INTERIM PROVISIONS OF THE MINISTRY OF FINANCE FOR THE COLLECTION OF STATE ENTERPRISE INCOME TAX ON STATE CORPORATIONS CONTRACTING FOREIGN PROJECTS

PROVISIONAL PROVISIONS ON PATENT AGENCIES

CIRCULAR OF THE STATE ADMINISTRATION FOR INDUSTRY AND COMMERCE, STATE ECONOMIC COMMISSION, MINISTRY OF FOREIGN ECONOMIC RELATIONS AND TRADE AND MINISTRY OF AGRICULTURE, ANIMAL HUSBANDRY AND FISHERY GOVERNING SOME SUGGESTIONS ON THE ADOPTION OF THE NON-REGISTERED

REGULATIONS ON CONTROL OVER DUMPING OF WASTES IN THE OCEAN

Category	ENVIRONMENTAL PROTECTION	Organ of Promulgation	The State Council	Status of Effect	In Force
Date of Promulgation	1985-03-06	Effective Date	1985-04-01

Regulations of the People’s Republic of China on Control Over Dumping of Wastes in the Ocean

Annex I Substances Forbidden to be Dumped
Annex II Substances to be Dumped only with Special Permits

(Promulgated by the State Council on March 6, 1985)

Article 1 These Regulations are specially formulated for the
implementation of the “Marine Environmental Protection Law of the People’s
Republic of China” in order to keep a tight control over the dumping of wastes
into the ocean so as to prevent pollution damage to marine environment, keep
the ecological balance, protect marine resources, and promote the development
of ocean undertakings.

Article 2 The term “dumping” as used in these Regulations refers to
discharging wastes and other substances into the ocean by means of vessels,
aircraft, platforms and other means of transportation. It also refers to
discharge of vessels, aircraft, platforms and other man-made structures used
on the sea. In addition, it also refers to the discharge of wastes and other
substances caused by the submarine exploration and exploitation of mineral
resources and the related maritime processing.

“Dumping” does not include the drainage from the vessels, aircraft, and
other means of transportation and equipment working under normal conditions.

Article 3 These Regulations are applicable to the following:

1. dumping wastes and other substances into the inland sea, territorial
sea, continental shelves and other sea areas under the jurisdiction of the
People’s Republic of China;

2. loading wastes and other substances on land or at harbours of the
People’s Republic of China for the purpose of dumping;

3. the transport of wastes and other substances through the inland sea,
territorial sea and other sea areas under the jurisdiction of the People’s
Republic of China for the purpose of dumping;

4. burning wastes and other substances within the sea areas under the
jurisdiction of the People’s Republic of China;

The wastes produced in the process of offshore oil exploration and
exploitation shall be dealt with according to the Regulations of the People’s
Republic of China on Administration of Environmental Protection in the
Exploration and Development of Offshore Petroleum.

Article 4 The competent departments responsible for matters concerning
the dumping of wastes are the National Oceanographic Bureau and its agencies
(hereinafter referred to as “the competent department”).

Article 5 The areas for dumping shall be designated by the competent
department through consultation with relevant departments in accordance with
the principles of being scientific, rational, safe and economical and shall be
submitted to the State Council for approval.

Article 6 Units that need to dump wastes into the ocean shall apply for
permission to the competent department, and fill out according to set formula
the application forms for dumping wastes together with an examination report
on the characteristics and components of the wastes.

The competent department shall process the application within 2 months of
receipt of the application and a dumping permit shall be granted to those
approved to dump.

No units, vessels, aircraft, platforms and other means of transportation
are permitted to dump wastes into the ocean without the approval of the
competent department.

Article 7 Wastes of foreign countries may by no means be brought to the
sea areas under the jurisdiction of the People’s Republic of China for
dumping; these include vessels, aircraft, platforms and other man-made
structure used on the sea. Those who violate these Regulations shall be
ordered to clean the sea area within a limited time, pay for the elimination
of pollutants and compensation for losses thus incurred and be fined by the
competent department. Those who dump wastes outside the sea areas of the
People’s Republic of China and cause pollution damage to the sea areas under
the jurisdiction of the People’s Republic of China shall be dealt with
according to Article 17 of these Regulations.

Article 8 Vessels or other means of transportation that carry wastes
through the sea areas under the jurisdiction of the People’s Republic of China
for dumping purposes must inform the competent department of China 15 days
before the vessels enter the sea areas under the jurisdiction of the People’s
Republic of China.

They are also required to report the time of entry, routes, names of waste
matters, quantities and components.

