction. Where
the party neither files an application for reconsideration, nor institutes legal proceedings in the court, nor complies with the
decision on the sanction, the authority that made the decision on the sanction shall request the court to carry out a compulsory
execution of the decision.

Where the party is dissatisfied with a customs penalty or a penalty for violation of public security, the matter shall be conducted
in conformity with the provisions of the Customs Law or the Regulations on Administrative Penalties for Public Security.

Chapter V Supplementary Provisions

Article 40

Where any international treaty with respect to the protection of wildlife, concluded or acceded to by the People’s Republic of China,
contains provisions differing from those of this Law, the provisions of the international treaty shall apply, unless the provisions
are ones on which the People’s Republic of China has made reservations.

Article 41

The department of wildlife administration under the State Council shall, in conformity with this Law, formulate regulations for its
implementation which shall come into effect after being submitted to and approved by the State Council.

The standing committees of the people’s congresses of provinces, autonomous regions and municipalities directly under the Central
Government may, in conformity with this Law, formulate measures for its implementation.

Article 42

This Law shall be implemented as of March 1st, 1989.



 
Standing Committee of the National People’s Congress
2004-08-28

 







THE IMPLEMENTING RULES FOR NEGOTIATED PRICING FOR THE TRANSACTIONS AMONG ASSOCIATED ENTERPRISES (FOR TRIAL IMPLEMENTATION)






the State Administration of Taxation

Notice of the State Administration of Taxation on Printing and Distributing the Implementing Rules for Negotiated Pricing for the
Transactions Among Associated Enterprises (for Trial Implementation)

No. 118 [2004] of the State Administration of Taxation

The Administrations of State Taxes and the Administrations of Local Taxes of all provinces, autonomous regions, municipalities directly
under the Central Government and the cities under separate state planning:

The Implementing Rules for Negotiated Pricing for the Transactions Among Associated Enterprises (for Trial Implementation) and the
samples of its various documentations (see annexes) are hereby printed and distributed to you, please carry them out accordingly.
If you encounter any problem during the process of implementation, please report to the Department of International Taxation of the
State Administration of Taxation in time so as to have them solved.

Annexes:

I.

Minutes of Talks for Negotiated Pricing (omitted)

II.

Notice on Formal Talk about Negotiated Pricing Arrangement (omitted)

III.

Formal Written Application for Negotiated Pricing Arrangement (omitted)

IV.

Report on Postponing the Submission of Formal Written Application for Negotiated Pricing Arrangement (omitted)

V.

Official Reply to the Formal Written Application for Postponing the Submission of Application for Negotiated Pricing Arrangement (omitted)

VI.

Preliminary Conclusion of Examination and Appraisal (omitted)

VII.

Notice on Postponing Examination and Appraisal (omitted)

VIII.

Form for Examination of the Preliminary Conclusion of Examination and Appraisal (omitted)

IX.

Negotiated Pricing Arrangement (Text for Reference) (omitted)

X.

Form for Approval of Negotiated Pricing Arrangement (Draft) (omitted)

XI.

Application for Renewing Negotiated Pricing Arrangement (omitted)

XII.

Official Reply to Application for Renewing Negotiated Pricing Arrangement (omitted)

XIII.

Form for Examination and Approval of Negotiated Pricing Arrangement (omitted)

XIV.

Report on Altering the Enforcement Term of Negotiated Pricing Arrangement (omitted)

XV.

Contacting Note for the Work of Negotiated Pricing Arrangement (omitted)

The State Administration of Taxation

September 3rd, 2004

The Implementing Rules for Negotiated Pricing for the Transactions Among Associated Enterprises (for Trial Implementation)

Chapter I General Provisions

Article 1

With a view to regulating the procedures for administering tax collection related to the negotiated pricing arrangement among the
associated enterprises, the present Implementing Rules are formulated in accordance with Article 36 of the Law of the People’s Republic
of China on the Administration of Tax Collection (hereafter referred to as “the Law on the Administration of Tax Collection”) and
Articles 51 to 56 of the Detailed Rules for its Implementation thereof (hereafter “the Detailed Rules”) as well as the relevant provisions
of the tax treaties entered into between the Chinese Government and the governments of other countries (hereafter referred to as
“tax treaties”) arrangement.

Article 2

The present Rules shall apply to the administration of tax collection related to the negotiated pricing arrangement among associated
enterprises. The term “administration of tax collection related to the negotiated pricing arrangement among associated enterprises”
refers to the specific administrative work such as talks, examination and appraisal, discussions, formulating and approval of negotiated
pricing arrangement as well as monitoring enforcement that are conducted by the competent tax authorities and the taxpayers on the
basis of free will, equality, and good faith and according to the present Rules in the dealings between the taxpayers and their associated
enterprises regarding the purchase and use of tangible assets, the transfer and use of intangible assets, the provision of labor
services and the financing of working capital, for which the taxpayers apply for determining in advance the principles of negotiated
pricing and ways of computation to be applied to the associated dealings so as to solve and determine the tax issues involved in
the associated dealings in future years.

Article 3

The term “the competent tax authorities at various levels” as mentioned in the present Rules refers to the tax administrations at
the level of districted cities and prefectures or above. The specific implementation shall be conducted by the international (foreign-related)
tax administrative organs set up within the tax administrations of the districted cities and prefectures or other tax administrative
departments.

Chapter II Preparatory Talks

Article 4

The competent tax authorities shall, before agreeing to the application for negotiated pricing arrangement officially submitted by
a taxpayer, hold preparatory talks in light of the request of the taxpayer on such issues as the arrangement of negotiated pricing,
the scope of negotiated pricing arrangement that require study and analysis. Such issues as the time, place and concrete content
of the preparatory talks shall be subject to the determination by both parties.

Article 5

Where a preparatory talk concerning any negotiated pricing arrangement is likely to be undertaken, the taxpayer shall, at the same
time of filing a written request to the competent tax authority, put forward a written suggestion or opinions regarding the following
aspects:

1.

the procedures for implementation:

(1)

suggestion for negotiated pricing arrangement;

(2)

time period for negotiated pricing arrangement;

(3)

the documents and materials to be submitted;

(4)

the reporting and monitoring after the negotiated pricing arrangement are approved;

(5)

whether the tax issues of previous years shall be solved through the negotiated pricing arrangement.

2.

concrete contents including:

(1)

information about the relevant associated enterprises;

(2)

information about the tax auditing of previous years;

(3)

the statement of the relevant business operations involved in the negotiated pricing arrangement;

(4)

information about relevant associated dealings both at home and abroad;

(5)

functional and comparability analysis (including the analysis of the market situation and the comparable prices available);

(6)

consideration of adjusting factors of the comparable information;

(7)

the principles of transfer pricing and the ways of calculation to be adopted, and the explanation of why they accord with the principle
of fair dealings;

(8)

the hypothetical conditions on which the transfer pricing principles and way of computation to be adopted are based;

(9)

the double taxation problems that may occur, including the procedures for mutual negotiation of tax treaties;

(10)

other things that need to be accounted for.

Article 6

When a preparatory talk concerned negotiated pricing arrangement is likely to be conducted, the competent tax authority shall, within
20 days as of receiving the written request as well as the preliminary suggestion and opinions of the taxpayer, give a written reply
to the taxpayer. If it does agree to the written requests of the taxpayer, it shall give its reasons in its reply. If it agrees to
the written requests of the taxpayer, it shall make a statement of the following aspects:

1.

for the procedures for implementation:

(1)

the feasibility of the relevant negotiated pricing arrangement;

(2)

the time schedule for the different stages of the discussion about the negotiated pricing arrangement, including the basic requirements
and the general provisions and principles of examination and appraisal and time periods;

(3)

other procedural issues that need to be accounted for.

2.

for the concrete contents, mainly stating:

(1)

the scope of application of the negotiated pricing arrangement;

(2)

the provisions on relevant tax treaties, and the possibility of coming into a consensus of negotiated pricing arrangement;

(3)

analysis and appraisal materials that should be supplied according to different types of associated dealings;

(4)

time for examination and approval;

(5)

the obligations and duties, etc. of both parties after the negotiated pricing arrangement are approved.

