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2004

CIRCULAR OF THE MINISTRY OF FINANCE ON THE LIMIT OF AUTHORITY OF EXAMINING AND APPROVING THE INVESTMENT RECLAIM BY THE FOREIGN COPARTNERS OF CHINESE-FOREIGN CONTRACTUAL JOINT VENTURES

The State Administration of Finance

Circular of the Ministry of Finance on the Limit of Authority of Examining and Approving the Investment Reclaim by the Foreign Copartners
of Chinese-foreign Contractual Joint Ventures

CaiGongZi [1998] No.20

March 11,1998

All the local finance departments (bureaus) of various provinces, autonomous regions, municipalities directly under the Central Government
and municipalities separately listed on the State plan, all the offices of financial inspection commissioners in various provinces,
autonomous regions, municipalities directly under the Central Government and municipalities separately listed on the State plan and
Corps of production and construction of Xinjiang:

The issue on the limit of authority of examining and approving the investment reclaim before paying the income tax of enterprises
by the foreign copartner of Chinese-foreign contractual joint ventures has been recently required for clarification from the Ministry.
After investigation, the following is the notification:

Whereas Article 22 of the Law of the People’s Republic of China on Chinese-foreign Contractual Joint Ventures prescribing that the
foreign copartners of the Chinese-foreign contractual joint ventures should apply the financial and taxation institutions for inspection
and approval when they plan to reclaim the investment before paying the tax contract in terms of the contract, the central Chinese-foreign
contractual joint ventures who are registered in the offices of financial inspection commissioners stationed in the provinces, autonomous
regions, municipalities directly under the Central Government and municipalities separately listed on the State plan by the State
Administration of Finance should be examined and approved by the State Administration of Finance through the hereinabove corresponding
institutions . The local Chinese-foreign contractual joint ventures who are registered in the local financial institutions should
be approved by the financial departments (bureaus) of the provinces, autonomous regions, municipalities directly under the Central
Government and municipalities separately listed on the State plan level by level.

The State Administration of Finance
1998-03-11

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS ON ADDING A LAW TO THE LIST OF THE NATIONAL LAWS IN ANNEX III TO THE BASIC LAW OF THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA

Decision of the Standing Committee of the National People’s Congress on Adding a Law to the List of the National Laws in Annex III to the Basic Law of the Hong Kong Special Administrative Region of the People’s Republic of China
(Adopted on November 4, 1998)



	At its 5th Meeting, the Standing Committee of the Ninth National People’s Congress decides to add the national Law on the Exclusive Economic Zone and Continental Shelf of the People’s Republic of China to Annex III to the Basic Law of the Hong Kong Special Administrative Region of the People’s Republic of China.

MEASURES FOR THE ADMINISTRATION OF EXAMINATION AND APPROVAL OF CHINESE-FOREIGN EQUITY JOINT VENTURE AND CONTRACTUAL JOINT VENTURE PROJECTS WITHIN THE RAILWAY SYSTEM

The Ministry of Railways

Notice of the Ministry of Railways Concerning Promulgating Measures for the Administration of Examination and Approval of Chinese-foreign
Equity Joint Venture and Contractual Joint Venture Projects within the Railway System

Tie Wai [1998] No.54

The relevant units under the Ministry of Railways:

Measures for the Administration of Examination and Approval of Chinese-foreign Equity Joint Venture and Contractual Joint Venture
Projects within the Railway System are hereby promulgated and please carry out.

The Ministry of Railways

May 4, 1998

Measures for the Administration of Examination and Approval of Chinese-foreign Equity Joint Venture and Contractual Joint Venture
Projects within the Railway System

Chapter I General Provision

Article 1

These Measures are formulated in compliance with such relevant laws and regulations as the Law of the People’s Republic of China on
Chinese-foreign Equity Joint Venture Enterprises, the Law of the People’s Republic of China on Chinese-foreign Contractual Joint
Ventures, the Law of Railways, etc. with a view to further expanding the opening of the railway system to the outside world, to making
better use of foreign direct investment, whereby upgrading the level of technological equipment and the level of administration of
the railway transportation industry, and of standardizing the examination and approval, and administration of Chinese-foreign equity
joint venture and contractual joint venture projects within the railway system, to promote the healthy development of Chinese-foreign
equity joint venture or of Chinese-foreign contractual joint venture enterprises.