Article 9 Foreign vessels and platforms in the sea areas of under the
jurisdiction of the People’s Republic of China that need to dump wastes
produced in the process of offshore exploration and exploitation of mineral
resources and the related maritime processing shall get permission from the
competent department according to the stipulated procedures.

Article 10 The dumping permit shall indicate dumping units, period of
validity, quantity, the types of wastes and the method for dumping.

The issuing of certificates shall be kept under strict control according
to the relevant provisions of these Regulations. The competent department may
change or withdraw certificates in accordance with the changes in ecological
environment and the development in science and technology.

Article 11 Waste matters fall into three categories in the light of their
toxicity, content of harmful elements and the impact upon the marine
environment. The criteria used for categorization shall be worked out as annex
by the competent department and subject to amendment in the light of changes
in ecological environment, the development in science and technology and the
need in protecting the marine environment.

1. The dumping of wastes and other substances as listed in Annex I is
prohibited. In times of emergency, when wastes cannot be disposed of on land
because of its impact upon human health, emergency permits shall be issued
with the approval of the National Oceanographic Bureau to dump wastes in
precribed ways and designated areas.

2. The dumping of wastes as listed in Annex II shall require special
permits in advance.

3. The dumping of wastes of low or no toxicity other than those listed in
Annex I and Annex II shall require ordinary permits in advance.

Article 12 Units which have already obtained permission to dump wastes
shall notify the competent department for verification before loading the
waste.

The work of verification shall be conducted according to the items in the
permit. If the cargo is found not in conformity with the contents in the
permit, the competent department shall order the loading to be stopped and, in
serious cases, suspend or revoke the dumping permit.

The superintendency of the departure harbour or that of the nearest
harbour shall be notified for verification of the dumping of wastes by
vessels. If the cargo is found not in conformity with the contents in the
permit, the harbour superintendency administration shall not grant the exit
visa and shall immediately notify the competent department.

Article 13 The competent department shall monitor and supervise the
dumping activities. If need be, it may also send agents to supervise on board.
The dumping units shall offer facilitation for these functionaries.

Article 14 Those units with permission to discharge wastes shall carry
out dumping in the designated areas, within the time limits and on the terms
specified in the permit. They are required to fill out every detail of the
discharge into record forms and submit the forms to the competent department
following the instructions in the permit. Those vessels, aircraft, platforms
and other means of transportation shall bear conspicuous marks and signals
and make detailed entries in the Logbook of the waste dumping activities.

Article 15 The vessels, aircraft, platforms and other means of
transportation engaged in dumping activities may, under any of the
circumstances as specified in Article 43 of the Marine Environmental
Protection Law of the People’s Republic of China, be exempt from bearing
responsibilities for compensation.

For emergency or rescue purposes, vessels shall try to avoid or reduce
pollution damage when dumping wastes into ocean with no regard to terms and
areas as specified in the permit and report to the competent department as
soon as possible. The waste pumping unit and beneficiaries of the emergency or
rescue act shall make compensation for the pollution damage.

If the pollution damage is due to the fault of a third party, the waste
dumping unit shall provide the competent department with irrefutable evidence.
The third party shall bear the responsibility for compensation upon
confirmation by the competent department.

When vessels, aircraft, platforms and other means of transportation
navigating or operating on the sea are abandoned for irresistible reasons,
their owners shall report to the competent department and the nearby harbour
superintendency administrations, and shall carry out at once the work of
salvaging and cleaning.

Article 16 The competent department shall conduct regular monitoring and
testing in the dumping areas, strengthen administration and avoid harmful
effect on fishery resources and other activities on the sea. The competent
departments may close any area when finding it no longer suitable for waste
dumping.

Article 17 Those who, in violation of these Regulations, cause pollution
damage to the marine environment may be ordered by the competent department to
clean up, pay the cost of eliminating the pollutants and compensate for the
victims’ losses. A warning or a fine up to 100,000 RMB yuan shall be imposed
according to different situations and the graveness of harm done by the waste
dumping.

Article 18 Units and individuals demanding compensation shall submit a
report of pollution damage claim to the competent department as soon as
possible. The report shall include the time, place, area, object of the
damage, list of losses, technical authentication, and notarization. Relevant
original documents and photos shall be of help.

Article 19 Units eatrusted with the job to eliminate pollutants shall,
upon completion of the job, submit a report of claim to the competent
department as soon as possible on expenses on eliminating pollution. The
report shall include time, place, manpower involved, equipment, vessels,
quantity of materials, unit price, methods of calculation, management fee,
transportation fee, other relevant expenses, result, other relevant evidence
and supporting materials.

