(Effective Date:1992.01.31–Ineffective Date:)
CONTENTS CHAPTER 1. GENERAL PROVISIONS CHAPTER 2. FORM OF REGISTRATION CHAPTER 3. SHAREHOLDER INFORMATION CHAPTER 4. PROCEDURES FOR REGISTRATION CHAPTER 1. GENERAL PROVISIONS Article 1. These Rules are formulated in accordance with the relevant provisions of the Provisional Measures of Shenzhen Municipality for Administration Article 2. Shenzhen Securities Registrars Co. Ltd. (“Registrars Co.”) shall be the official institution for registration of special Renminbi-denominated CHAPTER 2. FORM OF REGISTRATION Article 3. B Shares shall be traded or delivered without scrip. Registration and transfer of B Shares shall be accomplished by means of a computer Article 4. A statement of account issued by the Registration Bank shall contain the following minimum particulars: Share account number, name, name of shares, previous share balance, number of shares purchased or sold on the present occasion, present Article 5. Statements of account may not be circulated or charged. Article 6. The information registered by the Registration Bank on holders of B Shares must be registered to the beneficial shareholders that Article 7. Registrars Co. shall under no circumstances issue scrip to B Share investors. CHAPTER 3. SHAREHOLDER INFORMATION Article 8. Authorized Brokers and Custodian Banks may open direct accounts with the Registration Bank. All B Share investors shall open subsidiary The term “direct accounts” refers to share accounts that are opened by Authorized Brokers or Custodian Banks with the Registration The term “subsidiary accounts” refers to branch accounts that are opened by B Share investors under the direct accounts of Authorized Article 9. When carrying out account-opening procedures, an investor shall provide the Authorized Broker or Custodian Bank with such detailed Article 10. Investors’ account-opening information shall be in Chinese or English. When the identification document an investor uses to open Article 11. The Registration Bank must establish share accounts for investors and accurately provide Registrars Co. with detailed registration CHAPTER 4. PROCEDURES FOR REGISTRATION OF TRANSFER Article 12. Procedures for registration at issue: (1) within 15 days following the close of an issue of B Shares, the issuing company must submit the confirmed register information (3) within five days following receipt of the register information on shareholders submitted by the issuing company, Registrars Co. Article 13. Procedures for registration of transfer: (1) following the conclusion of a B Share transaction on the Shenzhen Securities Exchange, an Authorized Broker shall, by noon on (2) after checking the information reported by the Authorized Brokers against the investors’ account information and finding the same (3) the Registration Bank shall, by 11 a.m. on T+4, report the complete shareholders’ register information to Registrars Co. Article 14. When inheritance, bestowal, etc. causes a change in share ownership and necessitates transfer, the Registration Bank must rely on Article 15. The Registration Bank shall report register information to Registrars Co. according to the requirements set forth below: (1) in the case of investors who have already opened an account with the Registration Bank, their share account number, name, name (2) in the case of investors who are opening an account for the first time with the Registration Bank, their share account number, Article 16. The Registration Bank must preserve all documentation and records of B Share registration for at least seven years. CHAPTER 5. CHECKING OF ACCOUNTS Article 17. Registrars Co. and the Registration Bank shall cross-check accounts for all registered Shares, and sign the cross-checked accounts, Article 18. Specific measures for the cross-checking of accounts shall be decided separately through consultation. CHAPTER 6. DISTRIBUTION OF BONUSES AND PAYMENT OF DIVIDENDS Article 19. Any company that has B Shares listed in Shenzhen Municipality shall publish an announcement of bonus distribution or dividend payment Article 20. The Shareholders’ registers provided by the Registration Bank and confirmed by Registrars Co. for the record date shall serve as Article 21. Rights issues, bonus shares and dividends (after taxes) shall be distributed to shareholders by the Registration Bank in accordance CHAPTER 7. FEES Article 22. Transfer registration fees for B Shares shall be collected from the purchaser at the rate of 0.3 percent of the total face value Article 23. Transfer registration fees shall be calculated in Renminbi and paid in Hong Kong Dollars. The closing price for Hong Kong Dollars Article 24. Transfer registration fees shall be collected by the Registration Bank on behalf of Registrars Co. at the time of clearance and transfer. CHAPTER 8. SUPPLEMENTARY PROVISIONS Article 25. B Shares may be charged. Registration of charges shall be handled by the Registration Bank. Article 26. These Rules, and any amendments hereto, shall become effective following their approval by the Shenzhen Special Economic Zone branch Article 27. Shenzhen Securities Registrars Co., Ltd. shall be responsible for the interpretation of these Rules. Article 28. These Rules are promulgated in Chinese. If ambiguities arise in their interpretation due to translation into other languages, the
|