Article 7

Where the negotiated pricing arrangement of two or more parties to a tax treaty are concerned at the stage of preparatory talk, a
written report should be made in time to the State Administration of Taxation about the entirety of the preparatory talk. Where,
after the preparatory talks, both parties come in to a consensus, the competent tax authority should inform the taxpayer in written
form within 15 days after the consensus is reached, and it may hold formal negotiations about the negotiated pricing arrangement
matters. After the formal negotiations about the negotiated pricing arrangement and before the conclusion of negotiated pricing arrangement,
both the competent tax authority and the taxpayer may discontinue the negotiations.

Chapter III Formal Application

Article 8

The taxpayer shall, within 3 months after receiving a notice of the competent tax authority stating that formal negotiation about
negotiated pricing arrangement can be carried through, file a formal written application to the competent tax authority for carrying
out the negotiated prices into effect. If the formal written application for negotiated pricing arrangement involving two or more
parties, the taxpayer shall report it to the State Administration of Taxation concurrently. If, due to any of the special reasons
as described below, the taxpayer finds it necessary to delay the submission of a formal written application, it may make a extension
report to the competent tax authority:

1.

where it is really necessary to prepare some materials;

2.

where it is necessary to make technical treatment to the materials, e.g., text translation, etc.;

3.

other non-subjective reasons.

The competent tax authority shall, within 15 days after receiving the report for postponing the submission of a formal written application
for the negotiated pricing arrangement, make a written reply concerning the application. If no reply is made after the time limit
expires, it shall be deemed that the competent tax authority has agreed to the application of the taxpayer for postponing the submission.

Article 9

The formal written application as submitted by the taxpayer to the competent tax authority concerning the negotiated pricing arrangement
should include at least:

1.

the relevant group organization, corporate structure, associated relations, associated dealings, etc.;

2.

the financial and accounting statements of the taxpayer of the recent three years, the materials about the functions of products and
the assets (including intangible assets and tangible assets);

3.

the types of associated dealings and the tax years involved in the negotiated pricing arrangement;

4.

the division of duties, functions, and risks among the associated enterprises;

5.

whether the negotiated pricing arrangement involve two or more parties to a tax treaty;

6.

consideration of the principles for transfer pricing applicable to negotiated pricing arrangement and the methods of computation as
well as the functional analysis and comparability analysis that support the said principles and methods, and the hypothetical conditions
for the transfer pricing principles and computation methods to be adopted;

7.

the statement for the market situation, including the trend of development of the industry concerned and the competition environments;

8.

a prediction of the business operation yields of the negotiated term, and a plan, etc.;

9.

the attitude of relevant associated enterprises towards cooperation, whether they could provide the information about their dealings,
operation arrangement, financial achievements and etc.;

10.

whether double taxation is involved in;

11.

issues related to the laws and tax treaties both at home and abroad, etc.

The aforesaid materials that shall be provided exclude those that have been reported by the taxpayer according to laws and regulations
related to tax collection.

The documents and materials and explanations as mentioned above, including all the documents and materials that can support the pricing
principles and computation methods to be adopted and all the documents and materials that can prove that the conditions for the negotiated
pricing arrangement are met, shall be properly kept by the taxpayer and the competent tax authority.

Chapter IV Examination and Appraisal

Article 10

The competent tax authority shall, within five months as of the day when it receives the formal written application for negotiated
pricing arrangement and the necessary documents and materials submitted by the taxpayer, conduct examination and appraisal and may,
pursuant to the specific situation of examination and appraisal, put forward consultations to the taxpayer or the tax agent thereof
and demand them to supplement relevant materials so as to form a conclusion of examination and appraisal. If it is necessary to prolong
the time for examination and appraisal due to special circumstances, it shall notify the taxpayer in writing timely, and the extension
may not be any longer than 3 months. If the negotiated pricing arrangement involves two or more parties to a tax treaty and it is
necessary to prolong the time period longer than that as prescribed above, it shall be subject to the discussion by both parties.

Article 11

The examination and appraisal conducted by the competent tax authority to the formal written application for negotiated pricing arrangement
shall include at least:

1.

the historical situation of business operations. In the analysis and appraisal of such documents as the operational plans, trend of
development, scope of business, etc. of the taxpayer, the emphasis should be placed on examining the feasibility study report, the
resolution on investment budget (final settlement), the resolutions of the board of directors, etc., and a comprehensive analysis
should be made to reflect relevant information and materials such as finance and accounting statements, auditing reports, etc. The
focus should be laid on the historical and present situations so as to find out the key factors that influence the operation of enterprises
concerned.

2.

the functions and risks. When transactions between the taxpayer and its associated enterprises are analyzed and appraised, attention
should be paid to the respective shares held by the parties concerned at the different stages of goods supply, production, transport,
and sale, etc. and in such aspects as research and development of intangible assets, the functions to be performed, and the risks
to be undertaken at the different stages such as inventory, credit and financing, foreign exchange, market, etc.

3.

information about comparable prices. Analyzing and appraising the information about comparable prices both at home and abroad as provided
by the taxpayer can show the great differences in pricing between independent enterprises and between associated enterprises, and
can help adjust the material differences that affect the dealings. If it is impossible to affirm the rationality of the comparable
dealings or the operation activities, it shall clarify the other documents and materials that the taxpayer has to supplement so as
to prove that the transfer pricing principles and methods of computation that it has adopted have fairly reflected the dealings between
the associated enterprises under examination and the status quo of the business operations as well as that they have been proved
by relevant finance and operation materials.

The competent tax authorities should gather the comparable prices from various sources, including analyzing the data in the export
goods statements that exist in the sub-system of tax refund for the export of goods under the system of “Port Electronic Enforcement
System” of tax refund for the export of goods which is already under its control, and evaluating the rationality of the comparable
dealings or operation activities.

4.

hypothetical conditions. To analyze and appraise all the information and materials as well as the statements as provided by the taxpayer
that can support or prove the negotiated transfer pricing principles and the methods of calculation, one shall analyze their influences
on the profitability of the industry concerned in the macro and micro aspects (e.g., politics, economy, law, technology, etc.), and
analyze their impacts on the taxpayer in such aspects as business strategy, production scale, and the hypothesis of life circle,
etc. so as to determine whether or not they are reasonable.

5.

the principles of transfer pricing and the methods of calculation. One should analyze and appraise whether the transfer pricing principles
and the calculation methods as adopted by the taxpayer in negotiated pricing arrangement are applied to the past, present, and future
dealings between the associated enterprises as well as in the relevant finance and operationmaterials, how they are authentically
applied and whether they accord with the provisions of relevant laws and regulations.

6.

the expected fair dealings prices or profit values. By making further examination and appraisal of the decided comparable prices,
profit plus percentage, the dealings between the comparable enterprises, etc., one could obtain the price or profit value acceptable
to both the tax authority and the taxpayer by means of the suggested transfer pricing principles and methods of calculation so as
to lay the foundation for determining the negotiated pricing arrangement.

Article 12

The competent tax authority shall report the conclusion of examination and appraisal of the negotiated pricing arrangement involving
two or more parties to a tax treaty, level by level, to the State Administration of Taxation for examination and approval.

Chapter V Negotiations

Article 13

The competent tax authority shall, within 30 days as of the day when the examination and appraisal conclusion is formed, conduct further
negotiations with the taxpayer in terms of major issues such as the functions, risks, information about comparable prices, hypothetical
conditions, pricing principles, methods of calculation, the fair dealings value and etc. so as to exchange opinions, come into a
consensus and form a draft of the negotiated pricing arrangement. If the draft involves two or more parties to the negotiated pricing
arrangement, it shall be reported level by level to the State Administration of Taxation for examination and approval.

Article 14

The contents of the draft of negotiated pricing arrangement shall mainly include:

1.

the relevant associated enterprises (basic information of all the enterprises involved in the negotiated pricing arrangement, such
as name and address, etc.);

2.

the associated dealings involved and the time period thereof;

3.

the setup of the relevant articles and the valid term thereof;

4.

the methods of transfer pricing (including the decided comparable prices or dealings, the pricing principles and methods of calculation,
the anticipated scope of outcome of business operation, etc.);

5.

definition of the terms related to the application of the transfer pricing methods and the basis of calculation (e.g., sales volume,
sales costs, gross profits, net profits, etc.);

6.

hypothetical conditions;

7.

the obligations of the taxpayer, including the annual reports, record keeping, the notices of variation of hypothetical conditions,
etc.;

8.

the force adeffect of the arrangement, the confidentiality of the documents and materials, etc.;

9.

clauses about mutual responsibilities;

10.

revision of the arrangement;

11.

the ways and means of dispute resolution;

12.

elimination of double taxation;

13.

points for attention;

14.

date on which the arrangement become effective;

15.

other relevant attachments.