Article 20 Standards for penalties on law breaking acts:

1. Anyone involved in one of the following acts shall be warned or fined
2,000 RMB yuan or less:

(1) forging inspection reports on wastes;

(2) failure to make waste dumping records according to Article 14 of these
Regulations;

(3) failure to report to the competent department and harbour
superintendency administrations in time under the situation defined in Article
15 of these Regulations.

2. If the actual cargo does not conform to the contents in the dumping
permit and the case is serious, apart from suspension or revoking of the
permit, a fine ranging from 2,000 to 5,000 RMB yuan may be imposed.

3. Those who dump wastes without informing the competent department for
verification in accordance with Article 12 of these Regulations may be fined
from 5,000 to 20,000 RMB yuan.

4. A fine of 20,000 to 100,000 RMB yuan may be imposed for any of the
following acts:

(1) dumping wastes into the ocean without permission;

(2) failure to dump wastes according to the approved terms and in the
designated areas, excluding circumstances specified in Article 15 of these
Regulations.

Article 21 Those directly responsible for violation of these Regulations
which has caused or is likely to cause pollution damage to the environment may
be given a warning or a fine, or both, by the competent department.

Those directly responsible for violation of these Regulations which has
caused damage to marine environment resulting in serious property losses or
personal injuries and deaths, shall be dealt with by judicial organs for their
legal liabilities.

Article 22 The party concerned that does not accept the penalty imposed
by the competent department may bring a suit before the people’s court within
15 days of receipt of the written decision on the penalty. If no suit is
filed, nor has the decision been carried out upon the expiration of that
period, the competent department shall petition the people’s court to enforce
the decision in accordance with the law.

Article 23 Those who, on their own initiative, expose, report on and
provide evidences against acts that have violated these Regulations and caused
pollution damage to marine environment, or who have done meritorious deeds by
taking effective measures to reduce pollution damage shall be commended or
awarded.

Article 24 These Regulations shall come into force on April l, l985.
Annex I Substances Forbidden to be Dumped

1. Wastes containing organic halogen compounds, mercury and mercury
compounds, cadmium and cadmium compounds, with the exclusion of those
containing negligible quantity of them and those which can soon change into
harmless substances in the sea water.

2. Wastes with strong radioactivity and other substances that are strongly
radio active.

3. Crude oil and oil waste, refined oil products, residual oil and such
oil mixtures.

4. Fishing net, ropes, plastic products and other artificial synthesis
which can float on the surface or suspend in the water, and thus seriously
interfere with navigation, fishing and other activities, or endanger the ocean
life.

5. Sewer mud and dredged stuff containing substances as listed in 1 and 2
of this Annex.
Annex II Substances to be Dumped only with Special Permits

1. Wastes that have a high content of the following substances:

(1) arsenic and its chemical compounds;

(2) lead and its chemical compounds;

(3) copper and its chemical compounds;

(4) zinc and its chemical compounds;

(5) chemical compounds of organic silicon;

(6) cyanides;

(7) fluorine chemicals;

(8) bergllium, chromium, nickel, vanadium and their chemical compounds;

(9) pesticides and their byproducts which are not listed in Annex I.

Those which are harmless or can soon dissolve into harmless substances in
the sea shall be excluded.

2. Wastes that contain weak radioactive matters.

3. Containers, waste metals and other heavy waste materials that will
easily sink to the bottom of the sea and might seriously hinder fishing or
navigation.

4. Sewer mud and dredged stuff containing substances listed in 1 and 2 of
this Annex.

NOTICE OF THE MINISTRY OF FINANCE CONCERNING THE HANDLING OF TAX REGISTRATION AND TAX RETURN MATTERS BY FOREIGN COMPANIES CONTRACTING OFFSHORE PETROLEUM PROJECTS AND PROVIDING LABOR SERVICES

SUCCESSION LAW

Category	SUCCESSION	Organ of Promulgation	The National People’s Congress	Status of Effect	In Force
Date of Promulgation	1985-04-10	Effective Date	1985-10-01

Law of Succession of the People’s Republic of China

Contents
Chapter I  General Provisions
Chapter II  Statutory Succession
Chapter III  Testamentary Succession and Legacy
Chapter IV  Disposition of the Estate
Chapter V  Supplementary Provisions

(Adopted at the Third Session of the Sixth National People’s Congress,

promulgated by Order No. 24 of the President of the People’s Republic of China
on April 10, 1985, and effective as of October 1, 1985)
Contents

Chapter I General Provisions

Chapter II Statutory Succession

Chapter III Testamentary Succession and Legacy

Chapter IV Disposition of the Estate

Chapter V Supplementary Provisions
Chapter I General Provisions

Article 1 This Law is enacted pursuant to the provisions of the
Constitution of the People’s Republic of China with a view to protecting the
right of citizens to inherit private property.