Article 2

The term “Chinese-foreign equity joint venture and contractual joint venture projects” used in these Measures refers to Chinese-foreign
equity joint venture enterprises, the Chinese-foreign contractual joint venture enterprises, as well as other forms of foreign investment
projects established within the territory of China between railway entities enjoying corporate person status and foreign investors
(hereinafter referred to as joint venture projects or joint venture enterprises).

Article 3

The Chinese-foreign joint venture projects within the railway system shall abide by the following principles:

(1)

The projects shall accord with the government’s Interim Regulations for Foreign Investment Orientation, and the Catalogue of Industries
Needing Foreign Investment;

(2)

They shall accord with the development programme and guidelines of technology importation of the railway transportation industry;

(3)

They shall be conducive to the upgrading of the level of railway technological equipment and the product quality; and

(4)

They shall be conducive to the raising of the level of administration of railway enterprises, and of economic benefits.

Article 4

These Measures shall apply to the Chinese-foreign equity joint venture and Chinese-foreign contractual joint venture projects set
up within the territory of the People’s Republic of China.

Chapter II Administration of Examination and Approval

Article 5

The Ministry of Railways is the singular authority administering Chinese-foreign joint venture projects within the railway system;
the specific processing of examination and approval shall be undertaken by the department for foreign cooperation under the Ministry
of Railways together with the other concerned departments under this Ministry.

The competent departments of the railway enterprises throughout the country (i.e. railway administrations, general corporations, etc.)
are the sole competent departments for the Chinese-foreign joint venture projects and joint venture enterprises.

Article 6

All the Chinese-foreign joint venture projects, mainly concentrating on manufacturing products for the railways shall, irrespective
of the size of investment, be brought to the Ministry of Railways for examination and approval.

Chinese-foreign joint venture projects manufacturing non-railway products shall, upon the consent of the competent departments of
the said enterprises, be subject to the Ministry of Railways or the local governments for examination and approval; the relevant
provisions of the Ministry of Railways as contained in Document TieCai [1998] No.18 shall apply to their scope of investment.

Chinese-foreign joint venture projects, having been approved by the authorities responsible for examination and approval, shall be
submitted to the department of foreign cooperation of the Ministry of Railways for the record by the competent departments of the
concerned enterprises within two months. For the content of record, see the Table of Basic Conditions of Chinese-foreign Joint Venture
Projects within the Railway System (Attachment I).

Article 7

Scope of authority of examination and approval:

(1)

Application for a project, the total sum of investment of which is under USD 30,000,000 (USD 30,000,000 exclusive) shall be examined
and approved by the Ministry of Railways, and shall, depending on the nature of the project, be submitted to the State Planning Commission
and the State Economic and Trade Commission for the record;

(2)

Application for a project, the total sum of investment of which is above USD 30,000,000 (USD 30,000,000 inclusive) shall be examined
and approved by the State Planning Commission;

(3)

Application for a project, the total sum of investment of which is above USD 100,000,000 (USD 100,000,000 exclusive) shall be brought
to the State Planning Commission for examination, before the Commission submits the project proposal to the State Council for examination
and approval; and

(4)

Applications for Chinese-foreign joint venture projects in the areas of leasing, non-railway transportation, tourism, agency of freight
services, corporations of investment in nature, advertising, the building industry, etc. shall be transmitted by the Ministry of
Railways to the competent departments of relevant industries under the State Council for examination and approval.

Article 8

No organization or department shall be allowed to examine and approve Chinese-foreign joint venture projects beyond their scope of
authority; no enterprise shall be allowed to directly apply to the local government for initiating a Chinese-foreign joint venture
without the agreement of the competent department of the said enterprise.

Article 9

Where an existing Chinese-foreign joint venture enterprise within the railway system intends to change joint venture partners, transfer
ownership of stock, increase its registered capital, etc. or to extend the term of joint venture upon expiration of the outgoing
term, shall go through the procedures of examination and approval anew with the original authority of examination and approval.