Chapter VI Signing of Arrangement

Article 15

Within 30 days after the competent tax authority and the taxpayer enter into an agreement regarding the content of the draft of the
negotiated pricing arrangement, the legal representatives of both parties or the representatives empowered by the legal representatives
of both parties shall sign the formal negotiated pricing arrangement.

Article 16

The negotiated pricing arrangement shall apply generally only to the business dealings between the associated enterprises during the
2 to 4 years as of the second year when the taxpayer submits a formal application. However, if the year when the taxpayer files a
formal application for negotiated pricing arrangement, the situation of business operation, the types of associated dealings and
the various conditions concerned are coincident with or similar to those as stipulated in the negotiated pricing arrangement to be
signed, they, after the examination and approval of the tax authority in charge, may be retroactively applicable to the year when
the formal application is submitted.

Article 17

The negotiated pricing arrangement may be renewed consecutively, but may not be automatically renewed. The taxpayer should file an
application to the competent tax authority 90 days prior to the expiry of the term of execution of the originally signed negotiated
pricing arrangement, and shall concurrently provide reliable certification materials so as to show that the facts and other environments
as described in the negotiated pricing arrangement that are due have not undergone any substantial change, and that it has been according
with the various clauses and stipulations of the negotiated pricing arrangement. The competent tax authority should, within 60 days
as of the day when it receives the application of the taxpayer for renewing the arrangement, complete the examination, appraisal
and formulation of the draft of negotiated pricing arrangement, and shall complete the renewal with the taxpayer in light of the
time, place and other matters as agreed to by both parties.

Chapter VII Monitoring the Execution

Article 18

The competent tax authority shall monitor the execution of the negotiated pricing arrangement as concluded by it and the taxpayer,
and shall establish relevant system for the monitoring.

Article 19

Within the term of execution of the negotiated pricing arrangement, the taxpayer must well keep the complete set of the documents
and materials relating to the negotiated pricing arrangement (including the account books and other relevant records, etc.), and
may not lose, destroy or transfer any of them. It must, within 4 months after a tax year ends, submit an annual report to the competent
tax authority about the execution of the negotiated pricing arrangement. The annual report shall account for the situation of business
operation during the term of report, and prove that it has observed the clauses of the negotiated pricing arrangement, including
all the matters as required by the negotiated pricing arrangement and whether it is required to revise or substantially cancel the
negotiated pricing arrangement. If there is anything remaining unsolved or to occur, the taxpayer must also make an explanation in
the annual report so as to discuss with the competent tax authority on whether or not to change, alter or terminate the arrangement.

Article 20

During the term of the negotiated pricing arrangement, the competent tax authority shall regularly inspect the execution of the arrangement
by the taxpayer. The inspection should mainly involve: whether the taxpayer has complied with the arrangement and the requirements
therein; whether the materials provided for negotiating and signing the arrangement and the annual report have reflected the actual
operation situation of the taxpayer; whether the materials and methods of calculation on which the transfer pricing methods are based
are correct; whether the hypothetical conditions as described in the arrangement still remain effective; whether the application
of the transfer pricing methods by the taxpayer is in conformity with the hypothetical conditions, etc.

If the taxpayer observes the clauses of the negotiated pricing arrangement and is in conformity with the conditions of the arrangement,
the competent tax authority shall accept the transfer pricing principles and methods of calculation for the associated dealings as
described in the negotiated pricing arrangement. If the taxpayer has been found any ordinary violation of the arrangement, it shall
be punished according to the specific circumstances, even up to canceling the arrangement. If it is found that the taxpayer has disguised
anything or refused to execute the arrangement, the competent tax authority shall terminate the execution of the arrangement retroactively
to the first day of the first year when the negotiated pricing arrangement are carried into effect.

Article 21

During the term of the negotiated pricing arrangement that have been signed and executed, if any of the actual operation outcomes
does not fall within the range of expected prices or profit values of the arrangement, and such violation does not constitute a violation
of the whole clauses of the arrangement and the requirements therein, the competent tax authority shall, after reporting to the superior
competent tax authority for verification, adjust the actual operation outcomes so that they fall within the range of prices or profit
values as determined by the arrangement, and shall make corresponding adjustment to all the parties involved in the relevant associated
dealings with the taxpayer. If the negotiated pricing arrangement involves two or more parties to a tax treaty, it should be reported,
level by level, to the State Administration of Taxation for verification.

Article 22

If, during the term of executing the negotiated pricing arrangement, there occurs any substantial change that may affect the negotiated
prices (e.g., the hypothetical conditions change.), the taxpayer shall, within 15 days after the change takes place, file a written
report to the competent tax authority, making a detailed explanation of the impact of the change to the negotiated pricing arrangement
and attaching relevant materials. The report may be delayed due to non-subjective reasons for not more than 15 days. The competent
tax authority shall, within 30 days as of receiving the written report of the taxpayer, make an examination and appraisal, and deal
with it such as examining the change involved, discussing with the taxpayer about revising the relevant clauses or relevant conditions
of the negotiated pricing arrangement, or taking reasonable remedial measures or suspending the negotiated pricing arrangement according
to the influence of the substantial change on the execution of the negotiated pricing arrangement, and etc. When the execution of
the original negotiated pricing arrangement is suspended, the competent tax authority may, in light of the procedures and requirements
stipulated in the present Rules, renegotiate with the taxpayer about the negotiated pricing arrangement.

Chapter VIII Supplementary Provisions

Article 23

If, during the process of discussion on signing or executing the negotiated pricing arrangement with a taxpayer, the competent tax
authority find it necessary to assort with or jointly discuss about the signing of arrangement with the tax authorities of other
places within the same province or with the tax authorities of other provinces, autonomous regions or municipalities directly under
the Central Government (including the administrations of state taxes and those of local taxes), they shall exchange information and
discuss about assistance pursuant to the following procedures, or jointly cope with the matters according to certain sequences:

1.

If the associated dealing is within a same province, autonomous region, municipality directly under the Central Government, or a city
under separate state planning, the tax authority that has accepted the application of the taxpayer (including the application for
preparatory talks and the formal application) shall directly ask the competent tax authorities of relevant places (including the
administrations of state taxes and those of local taxes) to handle or jointly handle it pursuant to certain sequences upon the approval
of the administration of state taxes or that of local taxes of the province, autonomous region, municipality directly under the Central
Government or city under separate state planning.

2.

If the associated dealing involves two provinces, autonomous regions, municipalities directly under the Central Government, or cities
under separate state planning, the competent tax authority that has accepted the application of the taxpayer (including the application
for preparatory talks and the formal application) shall fill in a Liaison Note for Negotiated Pricing Arrangement, and report it
to the administration of state taxes at the provincial level or that of local taxes of the same province, autonomous region, municipality
directly under the Central Government, or city under separate state planning so that the latter could contact the administration
of state taxes or that of local taxes of the other relevant province, autonomous region, municipality directly under the Central
Government, or city under separate state planning for handling. The administration of state taxes and that of local taxes of the
other province, autonomous region, municipality directly under the Central Government, or city under separate state planning shall,
within 15 days as of receiving the Liaison Note, study relevant information, materials, ways of assistance and the possibility of
joint handling, and shall give an written reply.

3.

If any of the following circumstances occurs to the discussion on signing or executing the negotiated pricing arrangement, it shall
be reported in writing, level by level, to the State Administration of Taxation which is responsible for coordinating, supervising
or directly handling the matter. The State Administration of Taxation

PROVISIONS ON THE ADMINISTRATION OF SINO-FOREIGN COOPERATION IN THE PRODUCTION OF TV PLAYS

e03758

State Administration of Radio, Film and Television

Order of the State Administration of Radio, Film and Television

No. 41

The Provisions on the Administration of Sino-foreign Cooperation in the Production of TV Plays, adopted at the executive meeting of
this Administration on June 15th, 2004, are hereby promulgated and shall be implemented as of October 21st, 2004.