Article 2 Succession begins at the death of a citizen.

Article 3 Estate denotes the lawful property owned by a citizen personally
at the time of his death, which consists of:

(1) his income;

(2) his houses, savings and articles of everyday use;

(3) his forest trees, livestock and poultry;

(4) his cultural objects, books and reference materials;

(5) means of production lawfully owned by him;

(6) his property rights pertaining to copyright and patent rights; and

(7) his other lawful property.

Article 4 Personal benefits accruing from a contract entered into by an
individual are heritable in accordance with the provisions of this Law.
Contracting by an individual, if permitted by law to be continued by the
successor, shall be treated in accordance with the terms of the contract.

Article 5 Succession shall, after its opening, be handled in accordance
with the provisions of statutory succession; where a will exists, it shall be
handled in accordance with testamentary succession or as legacy; where there is
an agreement for legacy in return for support, the former shall be handled in
accordance with the terms of the agreement.

Article 6 The right to inheritance or legacy of a person having no
capacity shall be exercised on his behalf by his statutory agent.

The right to inheritance or legacy of a person with limited capacity shall
be exercised on his behalf by his statutory agent or by such person himself
after obtaining the consent of his statutory agent.

Article 7 A successor shall be disinherited upon his commission of any one
of the following acts:

(1) intentional killing of the decedent;

(2) killing any other successor in fighting over the estate;

(3) a serious act of abandoning or maltreating the decedent; or

(4) a serious act of forging, tampering with or destroying the will.

Article 8 The time limit for institution of legal proceedings pertaining
to disputes over the right to inheritance is two years, counting from the day
the successor became or should have become aware of the violation of his right
to inheritance. No legal proceedings, however, may be instituted after the
expiration of a period of 20 years from the day succession began.
Chapter II Statutory Succession

Article 9 Males and females are equal in their right to inheritance.

Article 10 The estate of the decedent shall be inherited in the following
order:

First in order: spouse, children, parents.

Second in order: brothers and sisters, paternal grandparents, maternal
grandparents.

When succession opens, the successor(s) first in order shall inherit to the
exclusion of the successor(s) second in order. The successor(s) second in
order shall inherit in default of any successor first in order.

The “children” referred to in this Law include legitimate children,
illegitimate children and adopted children, as well as step-children who
supported or were supported by the decedent.

The “parents” referred to in this Law include natural parents and adoptive
parents, as well as step-parents who supported or were supported by the
decedent.

The “brothers and sisters” referred to in this Law include blood brothers
and sisters, brothers and sisters of half blood, adopted brothers and sisters,
as well as step-brothers and step-sisters who supported or were supported by
the decedent.

Article 11 Where a decedent survived his child, the direct lineal
descendants of the predeceased child inherit in subrogation. Descendants who
inherit in subrogation generally shall take only the share of the estate their
father or mother was enpost_titled to.

Article 12 Widowed daughters-in-law or sons-in-law who have made the
predominant contributions in maintaining their parents-in-law shall, in
relationship to their parens-in-law, be regarded as successors first in order.

Article 13 Successors same in order shall, in general, inherit in equal
shares.

At the time of distributing the estate, due consideration shall be given to
successors who are unable to work and have special financial difficulties.

At the time of distributing the estate, successors who have made the
predominant contributions in maintaining the decedent or have lived with the
decedent may be given a larger share.

At the time of distributing the estate, successors who had the ability and
were in a position to maintain the decedent but failed to fulfil their duties
shall be given no share or a smaller share of the estate.

Successors may take unequal shares if an agreement to that effect is
reached among them.

Article 14 An appropriate share of the estate may be given to a person,
other than a successor, who depended on the support of the decedent and who
neither can work nor has a source of income, or to a person, other than a
successor, who was largely responsible for supporting the decedent.

Article 15 Questions pertaining to suuccession should be dealt with
through consultation by and among the successors in the spirit of mutual
understanding and mutual accommodation, as well as of amity and unity. The time
and mode for partitioning the estate and the shares shall be decided by the
successors through consultation. If no agreement is reached through
consulation, they may apply to a People’s Mediation Committee for mediation or
institute legal proceedings in a people’s court.
Chapter III Testamentary Succession and Legacy

Article 16 A citizen may, by means of a will made in accordance with the
provisions of this Law, dispose of the property he owns and may appoint a
testamentary executor for the purpose.