Article 10

Procedures of application:

(1)

The Chinese joint venture partner shall submit a project proposal to the competent department of the enterprise about the joint venture
which it intends to establish with a foreign partner, or a preliminary feasibility study report of the said project. It is only when
the project proposal has been examined and agreed to by the competent department of the enterprise, and has been forwarded by the
said department to the superior authority which has given the approval, shall the partners involved in the joint venture embark on
the various kinds of work centering around the feasibility study report; on the basis of which they shall proceed to negotiate the
terms of agreement, contract, and articles of association relating to the joint venture.

For the particulars of the procedures of examination and approval of applications, see the Procedures of Examination and Approval
of the Application for Chinese-foreign Joint Venture Projects within the Railway System. (Attachment II)

(2)

The Chinese side of the proposed Chinese-foreign joint venture project shall be responsible for submitting to the superior authority
of examination and approval the following formal documents:

Project proposal;

The feasibility study report jointly prepared by parties to the venture;

Agreement, contract, and articles of association for the joint venture signed by the authorized representatives of parties to the
venture;

List of candidates for president, vice presidents, and board directors;

Photocopy of the business license of the corporate person of the Chinese partner;

Certification of the creditworthiness of the foreign partner and a photocopy of the business registration certificate (business license);

State asset evaluation report and the document of approval by the Administration of State Assets;

Evaluation report on the impact on the environment, and the document of approval by the Administration of Environmental Protection;

Other relevant materials or information.

For the contents of the main documents for the application and the requirements, see the Essential Documents for the Preparation for
Establishing Chinese-foreign Joint Venture projects within the Railway System. (Attachment III)

Article 11

For a Chinese-foreign joint venture project, the total amount of investment of which is under USD 5,000,000, the Chinese partner of
the joint venture may, with almost all the required documents and materials available and the agreement of the competent department
of the enterprise and the consent of the examination and approval department of the Ministry of Railways, work out the project proposal
and the feasibility study report all at once and submit them to the superior authority for examination and approval.

Article 12

For a Chinese-foreign joint venture project, the total amount of investment of which is above USD 10,000,000 (USD 10,000,000 inclusive),
the feasibility study report shall be prepared by the consulting agency or architectural designing institution which has class A
qualifications, and entrusted by both Chinese and foreign partners with the work.

Article 13

Ratio of registered capital to investment

(1)

The registered capital of a project, the total amount of investment to which is under USD 3,000,000 (USD 3,000,000 inclusive), shall
not be less than 70% of the total amount invested.

(2)

The registered capital of a project, the total amount of investment of which is above USD 3,000,000 to USD 10,000,000 (USD 10,000,000
inclusive), shall not be less than 50% of the total amount invested; of these, the registered capital of a project, the total amount
of investment of which is under USD 4,200,000, shall not be less than USD 2,100,000;

(3)

The registered capital of a project, the total amount of investment of which is above USD 10,000,000 to USD 30,000,000 (USD 30,000,000
inclusive), shall not be less than 40% of the total amount invested; of these, the registered capital of a project, the total amount
of investment of which is under USD 12,500,000, shall not be less than USD 5,000,000;

(4)

The registered capital of a project, the total amount of investment of which is above USD 30,000,000, shall not be less than one third
of the total amount invested; of these, the registered capital of a project, the total amount of investment of which is under USD
36,000,000, shall not be less than USD 12,000,000;

(5)

When it is necessary to make additional investment, the registered capital shall be incremented in compliance with the above-mentioned
provisions;

(6)

The ratio of investment of the foreign partner in a Chinese-foreign joint venture shall not be less than 25% of the registered capital.

Chapter III Operation, Supervision and Administration

Article 14

Chinese-foreign joint venture enterprises shall operate in compliance with the approved contracts, and articles of association, and
shall enjoy the right of autonomy as stipulated by the State.

Article 15

The technologies imported by a Chinese-foreign joint venture enterprise from the foreign partner or from a third party shall be advanced
and applicable; and when working out a technological transfer agreement, the right of autonomy of business operation and administration
of the joint venture enterprise shall be maintained; the conclusion of the technological transfer agreement shall not be made until
the consent of the competent department of the enterprise has been obtained.