Xu Guangchun, Director of the State Administration of Radio, Film and Television

September 21st, 2004

Provisions on the Administration of Sino-foreign Cooperation in the Production of TV Plays

Article 1

With a view to promoting Sino-foreign cultural exchange, boosting the creation of TV plays, strengthening the administration of the
production of TV plays through Sino-foreign cooperation and protecting the legitimate rights and interests of the producers, the
present Provisions are formulated.

Article 2

The present Provisions shall apply to the activities of producing TV plays (including TV cartoons) through cooperation between domestic
radio and television program production institutions (hereinafter referred to as the Chinese party) and foreign legal persons and
natural persons (hereinafter referred to as the foreign party).

Article 3

The State Administration of Radio, Film and Television (hereinafter referred to as the SARFT) shall be responsible for the administration
of the production of TV plays (including TV cartoons) through Sino-foreign cooperation and shall regulate and control the overseas
cooperation parties, quantities and subjects thereof.

A provincial radio and television administrative department shall be responsible for the specific administration of the production
of the TV plays (including TV cartoons) through Sino-foreign cooperation within its administrative area.

Article 4

The state shall adopt a licensing system for the production of TV plays (including TV cartoons) through Sino-foreign cooperation.

Without approval, no one may undertake the activities of producing TV plays (including TV cartoons) through Sino-foreign cooperation.
Without passing the examination, no Sino-foreign cooperative TV play (or TV cartoon) after completion may be distributed or broadcasted.

Article 5

The following ways may be adopted in the production of TV plays through Sino-foreign cooperation:

(1)

Joint production, which means that in the production of TV plays (including TV cartoons) both the Chinese party and the foreign party
jointly make investments, assign key production personnel, share the benefits and bear the risks;

(2)

Collaborative production, which means that in the production of TV plays the foreign party make investments, offer key production
personnel and shoot all or part of the outdoor scenes; the Chinese party provides labor services or equipment, appliances and places;

(3)

Entrusted production, which means that in the production of TV plays the foreign party makes investments and entrusts the Chinese
party to produce it.

Article 6

An applicant shall fulfill the following requirements when it files an application for initiative of the plan on the production of
TV plays through Sino-foreign joint production:

(1)

The Chinese party shall have a TV Play Production License (Class A);

(2)

The Chinese party shall simultaneously file an application to the SARFT for an approval of the plan on the subject of the TV play
through Sino-foreign joint production;

(3)

Joint investments are made by both parties including direct investments in currency, and investments by converting labor services,
kind or advertising time into money;

(4)

The main creative elements, such as the prophase initiatives and the writing of screenplay, shall be determined by both parties;

(5)

Both parties shall jointly assign production personnel and technicians to participate in the whole process of production. Among the
key production personnel of the TV play (play-writer, producer, director, main actors and actresses, etc.), the persons assigned
by the Chinese party shall not be less than 1/3; and

(6)

The domestic and overseas copyright of the TV play shall be jointly owned by both the Chinese and foreign parties.

Article 7

An applicant shall submit the following materials in writing when it file an application for initiative of the plan on the production
of TV plays through Sino-foreign joint production:

(1)

An application;

(2)

A photocopy of the TV Play Production License (Class A);

(3)

The preliminary examination opinions of the provincial radio and television administrative department (apart from the circumstance
that a Chinese production institution directly files an application to the SARFT for TV Play Production License (Class A));

(4)

An abstract for each episode with at least 5,000 Chinese characters, or a complete screenplay;

(5)

The name list and resumes of the key production personnel (play-writer, producer, director, main actors and actresses, etc.) both
at home and abroad;

(6)

The production plan, domestic scenes for shooting and detailed shooting program;

(7)

The letter of intent for cooperation; and

(8)

A legal person registration certification of the foreign party (in case the foreign party is natural person, his resume shall be submitted)
and certification of credit standing. The examination and approval organ may require the foreign party to submit a notarized foreign
third-party guarantee letter.

Article 8

An applicant shall fulfill the following requirements when it files an application for initiative of the production of TV cartoons
through Sino-foreign joint production:

(1)

The Chinese party shall possess a Radio and TV Program Production and Business Operation License;

(2)

The Chinese party shall simultaneously file an application to the SARFT for an approval of the plan on the subject of the TV cartoon
through Sino-foreign joint production;

(3)

Joint investments are made by both parties including direct investments in currency, and investments by converting labor services,
kind or advertising time into money;

(4)

The main creative elements, such as the forepart initiatives and the writing of screenplay, shall be determined by both parties; and

(5)

The domestic and overseas copyright of the TV cartoon shall be jointly owned by both the Chinese and foreign parties.

Article 9

An applicant shall submit the following materials in writing when it files an application for initiative of the plan on the subject
of TV cartoons through Sino-foreign joint production:

(1)

An application;

(2)

A photocopy of Radio and TV Program Production and Business Operation License;

(3)

The preliminary examination opinions of the provincial radio and television administrative department (apart from the circumstance
that a Chinese production institution directly files an application to the SARFT for TV Play Production License (Class A));

(4)

An abstract for each episode with at least 500 Chinese characters, or a complete screenplay;

(5)

The letter of intent for cooperation; and

(6)

A legal person registration certification of the foreign party (in case the foreign party is natural person, his resume shall be submitted)
and certification of credit standing. The examination and approval organ may require the foreign party to submit a notarized foreign
third-party guarantee letter.

Article 10

An applicant shall submit the following materials in writing when it files an application for the production of TV plays through Sino-foreign
collaborative production or entrusted production:

(1)

An application;

(2)

An abstract for each episode with at least 1,500 Chinese characters, or a complete screenplay;

(3)

The name list of the key production personnel (including the play-writer, producer, director, main actors and actresses, etc.);

(4)

The domestic shooting scenes and the shooting plan;

(5)

The letter of intent for cooperation; and

(6)

The examination and approval organ may require the foreign party to provide relevant credit standing certifications.

Article 11

A Chinese production institution as the Chinese party that directly files an applications to the SARFT for a TV Play Production License
(Class A) shall file an application to the SARFT for the approval of producing a TV play (or TV cartoon) through Sino-foreign Cooperation.

In case any other production institution as the Chinese party files an application for approval of producing TV plays (including TV
cartoons) through Sino-foreign Cooperation, upon permission of the local provincial radio and television administrative department,
the application shall be submitted to the SARFT for examination and approval.

Article 12

After the SARFT formally accepts an application for producing TV plays (including TV cartoons) through Sino-foreign cooperation, it
shall decide whether to approve the application within the statutory time limit. Where the TV play (including TV cartoons) is to
be produced through Sino-foreign joint production, the time limit for the examination shall be 50 days (including 30 days for expert
appraisal). Where the TV play (including TV cartoons) is to be produced through Sino-foreign collaborative production or entrusted
production, the time limit for examination shall be 20 days. Where the application fulfills the relevant requirements, the SARFT
shall issue a reply of approval; in case it doesn’t fulfill the relevant requirements, the SARFT shall issue a notice in writing
to the applicant and make an explanation.

In case the applicant refuses to accept the decision of disapproval, it may file an application to the SARFT for reexamination within
60 days after it receives the decision. The SARFT shall make a decision of reexamination within 50 days, during the period of which
the time for expert appraisal shall be 30 days.

Article 13

After the TV play (including TV cartoons) has been completed through Sino-foreign joint production, it shall be submitted to the radio
and television administrative department at the provincial level or above for examination in accordance with the procedure as provided
for in Article 11 of the present Provisions.

Article 14

An applicant that files an application for the examination of a TV play (TV cartoon) after completion through Sino-foreign joint production
shall submit the following materials:

(1)

The preliminary examination opinions of the provincial radio and television administrative department (apart from the circumstance
that a Chinese production institution directly files an application to the SARFT for TV Play Production License (Class A));

(2)

The reply of the SARFT about approval of shooting and a photocopy of the approval of the plan on the subject of the TV play (TV cartoon)
to be produced through Sino-foreign Cooperation;

(3)

A complete set of L1/2 video tapes, of which the pictures, sound and time code shall fulfill the examination requirements;

(4)

An abstract for each episode with at least 300 Chinese characters; and

(5)

The captions for the beginning and end of the TV play (including TV cartoons) identical with those in the sample video tape.