A citizen may, by making a will, designate one or more of the statutory
successors to inherit his personal property.

A citizen may, by making a will, donate his personal property to the state
or a collective, or bequeath it to persons other than the statutory successors.

Article 17 A notarial will is one made by a testator through a notary
agency.

A testator-written will is one made in the testator’s own handwriting and
signed by him, specifying the date of its making.

A will written on behalf of the testator shall be witnessed by two or more
witnesses, of whom one writes the will, dates it and signs it along with the
other witness or witnesses and with the testator.

A will made in the form of a sound-recording shall be witnessed by two or
more retire witnesses.

A testator may, in an emergency situation, make a nuncupative will, which
shall be witnessed by two or more witnesses. When the emergency situation is
over and if the testator is able to make a will in writing or in the form of a
sound-recording, the nuncupative will he has made shall be invalidated.

Article 18 None of the following persons shall act as a witness of a will:

(1) persons with no capacity or with limited capacity;

(2) successors and legatees; or

(3) persons whose interests are related to those of the successors and
legatees.

Article 19 Reservation of a necessary portion of an estate shall be made
in a will for a successor who neither can work nor has a source of income.

Article 20 A testator may revoke or alter a will he previously made.

Where several wills that have been made conflict with one another in
content, the last one shall prevail.

A notarial will may not be revoked or altered by a testator-written will, a
will written on behalf of the testator, a will in the form of a
sound-recording or a nuncupative will.

Article 21 Where there are obligations attached to testamentary succession
or legacy, the successor or legatee shall perform them. Anyone who fails to
perform the obligations without proper reasons may, upon request by a relevant
organization or individual, entail nullification of his right to inheritance by
a people’s court.

Article 22 Wills made by persons with no capacity or with limited capacity
shall be void.

Wills shall manifest the genuine intention of the testators; those made
under duress or as a result of fraud shall be void.

Forged wills shall be void.

Where a will has been tampered with. the affected parts of it shall be void.
Chapter IV Disposition of the Estate

Article 23 After the opening of succession, a successor who has knowledge
of the death should promptly notify the other successors and the testamentary
executor. If none of the successors knows about the death or if there is no way
to make the notification, the organization to which the decedent belonged
before his death or th residents’ committee or villagers’ committee at his
place of residence shall make the notification.

Article 24 Anyone who has in his possession the property of the decedent
shall take good care of such property and no one is allowed to misappropriate
it or contend for it.

Article 25 A successor who, afer the opening of succession, disclaims
inheritance should make known his decision before the disposition of the
estate. In the absence of such an indication, he is deemed to have accepted the
inheritance.

A legatee should, within two months from the time he learns of the legacy,
make known whether he accepts it or disclaims it. In the absence of such an
indication within the specified period, he is deemed to have disclaimed the
legacy.

Article 26 If a decedent’s estate is partitioned, half of the joint
property acquired by the spouses in the course of their matrimonial life shall,
unless otherwise agreed upon, be first allotted to the surviving spouse as his
or her own property; the remainder shall constitute the decedent’s estate.

If the decedent’s estate is a component part of the common property of his
family, that portion of the property belonging to the other members of the
family shall first be separated at the time of the partitioning of the
decedent’s estate.

Article 27 Under any of the following circumstances, the part of the
estate affected shall be dealt with in accordance with statutory succession:

(1) where inheritance is disclaimed by a testamentary successor or the
legacy is disclaimed by a legatee;

(2) where a testamentary successor is disinherited;

(3) where a testamentary successor or legatee predeceases the testator;

(4) where an invalidated portion of the will involves part of the estate;
or

(5) where no disposition is made under the will for part of the estate.

Article 28 At the time of the partitioning of the estate, reservation
shall be made for the share of an unborn child. The share reserved shall, if
the baby is stillborn, be dealt with in accordance with statutory succession.

Article 29 The partitioning of a decedent’s estate shall be conducted in a
way beneficial to the requirements of production and livelihood; it shall not
diminish the usefulness of the estate.

If the estate is unsuitable for partitioning, it may be disposed of by such
means as price evaluation, appropriate compensation or co-ownership.

Article 30 A surviving spouse who re-marries is enpost_titled to dispose of the
property he or she has inherited, subject to no interference by any other
person.

Article 31 A citizen may enter into a legacy-support agreement with a
person who, in accordance with the agreement, assumes the duty to support the
former in his or her lifetime and attends to his or her interment after death,
in return for the right to legacy.

A citizen may enter into a legacy-support agreement with an organization
under collective ownership which, in accordance with the agreement, assumes the
duty to support the former in his or her lifetime and attends to his or her
interment after death, in return for the right to legacy.