Article 16

A Chinese-foreign joint venture enterprise may establish branch organizations in light of the production and operation needs. The
establishment of a branch organization within China shall be examined and approved by the original examination and approval department;
the application for the establishment of a branch organization abroad shall be submitted by the department for foreign cooperation
of the Ministry of Railways to the relevant government department for examination and approval.

Article 17

A time limit shall be set in explicit terms for the financial contributions to be made by the joint venture partners, which shall
be paid in full by them within the time limit as set in the contract.

Investment certificates to be issued to the joint venture partners in compliance with the relevant provisions upon the assets inspection
by certified accountants shall be submitted by the joint venture enterprise to the original examination and approval department and
the department of administration of industry and commerce for the record.

Where a lump sum payment is to be made for the whole amount of contribution from each of the partners as stipulated in the contract,
the joint venture partners shall each pay it in full within six months as of the date of the issue of the business license.

Where payment is to be made by installments as provided for in the contract, the total time limit set for the installment payments
shall not go beyond the duration listed below:

Where the registered capital is under USD 500,000 (USD 500,000 inclusive), the full amount of the capital shall be paid up within
a year as of the date of issue of the business license;

Where the registered capital is above USD 500,000 and under USD 1,000,000 (USD 1,000,000 inclusive), the full amount of capital shall
be paid up within a year and a half as of the date of issue of the business license;

Where the registered capital is above USD 1,000,000 and under USD 3,000,000 (USD 3,000,000 inclusive), the full amount of capital
shall be paid up within two years as of the date of issue of the business license;

Where the registered capital is above USD 3,000,000 and under USD 10,000,000 (USD 10,000,000 inclusive), the full amount of capital
shall be paid up within three years as of the date of issue of the business license;

Where the registered capital is above USD 10,000,000, the time limit for the financial contributions shall be determined by the examination
and approval department in consideration of the specific conditions.

Article 18

The failure of one party of the joint venture to pay the required amount or the full amount of investment within the time limit, shall
constitute a breach of the contract. The observant party shall remind the defaulter to pay the required amount, or in full within
a month. In case of failure to pay the required amount or in full by the defaulter beyond the one month extension, the defaulter
shall be regarded as having abandoned all its rights as provided in the joint venture contract, and automatically withdraws from
the joint venture enterprise. The observant party shall, within one month as of the expiration of the extension, apply to the original
examination and approval authority for the approval of dissolving the joint venture, or of finding another joint venture partner
to inherit the rights and obligations embodied in the joint venture contract heretofore concluded with the defaulter. The observant
party may, according to law, demand the defaulter to compensate for the economic loss so incurred because of the defaulter’s failure
to pay the required amount or in full of its financial contribution.

Article 19

The competent department of the Chinese-foreign joint venture enterprises and the departments administering examination and approval
shall supervise and inspect in earnest the operations of the said enterprises with respect to such major items as the contribution
of funding agreed upon, marketing of their products, procurement of raw materials and equipment, etc.

The competent department of the Chinese-foreign joint venture enterprises which has already been registered and is in operation shall
make semi-annual reports either at the end of July each year or at the end of January in the ensuing year to the department for foreign
cooperation of the Ministry of Railways on the progress of preparation for establishing the enterprises, or of the operations. For
the format of the report, see Information Form of Production and Operation of Chinese-foreign Joint Venture Enterprises within the
Railway System (Attachment IV).

Article 20

Chinese-foreign joint venture enterprises shall not import equipment and raw materials not related to production and operation for
reselling at high prices in China in order to reap huge profits by capitalizing on the preferential policies; the foreign partner’s
contribution in kind or equipment shall not be made by passing off what is inferior for good, or using old ones as substitutes for
the new, or quoting for what is actually low-priced; the manufactured products of joint venture enterprises shall be marketed abroad
as per the proportions set in the contract, the selling prices of which shall be fixed jointly by the two parties concerned.

Chapter IV Administration of Chinese Personnel

Article 21

There shall be a board of directors for a Chinese-foreign joint venture enterprise, the composition of which shall be decided upon
through joint consultation between parties to the joint venture, and written into the contract and articles of association; the appointment
and replacement of board members shall be made by each party to the joint venture. The board of directors shall decide upon major
issues of the joint venture enterprise on the principle of equality and mutual benefit and in compliance with the law.