Article 15

After the SARFT formally accepts an application for the examination of a TV play (including TV cartoons) after completion through
Sino-foreign joint production, it shall decide whether to approve the grant of an administrative license within 50 days, during the
period of which the time for expert appraisal shall be 30 days. Where the TV play (including TV cartoons) after completion fulfills
the relevant requirements, the SARFT shall issue a TV Play (TV Cartoon) Distribution License; in case it doesn’t fulfill the relevant
requirements, the SARFT shall give a notice in writing and make an explanation.

In case the applicant refuses to accept the decision of disapproval of granting an administrative license, it may file an application
to the SARFT for reexamination within 60 days after it receives the decision. The SARFT shall make a decision of reexamination within
the time limit as stipulated in the preceding paragraph and shall notify the applicant of the decision in writing. In case the applicant
passes the reexamination, the SARFT shall issue it a TV Play (TV Cartoon) Distribution License. .

Article 16

No substantial change may be randomly made to a screenplay with reply of the SARFT about shooting approval or to a completed TV play
(TV cartoon) with a TV Play (TV Cartoon) Distribution License. In case there is real necessity to modify its name, main characters,
main stories or chapter length, a new application shall be filed pursuant to the present Provisions.

Article 17

The state encourages Chinese and foreign cooperators to produce TV plays embodying good Chinese national tradition and progress of
human civilization and to make TV cartoons for the purpose of shaping Chinese cartoon images.

No TV play (or TV cartoon) produced through Sino-foreign cooperation may contain the following contents:

(1)

Opposing the basic principles determined by the Constitution;

(2)

Endangering the unity, sovereignty and territorial integrity of the state;

(3)

Divulging the state secrets, endangering state security or damaging the honor and interests of the state;

(4)

Inciting hatred or discrimination among ethical groups, undermining the solidarity among ethical groups, or disrespecting ethical
customs or practices;

(5)

Advocating cult and superstition;

(6)

Disrupting social order and harming social stability;

(7)

Advocating obscenity, gambling or violence, or instigating crimes;

(8)

Insulting or defaming others, and infringing upon others’ legitimate rights and interests;

(9)

Harming the social morality or the excellent national culture and tradition; or

(10)

Containing other contents that are prohibited by the laws, administrative regulations or provisions of the state.

Article 18

A TV cartoon made through Sino-foreign joint production that aims to embody Chinese characteristics can be broadcasted as a domestically
produced TV Cartoon.

Article 19

A TV play (including TV cartoons) made by Sino-foreign joint production shall have a version in Mandarin. In accordance with the needs
of distribution, a version in language of the corresponding country, region or ethical minority may be made upon consent of the cooperators.

Article 20

Anyone in violation of the present Provisions shall be punished according to the Regulation on Radio and Television. In case any crime
is constituted, it (he) shall be subject to the criminal liabilities.

Article 21

The production of TV plays (including TV cartoons) by cooperating with legal persons or natural persons from Hong Kong Special Administrative
Region, Macao Special Administrative Region or Taiwan Region shall abide by the present Provisions.

Article 22

The present Provisions shall be implemented as of October 21st, 2004. The Provisions on the Production of TV Plays (Video Tapes) (Order
No. 15 of the Ministry of Radio, Film and Television) shall be abolished simultaneously.

 
State Administration of Radio, Film and Television
2004-09-21

 




MEASURES FOR CONSULTING PUBLIC INFORMATION ON INDUSTRY INJURY INVESTIGATION

Ministry of Commerce

Measures for Consulting Public Information on Industry Injury Investigation

Ministry of Commerce

October 9, 2004

In accordance with the Anti-dumping Regulation of the People’s Republic of China and the Rules on the Anti-dumping Industry Injury
Investigation of the Ministry of Commerce, the measures for consulting public information on industry injury investigation are especially
formulated as follows:

1.

The Consulting Channel

The non-confidential information involved in a case of industry injury investigation shall be provided by the Industry Injury Investigation
Bureau to the Trade Remedial Measures Public Information Consulting Office of the Ministry of Commerce (hereinafter referred to as
the Consulting Office), and then it shall be offered by the Consulting Office to the interested parties of the case for consultation.

2.

The Scope of Public Information Transferred to the Consulting Office

The “public information” refers to the non-confidential evidence materials and other written opinions supplied by the interested parties
to the investigating organ in the course of industry injury investigation, as well as non-confidential documents, records, notices
and summaries formed in the course of investigation or obtained through other channels.

The public information includes:

(1)

The public texts of applications for industry injury investigation;

(2)

The information about the interested parties applying for taking part in the activity of industry investigation;

(3)

The notices on the establishment of an industry injury investigation group;

(4)

The public texts of the written opinions offered by the interested parties to the investigating organ and the evidence materials that
can be made public;

(5)

The public text of the answered papers of the questionnaire of industry injury investigation;

(6)

The materials or evidence materials obtained by the investigating organ in the course of the on-site inspection that can be made public;

(7)

The public texts of the records or summaries about the statement conferences of applicants, foreign manufacturers, exporters or importers
and the argumentation conferences of experts;

(8)

The notice on the industry injury evidentiary hearing; the written materials submitted by the interested parties prior and subsequent
to the evidentiary hearing, the open texts or part of the evidence materials that can be made public and the records about the evidentiary
hearing;

(9)

The arbitration information that may be brought to the open and part of the correlated comments that may be made public;

(10)

Other materials that may be made public.

3.

The Time for Handing over the Open Information to the Consulting Office

From the day when the announcement of investigation is issued, the Investigating Bureau shall, hand over the open texts or the non-confidential
summaries of the written materials to the Consulting Office within 7 working days after receiving them from relevant interested parties.
The materials, which are made by the investigating organ and may be made public, shall be transferred to the Consulting Office within
10 working days after they are formed.

4.

Measures for Consulting Information

During the course of industry injury investigation, any of the interested parties may go to the Consulting Office to consult the public
information related to the industry injury investigation of the case. Within the reasonable time announced in the final arbitration,
any of the interested parties may consult the relevant public information as well.

When an interested party needs to consult the relevant public information, he shall file a written application to the Investigating
Bureau, specifying the consulter, the case and its content, and the searching time. With the permission of the administrative office,
the interested party, with effective identity certification of his own, may go to the Comprehensive Office of the Industry Injury
Bureau to go through the consultation formalities for records.

When an interested party consults the information, he shall abide by all the requirements of the Consulting Office, and may consult,
make extracts from and copy the open information.

The measures shall be implemented as of October 1, 2004.



 
Ministry of Commerce
2004-10-09

 







INTERIM MEASURES FOR THE ADMINISTRATION OF BONDS OF SECURITIES COMPANIES

e03232

China Securities Regulatory Commission

Interim Measures for the Administration of Bonds of Securities Companies

(Deliberated and adopted at the 43rd executive meeting of the chairmen of the China Securities Regulatory Commission on August 29th,
2003, and amended pursuant to the Decision on Amending the Interim Measures for the Administration of Bonds of Securities Companies
of the China Securities Regulatory Commission on October 15th, 2004.)

Chapter I General Principles

Article 1

The present Measures has been formulated pursuant to the “Company Law”, “Securities Law” and the provisions of relevant laws and administrative
regulations with a view to standardizing the conducts of securities companies on the issuance and transfer of bonds, and protecting
the legitimate rights and interests of the bondholders.

Article 2

“The bonds of a securities company” as used in the present Measures shall refer to the negotiable instruments issued by a securities
company ipso jure, with the principals and interests to be repaid within an agreed time limit.

The present Measures shall apply to the issuance of bonds by securities companies, with an exception of the issuance of the convertible
company bonds.

Article 3

The China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) shall be responsible for the supervision over the
issuance and transfer of the bonds by securities companies ipso jure.

Article 4

The issuance of the bonds of a securities company shall be in light of the conditions as stipulated in the present Measures, and shall
be reported to the CSRC for approval.No bonds may be issued without authorization or in any disguised form without permission.

Article 5

The bonds of a securities company may be publicly issued, upon approval, to the general public or issued to targeted clients to the
qualified investors.The bonds for targeted issuance may not be issued publicly whether directly or in any disguised form.

Article 6

The securities companies that issue bonds (hereinafter refer to as “issuer”) shall make effective measures for the repayment of principals
and interests due in order to protect the legitimate rights and interests of the bondholders.