Article 32 An estate which is left with neither a successor nor a legatee
shall belong to the state or, where the decedent was a member of an
organization under collective ownership before his or her death, to such an
organization.

Article 33 The successor to an estate shall pay all taxes and debts
payable by the decedent according to law, up to the actual value of such
estate, unless the successor pays voluntarily in excess of the limit.

The successor who disclaims inheritance assumes no responsibility for the
payment of taxes and debts payable by the decedent according to law.

Article 34 The carring out of a legacy shall not affect the payment of
taxes and debts payable by the legator according to law.
Chapter V Supplementary Provisions

Article 35 The people’s congress of a national autonomous area may, in
accordance with the principles of this Law and the actual practices of the
local nationality or nationalities with regard to property inheritance, enact
adaptive or supplementary provisions. Provisions made by autonomous regions
shall be reported to the Standing Committee of the National People’s Congress
for the record. Provisions made by autonomous prefectures or autonomous
counties shall become effective after being reported to and approved by the
standing committee of the people’s congress of the relevant province or
autonomous region and shall be reported to the Standing Committee of the
National People’s Congress for the record.

Article 36 For inheritance by a Chinese citizen of an estate outside the
People’s Republic of China or of an estate of a foreigner within the People’s
Republic of China, the law of the place of domicile of the decedent shall apply
in the case of movable property; in the case of immovable property, the law of the place where the property is located shall apply.
For inheritance by a
foreigner of an estate within the People’s Republic of China or of an estate of a Chinese citizen outside the People’s Republic
of China, the law of the place
of domicile of the decedent shall apply in the case of movable property; in
the case of immovable property, the law of the place where the property is
located shall apply.

Where treaties or agreements exist between the People’s Republic of China
and foreign countries, matters of inheritance shall be handled in accordance
with such treaties or agreements.

Article 37 This Law shall go into effect as of October 1. 1985.?

ECONOMIC CONTRACTS INVOLVING FOREIGN INTEREST

Law of the PRC on Economic Contracts Involving Foreign Interest

(Adopted at the Tenth Session of the Standing Committee of the Sixth National People’s Congress and promulgated by Order No. 22 of
the President of the People’s Republic of China on March 21, 1985, and effective as of July 1, 1985)

CONTENTS

CHAPTER I GENERAL PROVISIONS

CHAPTER II THE CONCLUSION OF CONTRACTS

CHAPTER III THE PERFORMANCE OF CONTRACTS AND LIABILITY FOR BREACH OF A

CONTRACT

CHAPTER IV THE ASSIGNMENT OF CONTRACTS

CHAPTER V THE MODIFICATION, RESCISSION AND TERMINATION OF CONTRACTS

CHAPTER VI THE SETTLEMENT OF DISPUTES

CHAPTER VII SUPPLEMENTARY PROVISIONS

CHAPTER I GENERAL PROVISIONS

Article 1. This Law is formulated with a view to protecting the lawful rights and interests of the parties to Chinese-foreign economic contracts
and promoting the development of China’s foreign economic relations.

Article 2. This Law shall apply to economic contracts concluded between enterprises or other economic organizations of the People’s Republic
of China and foreign enterprises, other economic organizations or individuals. (hereinafter referred to as ” contracts” ). However,
this provision shall not apply to international transport contracts.

Article 3. Contracts shall be concluded according to the principle of equality and mutual benefit and the principle of achieving agreement
through consultation.

Article 4. In concluding a Contract,the parties must abide by the law of the People’s Republic of China and shall not harm the public interest
of the People’s Republic of China.

Article 5. The parties to a contract may choose the proper law applicable to the settlement of contract disputes. In the absence of such a
choice by the parties, the law of the country which has the closest connection with the contract shall apply.

The law of the People’s Republic of China shall apply to contracts that are to be performed within the territory of the People’s Republic
of China, namely contracts for Chinese-foreign equity joint ventures, Chinese-foreign contractual joint ventures and Chinese-foreign
cooperative exploration and development of natural resources.

For matters that are not covered in the law of the People’s Republic of China, international practice shall be followed.

Article 6. Where an international treaty which is relevant to a contract, and to which the People’s Republic of China is a contracting party
or a signatory, has provided differently from the law of the People’s Republic of China, the provisions of the international treaty
shall prevail, with the exception of those clauses on which the People’s Republic of China has declared reservation.