Article 22

The employment, dismissal, salaries and wages, fringe benefits, labour insurance, labour protection, labour discipline, etc., shall
be handled in compliance with relevant laws and regulations such as the Labour Law of the People’s Republic of China, Regulations
on the Labour Administration for Enterprises with Foreign Investment, etc.

Article 23

The employees of Chinese-foreign joint venture enterprises shall enjoy the right to forming grass-root trade unions and organizing
union activities, in accordance with the relevant provisions of the Trade Union Law of the People’s Republic of China, and Trade
Union Charter of China.

Chapter V Duration, Termination and Liquidation

Article 24

The duration of a Chinese-foreign joint venture enterprise shall be fixed by the parties concerned in the joint venture. The duration
of joint venture of a general kind shall be 10 to 30 years in principle. The projects which require huge investments, long construction
cycles, and have low capital to profit ratios, or projects to which foreign partners provide advanced or key technology, or which
produce top-of-the-line products, or the projects which turn out products which are very competitive in world markets, shall have
their duration of joint operation extended to 50 years. Those projects which have been specially examined and approved by the State
Council may have their duration extended beyond 50 years.

Article 25

The duration of joint operation of a Chinese-foreign joint venture enterprise shall be prescribed in the agreement, contract, articles
of association by the parties to the joint venture. The duration of a joint venture enterprise shall commence as of the date the
business license of the joint venture is issued.

Article 26

A Chinese-foreign joint venture project may be terminated and liquidated when-

The duration of the joint venture is due;

Unable to continue to operate owing to heavy losses;

One party to the joint venture has failed to honour its obligations as spelt out in the agreement, contract, and articles of association,
making the enterprise unable to go on;

The joint venture has suffered heavy losses on account of force majeure of natural disasters or war, rendering the joint venture unable
to go on;

The operational targets of the joint venture have not been reached, and at the same time there is no prospect for development; and

Causes of breakup described in the contract and articles of association have already occurred.

When circumstances such as those mentioned in Items (2), (3), (4), (5) and (6) have occurred, the board of directors shall apply for
termination to the original examination and approval authority which shall deal with it.

Under the circumstance in Item 3, the party that has not met its obligations as stipulated in the agreement, contract, or articles
of association shall be liable for compensating the economic losses according to law.

Article 27

The liquidation of a Chinese-foreign joint venture project shall be conducted in compliance with the relevant provisions of the State,
and report the outcome of the liquidation to the original examination and approval authorities, and it shall request the original
registration department to cancel the registration and revoke the business license.

Chapter VI Supplementary Provisions

Article 28

When the Chinese employees of Chinese-foreign joint venture enterprises are to go abroad for business survey, business negotiation,
or for board meetings, study, training, the competent departments of the enterprises shall make arrangements for them in compliance
with the scope of authority to grant permission for them to go abroad on a temporary basis as stipulated by the Ministry of Railways.

Article 29

Applications from companies, enterprises, other economic organizations or individuals based in Hong Kong, Macao, or Taiwan, or Chinese
citizens sojourning abroad to establish equity or contractual joint venture enterprises, shall be processed with reference to the
these Measures.

Article 30

The procedures for the examination and approval of construction and operation to be undertaken by the railway trunk lines, or branch
lines, or the local railways shall remain the same, i.e. examination and approval shall be made by the relevant departments in accordance
with the current provisions of the Ministry of Railways, and shall not come within the scope of administration of these Measures.

Article 31

The department for cooperation with foreign countries of the Ministry of Railways shall be responsible for the interpretation of these
Measures. The competent departments of enterprises concerned may formulate their own rules of implementation as per these Measures.

Article 32

These Measures shall be implemented as of the date of promulgation.