Chapter II Issuance and Underwriting

Article 7

The public issuance of the bonds by the securities companies shall also be in accordance with the following requirements besides satisfying
the conditions as stipulated in the “Company Law”:

1.

The issuer is a conglomerate securities company;

2.

The net capital has been audited at the end of the recent period shall be not less than RMB 1 billion yuan;

3.

All the indexes of risk supervision and control are consistent with the pertinent provisions of the CSRC;

4.

It has no record of serious violation of the laws and regulations during the past two years;

5.

It has a sound operational mechanism for the shareholders’ meeting and the board of directors as well as effective internal management
rules, and has an appropriate technical system for business separation and internal control;

6.

The capital is not taken up by the natural person, legal entity, or any other organization or any of the affiliates thereof in actual
control; or

7.

Other conditions as provided for by the CSRC.

Article 8

Where a securities company issues targeted bonds, the requirements as stipulated in items 4, 5, 6, 7, and 8 of the preceding Article
shall also be fulfilled, besides the conditions as stipulated in the “Company Law”, and the net capital audited at the end of the
late period shall be not less than RMB 500 million yuan.

Article 9

The targeted bonds issued shall only be issued to the qualified investors, which refer to those investors that satisfy the following
conditions, and can judge by themselves, with the ability of independently analyzing and bearing the risk of the invested bonds:

1.

The legal entities or investment organizations established ipso jure;

2.

Able to engage in bond investment according to the provisions and Articles of Association; and

3.

A registered capital of RMB10 million yuan or more or the net capital audited being RMB20 million yuan or more.

Article 10

The capital collected through the issuance of bonds shall be used for specified purposes and for which there shall be corresponding
spending plan and the management rules.The collected capital shall be used in accordance with the relevant provisions of laws and
regulations or those of the CSRC, and may not be used in the businesses and conducts banned.

Article 11

The issuer shall retain securities rating organizations to make credit rating for the current bonds and make arrangements for the
follow-up rating.

The securities rating organizations shall be responsible for the impersonality, impartiality and punctuality of the rating result.The
contents and the format of the credit rating report shall be consistent with relevant provisions.

Article 12

The issuer shall provide guaranty for bonds issuance.Where the guaranty is provided for the issuance of bonds, the guarantor shall
have the capability to pay off the debts for debtors, and the guaranty shall be suretyship of joint and several liabilities; Where
the mortgage or the pledge is provided for the issuance of bonds, the property under the mortgage or pledge shall be assessed by
the qualified property assessment institutions.

The amount of money secured for the public issuance of bonds shall be not less than the total amount of the principals and the interests
of the bonds.With respect to the bonds issued to targeted purchasers, the amount shall be, in principle, not less than 50% of the
total amount of the principals and the interests of the bonds, and if the amount of guarantee is less than 50% or it doesn’t provide
guarantee for the bonds issued to targeted purchasers, the special risks shall be mentioned to the investors at the time of issuance
and transfer of bonds, and it shall be signed by the investors.

Article 13

An issuer shall retain credit agents for bondholders.The credit agency agreement shall be concluded when retaining the credit agent,
and the rights and obligations, as well as the liabilities for breach of a contract among the issuer, bondholder and the credit agent
shall be specified.

An issuer shall specify expressly in the prospectus that the investors, if subscribing the current bonds, shall be deemed as accepting
the credit agency agreement.

An issuer may retain trust and investment corporations, fund management corporations, securities companies, law firms, and securities
investment consultation institutions as credit agents.

Article 14

The issuer shall retain law firms to provide the legal advisory papers and the lawyer’s working report by consulting the relevant
provisions of the CSRC on securities issuance.

Lawyers shall air their legal opinions expressly, the focus of which shall be on the issuance conditions of bonds, plans of issuance,
terms of issuance, guaranty, credit rating, the special repayment accounts, and the credit agent, as well as the bondholder’s meetings,
etc, in accordance with the characteristics of the bonds.

Article 15

An issuer shall retain a securities company that has the main underwriter’s qualifications to organize the underwriting of bonds.As
for the targeted bonds issued, the selling of which may also be organized by the issuer itself with the approval of the CSRC.

Article 16

The board of directors of a securities company shall formulate the schedule for bond issuance, and the shareholders’ meeting shall
make special decisions on the following matters concerned:

1.

The scale of issuance, the time limit and the interest rate;

2.

Guaranty;

3.

The use of the funds collected;

4.

Ways of issuance;

5.

The valid term of the decisions made; and

6.

Other important items pertaining to the current bonds.

Article 17

The following documents shall be filed to the CSRC by a securities company when applying for bond issuance:

1.

The application report of the issuer;

2.

The resolutions of the board of directors and the shareholders’ meeting;

3.

The recommendations of the main underwriters (with the attachment of the investigation report on the fulfillment of duties);

4.

The prospectus (with the attachment of the plan of issuance);

5.

The legal advisory papers (with the attachment of the lawyer’s working report);

6.

The financial statements over the past three years and in the current term, which have been audited;

7.

The credit rating report and the follow-up statements on the arrangement of the rating;

8.

The special report on the repayment plan and the safeguards;

9.

The report on the analysis of the cash flow concerning the payment of the principals and the interests of the current bonds;

10.

The security agreement and the pertinent documents;

11.

The credit agency agreement;

12.

The photocopies of the Articles of Association and the business license of the issuer;

13.

Other important contracts pertaining to the issuance of the bonds; and

14.

Other documents that ought to be reported to the CSRC as required.

Article 18

With respect to the issuance of targeted bonds, if the potential subscriber promises in written form to subscribe all the bonds and
not to transfer them in the bond transfer markets, the issuer may be exempt from credit rating, providing guaranty or retaining the
credit agency, after obtaining the written consent of the potential subscriber.

The bonds as cited in the preceding paragraph can be transferred only by agreement.The two parties making the transfer shall make
definite written indications and recognition on the limitations of the transfer and the risk of the bonds.

Article 19

Bonds shall be underwritten on a sole agency basis or on a commission basis.

The maximum period for underwriting bonds or the self-organized sale shall be 90 days.

Article 20

With respect to the bonds publicly issued, if the total amount of the par value of the bonds which are sold out within the sales term
accounts for less than 50% of the total amount of the bonds to be issued, or the requirements for listing of the bonds are not fulfilled,
the issuance shall be deemed as a failure.And the issuer shall return the subscribers the amount of money according to the issuance
price along with the interests of the bank deposit at the corresponding period of time.

The issuer cannot put to use the capital collected before the end of the issuance of the bonds, and the main underwriter and the credit
agent shall have the responsibility to supervise them.

Article 21

The bonds publicly issued shall be issued openly to the general public, with RMB100 yuan par value for each share.The targeted bonds
shall be issued to the qualified investors by way of keeping accounts, with RMB 500 thousand yuan par value for each share, and the
bonds subscribed by each qualified investor shall be not less than RMB 1 million yuan par value.

Bonds may be issued according to the par value, or by other means, of which the specific way of issuance shall be determined through
negotiation between the issuer and the main underwriter.

Article 22

The interest rate of the bonds shall be determined through negotiation between the issuer and the main underwriter in accordance with
such factors as the credit grade, degree of risk, the demands and supply of the markets, etc, but must be consistent with the relevant
provisions on the management of the interest rate of the bonds.

Article 23

The minimum period of the bonds shall be one year.

Chapter III Trust and Transfer

Article 24

The bonds of the securities companies shall be subject to the registration, trust and settlement of the China Securities Registration
and Settlement Limited Company.

The Central National Debts Registration and Settlement Limited Company may also be responsible for the registration, trust and settlement
of the company bonds after approval.

Article 25

The bonds publicly issued shall be applied for centralized competitive transaction by listing in the stock exchange, and may also
be transferred by other means upon approval of the SCRC.

The securities company that file an application for listing of the bonds shall, enters into listing agreements with the stock exchange,
abide by the listing regulations of the stock exchange and accepts the supervision of the stock exchange as well.

Article 26

The following conditions ought to be satisfied in the application for the listing of bonds:

1.

The application for the issuance of bonds has been approved and the bonds issuance has been completed;

2.

The total amount of the par value of the bonds actually issued shall be not less than RMB 50 million yuan;

3.