CHAPTER II THE CONCLUSION OF CONTRACTS

Article 7. A contract shall be formed as soon as the parties to it have reached a written agreement on the terms and have signed the contract.
If an agreement is reached by means of letters, telegrams or telex and one party requests a signed letter of confirmation, the contract
shall be formed only after the letter of confirmation is signed.

Contracts which are subject to the approval of the state, as provided for by the laws or administrative regulations of the People’s
Republic of China, shall be formed only after until such approval is granted.

Article 8. Appendices specified in a contract shall be integral parts of the contract.

Article 9. Contracts that violate the law or the public interest of the People’s Republic of China shall be void.

In case any terms in a contract violate the law or the public interest of the People’s Republic of China, the validity of the contract
shall not be affected if such terms are cancelled or modified by the parties through consultations.

Article 10. Contracts that are concluded by means of fraud or duress shall be void.

Article 11. A party which is responsible for the invalidity of a contract shall be liable for the losses suffered by the other party as a result
of the contract becoming invalid.

Article 12. A contract shall, in general, contain the following terms:

(1) the corporate or personal names of the contracting parties and their nationalities and principal places of business or domicile;

(2) the date and place of the signing of the contract;

(3) the type of contract and the kind and scope of the object of the contract;

(4) the technical conditions, quality, standard, specifications and quantity of the object of the contract;

(5) the time limit, place and method of performance;

(6) the terms of price, amount and method of payment, and various incidental charges;

(7) whether the contract is assignable or, if it is, the conditions for its assignment;

(8) liability to pay compensation and other liabilities for breach of the contract;

(9) the ways for settling contract disputes; and

(10) the language(s) in which the contract is written and its validity.

Article 13. So far as it may require, a contract shall provide for the limits of the risks to be borne by the parties in performing the object;
if necessary, it shall provide for the coverage of insurance for the object.

Article 14. Where a contract needs to be performed continuously over a long period, the parties shall set a period of validity for the contract
and may also stipulate conditions for its extension and its termination before its expiry.

Article 15. In the contract the parties may agree to provide a guaranty. The guarantor shall be held liable within the agreed scope of guaranty.

CHAPTER III THE PERFORMANCE OF CONTRACTS AND LIABILITY FOR BREACH OF A CONTRACT

Article 16. A contract shall be legally binding as soon as it is established in accordance with the law. The parties shall perform their obligations
stipulated in the contract. No party shall unilaterally modify or rescind the contract.

Article 17. A party may temporarily suspend its performance of the contract if it has conclusive evidence that the other party is unable to
perform the contract. However, it shall immediately inform the other party of such suspension. It shall perform the contract if
and when the other party provides a sure guarantee for performance of the contract. If a party suspends performance of the contract
without conclusive evidence of the other party’s inability to perform the contract, it shall be liable for breach of contract.

Article 18. If a party fails to perform the contract or its performance of the contractual obligations does not conform to the agreed terms,
which constitutes a breach of contract, the other party is enpost_titled to claim damages or demand other reasonable remedial measures.
If the losses suffered by the other party cannot be completely made up after the adoption of such remedial measures, the other party
shall still have the right to claim damages.

Article 19. The liability of a party to pay compensation for the breach of a contract shall be equal to the loss suffered by the other party
as a consequence of the breach. However, such compensation may not exceed the loss which the party responsible for the breach ought
to have foreseen at the time of the conclusion of the contract as a possible consequence of a breach of contract.

Article 20. The parties may agree in a contract that, if one party breaches the contract, it shall pay a certain amount of breach of contract
damages to the other party; they may also agree upon a method for calculating the damages resulting from such a breach.

The breach of contract damages as stipulated in the contract shall be regarded as compensation for the losses resulting from breach
of contract. However, if the contractually agreed breach of contract damages are far more or far less than is necessary to compensate
for the losses resulting from the breach, the party concerned may request an arbitration body or a court to reduce or increase them
appropriately

Article 21. If both parties breach the contract, each shall be commensurately liable for the breach of contract that is its responsibility.

Article 22. A party which suffers losses resulting from a breach of contract by the other party shall promptly take appropriate measures to
prevent the losses from becoming severer. If the losses are aggravated as a result of its failure to adopt appropriate measures,
it shall not be enpost_titled to claim compensation for the aggravated part of the losses.

Article 23. If a party fails to pay on time any amount stipulated as payable in the contract or any other amount related to the contract that
is payable, the other party is enpost_titled to interest on the amount in arrears. The method for calculating the interest may be specified
in the contract.

Article 24. If a party is prevented from performing all or a part of its obligations due to force majeure, it shall be relieved of all or a
part of his obligations.