Attachment I: Table of Basic Conditions of Chinese-foreign Joint Venture Projects within the Railway System Competent Department of
Enterprise (omitted)

Attachment II: Procedures of Examination and Approval of the Application for the Establishment of Chinese-foreign Joint Venture Project
within the Railway System (omitted)

Attachment III: Essential Documentation for the Preparation of Establishing Chinese-foreign Joint Venture Projects within the Railway
System

Attachment IV: Information Form of Production and Operation of Chinese-foreign Joint Venture Enterprises within the Railway System
(omitted) Attachment III:Essential Documentation for the Preparation of Establishing Chinese-foreign Joint Venture Projects within the Railway System

Project Proposal

The project proposal is a document prepared by the Chinese partner to a joint venture and submitted to the superior competent department,
explaining about their intention to establish a joint venture with some foreign businessmen. The Chinese partner of a joint venture
shall give their preliminary opinions and proposals about the importation of technology, scale of production, marketing, and effect
of investments, in light of the long-term development plan drawn up by the State and the industry, guidelines of economic construction,
and on the basis of survey and investigation and preliminary discussions with foreign businessmen. The purpose of preparing the project
proposal is to give a preliminary justification of the necessity of starting the project, as well as its technical, financial and
economic feasibility.

The main content of the project proposal shall include:

(1)

Project post_title, organization undertaking the project

(2)

Nature of the project and mode of cooperation

Explain whether this is going to be a new construction project or a technical renovation project, whether this is going to be a Chinese-foreign
equity joint venture or Chinese-foreign contractual joint venture project; it should also be noted whether the mode of foreign investment
is in the form of fund, equipment or technological patent, etc.

(3)

Basic information about the parties to the project

Name of Chinese partner, basic conditions of the present enterprise;

Name of foreign partner, basic conditions of the present company.

(4)

Justifications for applying for starting the project

State the necessity of starting this project in terms of the gaps existing between Chinese products and technologies and those of
foreign countries, and the demands and supplies at home and abroad; and

State the feasibility of starting this project in terms of the marketing channels, sources of foreign investment and the background
of such a joint venture.

(5)

Major items of the project

Scale and scope of production and operation;

Mode of joint venture, and duration;

Planning, nature of construction and progress of construction;

Main items of technology importation and modes of importation;

Implementation of the acquisition of raw materials, fuels, power, transport, and collaboration in production, as well as the nationalization
plan, and progress of the implementation thereof;

Environmental protection by the enterprise and the measures that have been taken in this regard;

Organizational setup of the enterprise, base number of year-hours and hour norms;

Number of employees in the enterprise, wages and salaries, welfare and personnel management;

Investment estimation and sources of funding, capital composition of Chinese and foreign parties and ratio of investment between the
two sides; and

10.

Foreign exchange balance and measures adopted.

(6)

Preliminary technical and economic analysis, and risk analysis

Direct economic effects after the establishment of the joint venture, e.g. sales income, tax, profits and foreign exchange income,
etc.;

Socio-economic benefits, e.g. employment, energy saving, reduction of consumption, depollution, and reduction of importation, etc.;

Technological benefits, e.g. degree of improvement in the means of production, and efficiency, effects of saving in energy and raw
materials, etc., and

Factors affecting the economic results and the measures that have been adopted.

(7)

Conclusion

(8)

Attachment

Intent of joint venture reached by the Chinese and foreign partners, and the signed agreement; and

Basic condition of the foreign enterprise and certification of its creditworthiness.

II.

Feasibility Study Report

The feasibility study report is crucial to the decision on whether to establish the Chinese-foreign joint venture project; it is prepared
by the designing agency or economic-technical consulting agency jointly entrusted by the Chinese and foreign partners on the basis
of the said Project Proposal; it is the best alternative from among many considered, by making an analysis of the economic, technical
positions, and a marketing survey both at home and abroad, and the input by the two parties concerned. The basic principles and data
contained in the feasibility study report shall serve to guide the sequel of the application procedure. The purpose of writing this
report is to make a comprehensive analysis and evaluation from the technical, commercial and economic perspectives, providing a basis
for project investment decision-making.

The main items covered by the feasibility study report are:

(1)

Overview

Name of project, nature, organization undertaking the project, responsible person, examining and approving authority of the project
proposal;

Background of the project, basis and scope of study;

Explanation of the social benefits of the project; and

Briefs on production and development of the products both at home and abroad.