The requirements for the public issuance are still fulfilled when applying for listing of the bonds; and

4.

Other conditions as provided for by the CSRC.

Article 27

Where the termination of the bonds listed for transaction is one month prior to the expiration of the listed bonds, the cashing of
the bonds shall be conducted by the issuer.

Where the securities company whose bonds are listed for transaction is in any of the situations as stipulated in Articles 55 and 56
of the “Securities Law”, the stock exchange shall make decisions on the suspension of the transaction or termination of the listing.

Article 28

The targeted bonds shall be transferred by agreement, or by other means with the approval of the SCRC, of which the minimum transfer
unit shall be not less than RMB 500 thousand yuan par value.The bonds transfer shall be made between the qualified investors, and
shall be made in accordance with the business rules of the place of transfer.

The issuer, the main underwriter, the securities company providing the transfer service and the transferor shall all make examination
and confirmation on the identity of the qualified investors, those investors who are not qualified shall not participate in the activities
of subscription and assignment of the targeted bonds issuance.

Article 29

The issuer, the main underwriter, and the securities company providing the transfer service shall make declaration to the registration
and settlement company on the relevant data of the qualified investor who has been examined and confirmed, and go through the formalities
for the opening and registration of the securities account.The qualified investors shall only carry out such investment activities
as the application and purchase and the assignment of the bonds by using the securities account that has been registered in the registration
and settlement company, and shall fill in the subscription list or the assignment list of the bonds.

Chapter IV Information Disclosure

Article 30

The securities company shall make prospectus and other information disclosure documents in accordance with the relevant provisions
of the CSRC when issuing bonds, and ensure that all the information that have the material influences on the investors shall be disclosed
in authenticity, accuracy, integrity, and in time.But the prospectus for the issuance of targeted bonds and the relevant data are
refrained from being published in the media whether directly or in any disguised form.

The issuer and the relevant parties shall not mislead the investors by any means to buy the bonds.

Article 31

The issuers shall indicate the investors in the obvious place of the prospectus: “The investors shall, when purchasing the current
bonds, carefully read the prospectus and the relevant information disclosure documents, and make independent investment judgment.The
approval of the CSRC on the issuance of the current bonds does not mean that the CSRC has made any evaluation on the investment value
of the current bonds, nor does it mean the CSRC has made any judgment on the investment risk of the current bonds.”

Article 32

The prospectus, the listing announcement, the periodical report and the announcement on the major events, shall be made in light of
the relevant provisions of the CSRC and the operational rules of the stock exchange.

Article 33

The issuance terms disclosed in the prospectus shall be specific and definite, stipulating in detail the terms pertaining to the rights
and obligations of the parties of the bonds.

At least the following contents shall be covered in the prospectus:

1.

The scale of the bonds, time limit and the interest rate;

2.

The start and termination time of the issuance;

3.

The time, the procedures and the ways of the repayment of the principals and the interests;

4.

The special repayment account and other repayment measures;

5.

The relevant arrangements for the bondholder’s meeting;

6.

The credit agent and the credit agency agreement;

7.

The guaranty issues;

8.

The rating report and the arrangements for the follow-up rating;

9.

The liabilities of the issuer in breach of the contract; and

10.

The underwriting institutions and their liabilities.

Article 34

The issuers shall, within the existing period of the bonds, disclose to the bondholders the annual financial report that has been
audited by the accountant firm which has the qualification of practicing securities business.

Article 35

The issuer that issues bonds publicly shall make public announcements for three times on the relevant matters concerned in the designated
press of the CSRC within 10 days prior to the date of paying the principals and interests.

Article 36

During the listing of bonds, the issuer shall submit an annual report to the SCRC and the stock exchange within four months after
the end of each financial year, and submit a mid-term report to the SCRC and the stock exchange within two months after the end of
the first half year of each financial year, as well as make disclosure on the designated press and the internet website of the CSRC.

Article 37

The important matters pertaining to the interests of the bondholders within the time limit of the report shall be disclosed in detail
in the periodical report, and at least the following contents shall be covered in the report:

1.

The payment of principals and interests of the bonds;

2.

The relevant conditions of the special repayment accounts;

3.

The material alteration of the guarantor and the guarantee;

4.

The alteration of the liabilities of the issuer;

5.

The summarization of the status of cash flow;

6.

The conditions of follow-up ratings;

7.

The main contents of the report on the agency matters of the credit agent;

8.

The main conditions of the public announcements of the major events;

9.

The convening of the bondholder’s meetings; and

10.

Other information that has great influences on the bondholders.

Article 38

Where an issuer is in any of the following circumstances, it shall be publicized in time or informed to the bondholders in an effective
way:

1.

Anticipation of being unable to repay the interests or the principals;

2.

Abnormity in the special repayment account;

3.

Making such contracts as the security contract and other important contracts that may have great influence on the repayment of the
principals and the interests;

4.

Occurring serious loss or suffering such serious loss that exceeds 10% of the net capital;

5.

Occurring major arbitration or litigation;

6.

Reducing the capital, merger, division, dissolution and application for bankruptcy;

7.

Great re-composition of liabilities to be carried out;

8.

Failure to implement the stipulations of the prospectus;

9.

The major alteration of the guarantor or guarantee;

10.

The suspension of the transaction of the bonds and the termination of the listing of the bonds by the stock exchange; and

11.

Other circumstances as provided for by the CSRC.

Article 39

Where the bonds are issued to targeted clients, the contents and ways of continuous disclosure of the information shall be prescribed
in the prospectus, but shall be consistent with the relevant provisions of the CSRC on the information disclosure of the targeted
bonds .

Chapter V Repayment Measures

Article 40

A bondholder shall enjoy its rights according to the provisions of the laws and regulations, and the provisions of the prospectus,
and supervise the relevant conducts of the issuer and the credit agent.

Article 41

A issuer shall open a special repayment account for the payment of the principals and the interests of the bonds, and make clear the
sources of the capital in the account, the way of withdrawal and other relevant matters concerning the supervision and management
of accounts.The capital in the account may be used for the investment of such products as treasury bonds that are of low risk and
high fluidity, or repay the bonds ahead of schedule as agreed.

Article 42

The issuers shall make resolutions through the shareholder’s meeting, and improve the proportion of the optional surplus accumulation
fund and that of the ordinary risk reserve within the existing period of the bonds, so as to reduce repayment risks.

Article 43

The issuers shall make resolutions through the shareholder’s meeting to take the following measures within the period when the capital
in the special repayment account could not be withdrawn as stipulated or repay the principals and interests of the bonds:

1.

Not distributing profits to the shareholders;

2.

Deferring the implementation of such items of capital outlay as the major foreign investment, purchasing, and merger or incorporation;

3.

Adjusting to reduce or ceasing to pay the salary and bonus to the directors or the executives; and

4.

The person directly liable is forbidden to shift from his position.

Article 44

In case an issuer agrees to repurchase the bonds prior to the expiration date of the bonds or repay the debts ahead of the schedule
as stipulated, he shall not impair the interests of the bondholders, and shall treat all the bondholders fairly.

Article 45

Issuers are prohibited to alter the stipulations of the prospectus unilaterally within the existing period of the bonds.Where there
is necessity to make any alteration under special circumstances, the issuer shall notify the credit agent in time and win the consent
of the bondholder.

Article 46

A bondholder may enjoy his rights alone, or through the bondholder’s meeting.The rights, procedures of convening, and the effective
conditions of the bondholder’s meeting shall be stipulated in the prospectus.

Article 47

Where any of the following circumstances occurs, the bondholder’s meeting shall be convened:

1.

The issuer suggests that the stipulations of the prospectus be altered;

2.

The issuer is unable to pay the principals and the interests on schedule;

3.

The issuer reduces the capital, merges or divides, dissolves and applies for bankruptcy;

4.

The material alteration of the guarantor or guarantee; or

5.

The bondholders owning over 10% of the par value of the bonds suggest changing the credit agent.

Article 48

The issuer, the guarantor, the shareholders who hold the current bonds and over 10% stock rights of the issuer, and other important
affiliates, may take part in the bondholder’s meeting and bring forward proposals, but may not take a vote.