If a party cannot perform its obligations within the contractually agreed time limit due to an event of force majeure, it shall be
relieved of the liability for delayed performance during the period when the aftereffect of the event lasts.

An event of force majeure means an event that the parties could not have foreseen at the time of conclusion of the contract, both
parties being unable to either avoid or overcome its occurrence and consequences.

The scope of force majeure events may be specified in the contract.

Article 25. The party which fails to perform wholly or in part its contractual obligations due to an event of force majeure shall promptly inform
the other party so as to mitigate the losses which might possibly be inflicted on the other party, and shall also provide a certificate
issued by the relevant agency within a reasonable period of time.

CHAPTER IV THE ASSIGNMENT OF CONTRACTS

Article 26. When a party assigns, wholly or in part, its contractual rights and obligations to a third party, it must obtain the consent of
the other party.

Article 27. In the case of a contract which, according to the laws or administrative regulations of the People’s Republic of China, is to be
formed with the approval of the state, the assignment of the contractual rights and obligations shall be subject to the approval
of the authority which approved the contract, unless otherwise stipulated in the approved contract.

CHAPTER V THE MODIFICATION, RESCISSION AND TERMINATION OF CONTRACTS

Article 28. A contract may be modified if both parties agree through consultation.

Article 29. A party shall have the right to notify the other party that a contract is rescinded in any of the following situations:

(1) if the other party has breached the contract, thus adversely affecting the economic benefits they expected to receive at the time
of the conclusion of the contract;

(2) if the other party fails to perform the contract within the time limit agreed upon in the contract, and again fails to perform
it within the reasonable period of time allowed for delayed performance;

(3) if all the obligations under the contract cannot be performed due to an event of force majeure; or

(4) if the contractually agreed conditions for the rescission of the contract are present.

Article 30. For a contract consisting of several parts that are independent from each other, some of them may be rescinded according to the
provisions of the preceding article while the other parts will remain valid.

Article 31. A contract shall be terminated in any one of the following situations:

(1) if the contract has already been performed in accordance with the agreed terms;

(2) if an arbitration body or a court has decided that the contract shall be terminated; or

(3) if the parties agree through consultation to terminate the contract.

Article 32. Notices or agreements on the modification or rescission of contracts shall be made in writing.

Article 33. In the case of a contract which, according to the laws or administrative regulations of the People’s Republic of China, is to be
established with the approval of the state, any significant modification of the contract shall be subject to the approval of the
authority which approved the contract, and the rescission of the contract shall be filed with the same authority for the record.

Article 34. The modification, rescission or termination of a contract shall not affect the rights of the parties to claim damages.

Article 35. The contractually agreed terms for the settlement of disputes shall not become invalid because of the rescission or termination
of a contract.

Article 36. The contractually agreed terms for the settlement of accounts and liquidation of a contract shall not become invalid because of
the rescission or termination of the contract.

CHAPTER VI THE SETTLEMENT OF DISPUTES

Article 37. If disputes over a contract develop, the parties shall, as far as possible, settle them through consultation, or through mediation
by a third party.

If the parties are unwilling to settle their dispute through consultation or mediation, or if consultation or mediation proves unsuccessful,
they may, in accordance with the arbitration clause provided in the contract or a written arbitration agreement reached by the parties
afterwards, submit the dispute to a Chinese arbitration body or any other arbitration body for arbitration.

Article 38. If no arbitration clause is provided in the contract, and a written arbitration agreement is not reached afterwards, the parties
may bring a suit in a people’s court.

CHAPTER VII SUPPLEMENTARY PROVISIONS

Article 39. The time limit for filing a suit or applying for arbitration in respect of a dispute over a contract for the purchase and sale of
goods shall be four years, counting from the day when the party is aware or ought to be aware of its rights being infringed upon.
The time limit for filing a suit or applying for arbitration in respect of a dispute over any other contract shall be stipulated
separately by law.

Article 40. If new legal provisions are formulated while contracts for Chinese-foreign equity joint ventures, Chinese-foreign contractual joint
ventures, or Chinese-foreign cooperative exploration and development of natural resources, that have been concluded with the approval
of the state, are being performed within the territory of the People’s Republic of China, the performance may still be based on the
terms of the contracts.

Article 41. This Law may apply to contracts concluded before it goes into effect, if this is agreed by the parties through consultation.

Article 42. The State Council shall, in accordance with this Law, formulate rules for its implementation.

Article 43. This Law shall go into effect on July 1, 1985.

LAW OF THE PEOPLE’S REPUBLIC OF CHINA ON ECONOMIC CONTRACTS INVOLVING FOREIGN INTEREST