(2)

Basic information about the partners of the joint venture

Basic information about the Chinese partner: conditions of the premises, existing equipment, plan for upgrading, current level of
production, state of operation, etc.; and

Basic information about the foreign partner: name of the partner, credit, state of operation, conditions for joint venture, etc.

(3)

Project details

Mode of joint operation;

Project investments: total investment, registered capital, investment by the Chinese partner, investment by the foreign partner, solution
to fund shortage, subscription, etc.;

Layout and scope of project: names of products, specifications, performance, scale of production, plan for development, ancillary
installations to match the said project, plan for product indigenization, etc.;

Selection of technology and technological flow: content of technology imported, mode of importation, comparison and evaluation of
several alternatives, level of technology

RULES FOR THE REGISTRATION ADMINISTRATION OF LEGAL REPRESENTATIVES OFLEGAL ENTITIES

Category	ADMINISTRATION FOR INDUSTRY AND COMMERCE	Organ of Promulgation	The State Council	Status of Effect	Amendment
Date of Promulgation	1998-04-07	Effective Date	1998-04-07

Rules for the Registration Administration of Legal Representatives ofLegal Entities

(Approved by the State Council on February 22, 1998 and promulgated by

Decree No.85 of the State Administration for Industry and Commerce
on April 7, 1998) (Editor’s Note: For the revised text, see the Amendment to
Reply of the State Council Concerning the Revising of the Provisions on
Registration Administration of Legal Representatives of Enterprise Legal
Person approved by the State Council on June 12, 1999, and promulgated by
Decree No. 90 of the State Administration for Industry and Commerce on June
23, 1999)

Article 1 These Rules are formulated for the purpose of standardizing
the registration administration of legal representatives of legal entities.

Article 2 These Rules shall be applicable to the registration
administration of legal representatives in the registration of legal entities
(including registration of companies, the same hereinafter).

Article 3 A legal representative of a legal entity(hereinafter referred
to as a legal representative of an enterprise) shall, subject to the
verification, approval and registration of an enterprise registration organ,
obtain the qualification of a legal representative of an enterprise.

Article 4 Whoever has any of the following circumstances must not serve
as a legal representative of an enterprise, and no enterprise registration
organ shall verify, approve and register:

(1)whoever has no ability for civil acts or has restricted ability for
civil acts.

(2)whoever is under criminal penalty or under compulsory criminal
measures.

(3)whoever is wanted by a public security organ or state security organ.

(4)whoever has been sentenced to criminal penalty whose completion of service of the sentence has not exceeded
five years for committing crime of
corruption and bribery, crime of infringement on property or crime of
disruption of the order of socialist market economy; whoever has been
sentenced to criminal penalty whose completion of service of the sentence
has not exceeded three years for committing other crimes; or whoever has
been sentenced to deprivation of political rights for committing crimes
whose completion of service of the sentence has not exceeded five years.

(5)whoever has served as the legal representative, or director or manager
of an enterprise that has gone bankrupt for liquidation due to mismanagement
and assumed personal responsibility for the bankruptcy of the said
enterprise and has not exceeded three years from the date of completion of the bankruptcy liquidation of the said enterprise.

(6)whoever has served as the legal representative of an enterprise the
business license of which has been revoked for violation of law and assumed
personal responsibility for the illegal acts of the said enterprise and
has not exceeded three years from the date of revocation of the business
license of the said enterprise.

(7)whoever has been in debt in fairly big amount and has not liquidated
it on maturity.

(8)other persons who cannot serve as a legal representative of an
enterprise specified by laws and the State Council.

Article 5 The procedures for appoitment and relief of the post of the
legal representative of an enterprise should conform to the provisions of
laws, administrative regulations and articles of association of the legal
entity.

Article 6 In the event of occurence of any of the circumstances listed
in Article 4 of these Rules during the term of office of the legal
representative, the said legal entity should apply for going through
registering the change in the legal representative of the enterprise.

Article 7 A legal entity should, in applying for going through
registering the change in the legal repesentative of the enterprise,
present the following documents to the original enterprise registration
organ:

(1)the document on the relief of the post of the original legal
representative of the enterprise;

(2)the document on the assumption of office of the new legal
representative of the enterprise; and

(3)the letter of application for registering the change signed by the
original legal representative of the enterprise.