Article 49

A credit agent shall fulfill his duty, implement his obligation of management with honesty, credit, caution and efficiency, and abide
by the stipulations of the agency agreement strictly, as well as implement the following obligations:

1.

Where such circumstances as failure to repay the principals and interests in time or any other circumstance that may have the material
effect on the interests of the bondholders occur, the credit agent shall urge and remind the issuer, and notify the bondholders as
well;

2.

Supervising the use of the special repayment account and the money collected, as well as the guaranty matters concerned according
to the stipulations;

3.

Acting as the agent of the bondholder and the issuer for the negotiation and litigation affairs between them, according to the stipulations
of the prospectus; and

4.

Other matters concerned as authorized by the bondholder’s meeting.

Article 50

The credit agents shall make operational rules for the agency business, and take effective measures to protect the legitimate rights
and interests of the bondholders, and make reports on the credit agency matters periodically.

Article 51

Issuers shall assign persons specially handling the bond affairs, and make up the repayment working party to take charge of such matters
as the repayment of the interests and the principals and other relative matters.

Chapter VI Legal Liabilities

Article 52

The issuance, underwriting, transfer and the information disclosure of a securities company shall be made pursuant to the relevant
provisions of the Company Law and the Securities Law.Those acts in violation of the provisions shall be subject to administrative
punishment by the CSRC ipso jure.

Article 53

In the case of bonds issued to targeted clients, if the issuer publishes, directly or in any disguised form, the prospectus, or releases
relevant information in any mass media, which is in violation of the provisions, he shall be ordered by the SCRC for correction,
and be meted out with one or more of the following penalties as warning, confiscation of the illegal proceeds; in case the circumstance
is serious, the approval for the issuance of targeted bonds shall be rescinded by the SCRC, and the bonds having been issued shall
be returned by the issuer according to the issuing price plus the bank deposit interest at the corresponding period, as well as being
barred for three years for application for the qualifications on bond issuance.The executives directly responsible and other personnel
directly liable shall be meted out with one or more of the following penalties as warning, confiscation of illegal proceeds, suspension
from or complete revocation of the practicing qualifications of the securities business.

Article 54

The issuer or underwriter of targeted bonds issuance, who, in violation of the provisions, sells the bonds to unqualified investors
shall initiatively make corrections; those who refuse to make corrections shall be ordered by the CSRC to make corrections, and be
meted out with one or more penalties as warning and confiscation of illegal proceeds.The approval for the issuance of targeted bonds
may be revoked by the issuer, and the bonds having been issued shall be returned by the issuer according to the issuing price plus
bank deposit interests for the corresponding period, and the issuer shall be barred for three years from applying for the qualifications
for bond issuance, and the underwriter shall be suspended from or disqualified in bond underwriting.The executives directly responsible
and other personnel directly liable shall be meted out with one or more penalties as warning, confiscation of illegal proceeds, suspension
from or disqualification from practicing the securities business.

Article 55

The intermediary institutions that provide services in the issuance of targeted bonds, shall correct the false records, misrepresentations
or major omissions that may exist in the advice it proposed; those institutions who refuse to make corrections, shall be ordered
by the SCRC to make corrections, and may also be meted out with one or more penalties according to the particular circumstances including
warning, confiscation of illegal proceeds, suspension from or being disqualified from practicing the securities business.The executives
directly responsible and other personnel directly liable shall be meted out with one or more penalties as warning, confiscation of
illegal proceeds, suspension from or being disqualified from practicing the securities business.

Article 56

Where a credit agent fails to perform his duty as stipulated, the relevant personnel liable shall be imposed an administrative punishment
by the SCRC ipso jure; and shall take civil liabilities ipso jure for the losses caused to the bondholders.

Article 57

In case an issuer fails to repay the principals and the interests due, the bondholders can constitute a proceeding against him.As
for those who have the ability to repay but refuse to implement the repayment duty, and have other violation acts, the SCRC may take
the following measures according to the particular circumstances:

1.

Ordering the implementation of relevant obligations;

2.

Imposing one or more penalties on the entity including a warning, confiscation of illegal proceeds, suspension of part of the securities
business; or

3.

Imposing one or more penalties on the executives directly responsible and other personnel directly liable, including warning, confiscation
of illegal proceeds, suspension from or being disqualified from practicing the securities business.

Chapter VII Supplementary Provisions

Article 58

The regulatory measures on the issuance of lower bonds by securities companies shall be formulated separately.

Article 59

The present Measures shall be implemented as of October 8th, 2003.



 
China Securities Regulatory Commission
2004-10-15

 







CIRCULAR OF THE GENERAL OFFICE OF STATE ENVIRONMENTAL PROTECTION ADMINISTRATION ON RELEVANT ISSUES CONCERNING STRENGTHENING THE ADMINISTRATION OF EXAMINATION AND APPROVAL OF WASTES RESTRICTED FROM IMPORT

The General Office of State Environmental Protection Administration

Circular of the General Office of State Environmental Protection Administration on Relevant Issues concerning Strengthening the Administration
of Examination and Approval of Wastes Restricted from Import

Huan Ban [2004] No. 100

November 1, 2004

The Environmental Protection Bureaus (Departments) of all provinces, autonomous regions and municipalities directly under the central
government:

Since five ministries, including the State Environmental Protection Administration, jointly issued the Interim Provisions for the
Administration of Environmental Protection Regarding the Import of Waste Materials (Huan Kong (1996) No. 204) on April 1, 1996, a
good effect of further strengthening the administration of environmental protection against the imported wastes and preventing the
overseas wastes from entering into China has been achieved. But illegal import of waste and polluting events thus caused still occur
sometimes. The scalping of both the waste, which can be used as raw material but falls within the category restricted from import
(hereinafter referred to as “import of waste”), and the approval certificate of import of waste is comparatively serious; some local
environmental protection authorities, in examining the import of waste, violate rules and slack in the pass-holding; It is still
common that there is a big gap between the real import quantity of waste and that approved. With a view to further strengthening
the environment administration of waste import, standardizing the examination and approval of waste import and eliminating such illegal
activities as scalping, etc, the related issues are thereby notified as follows:

1.

All environmental protection authorities shall examine the application for import of waste strictly in accordance with the provisions
of documents of Huan Ban [2003] No. 61, Huan Ban [2003] No. 69, Huan Ban [2004] No. 344. The provincial environmental protection
bureaus (departments), following the administrative procedures on import of waste, submit to the State Environmental Protection Administration
for examination and approval of the annual approval quantity of processing and utilizing entities after investigating the annual
processing and utilizing capacity and the real production conditions of each entity. The quality in general shall not exceed the
real import quantity of last year of each entity;

2.

The environmental protection authorities at all levels must strengthen the supervision and administration of import of waste and carry
out regularly examinations on the utilizing ability and utilizing state, pollution prevention and control measures of the processing
and utilizing entities. Time limits to rectify and to carry out control measures shall be set for those that can not meet the prescribed
requirements.

3.

The administration of ports for import of waste shall be strengthened. The principle of proximity applies to the examination and approval
of ports for import of waste. Each waste import approval certificate corresponds to a single import port. The import waste processing
and utilizing entities in coastal provinces or municipalities shall not be approved to import waste through import ports of other
provinces or municipalities; the import waste processing and utilizing entities in inland provinces or municipalities shall not be
approved to import waste through import ports in Guangdong Province or Zhejiang Province;

4.

As prescribed in the No.55 Announcement in 2004 of the Ministry of Commerce, The General Administration of Customs, the State Environmental
Protection Administration, the import of the following 7 wastes by means of processing trade is forbidden:

(1)

slag, scruff, fire coat and other waste (26190000);

(2)

waste steel compressor of automobiles (72044900.10), the waste ironwork and electronic appliances mainly for recycling of waste steel(72044900.20);

(3)

deposited copper (74012000);

(4)

the waste motors (including waste game machines) mainly for recycling of cobber (74040000.10);

(5)

the waste electronic wire mainly for recycling of aluminum(76020000.10);

(6)

ships for dissembling and other floating structures (89080000);

(7)

the calx and offal containing more than 10% of Vanadium Pentoxide(26209990.10)￿￿

If any other relevant document issued by the State Environmental Protection Administration conflicts with this circular, the latter
shall prevail.



 
The General Office of State Environmental Protection Administration
2004-11-01

 







CONSTITUTION ACT, 1982 – page 22

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