When the legal representative of a limited liability company or a company
limited by shares who is unable to or will not sign the letter of application
for registering the change during his/her term of office in the event of occurrence of any of the circumstances listed in Article
4 of these Rules,
the legal representative-designate of the company shall sign the letter of application for registering the change in accordance with
the resolution of the general meeting of shareholders or that of the board of directors on
the change of the legal representative of the company.

When the legal representative of a legal entity other than the corporate
legal person who is unable to or will not sign the letter of application
for registering the change during his/her term of office in the event of occurrence of any of the circumstances listed in Article
4 of these Rules,
the legal representative-designate of the enterprise shall sign it in
accordance with the decision of the contributors of the enterprise on
the change of the legal representative of the enterprise.

Article 8 The legal representative of an enterprise should exercise
his/her powers pursuant to the terms of reference prescribed by laws,
administrative regulations and the articles of association of the legal
entity.

Article 9 The signature of the legal representative of an enterprise
should be submitted to the enterprise registration organ for the record.

Article 10 Whoever conceals truth and adopts fraudulent means in
obtaining the qualification of the legal representative of an enterprise
in violation of these Rules shall be ordered by the enterprise registration
organ to make a rectification and imposed a fine of more than RMB 10,000
Yuan less than RMB 100,000 Yuan; where the circumstances are serious, the
registration of the enterprise shall be nullified and the business license
of the legal entity shall be revoked.

Article 11 Whoever should apply for going through the registration for
the change of the legal representative of an enterprise but fails to go
through the same in violation of these Rules shall be ordered by the
enterprise registration organ to go through the same within the specified
time period; whoever fails to go through the same on expiry of the specified
time period shall be imposed a fine of more than RMB 10,000 Yuan less than
RMB 100,000 Yuan; where the circumstances are serious, the registration of the
enterprise shall be nullified and the business license of the legal entity
shall be revoked.

Article 12 Any unit or individual has the right to report the offense
to the enterprise registration organ upon uncovering of any of the
circumstances listed in Article 4 of these Rules on the part of the
legal representative of an enterprise.

Article 13 These Rules shall enter into force as of the date of promulgation.

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS ON PUNISHING CRIMES OF FRAUDULENTLY PURCHASING, EVADING AND ILLEGALLY TRADING IN FOREIGN EXCHANGE

Decision of the Standing Committee of the National People’s Congress on Punishing Crimes of Fraudulently Purchasing, Evading and Illegally Trading in Foreign Exchange



	(Adopted at the 6th Meeting of the Standing Committee of the Ninth National People’s Congress on December 29, 1998 and promulgated by Order No. 14 of the President of the People’s Republic of China on December 29, 1998) For the purpose of punishing the criminal acts of fraudulently purchasing, evading and illegally trading in foreign exchange and maintaining the State’s control over foreign exchange, the following provisions are made to amend and supplement the Criminal Law: 1. Whoever fraudulently purchases foreign exchange by any of the following means shall, if the amount involved is relatively large, be sentenced to fixed-term imprisonment of not more than five years or criminal detention and shall also be fined not less than 5 percent but not more than 30 percent of the amount of foreign exchange fraudulently purchased; if the amount involved is huge, or if there are other serious circumstances, he shall be sentenced to fixed-term imprisonment of not less than five years but not more than ten years and shall also be fined not less than 5 percent but not more than 30 percent of the amount of foreign exchange fraudulently purchased; if the amount involved is especially huge, or if there are other especially serious circumstances, he shall be sentenced to fixed-term imprisonment of not less than ten years or life imprisonment and shall also be fined not less than 5 percent but not more than 30 percent of the amount of foreign exchange fraudulently purchased or his property shall be confiscated: (1) using forged or altered certificates or documents such as the declaration forms and the import certificates issued by the Customs and the verification certificates of the department for control over foreign exchange; (2) repeatedly using certificates or documents such as the declaration forms and the import certificates issued by the Customs and the verification certificates of the department for control over foreign exchange; or (3) by any other means. Whoever forges or alters certificates or documents such as the declaration forms and the import certificates issued by the Customs and the verification certificates of the department for control over foreign exchange and uses such certificates or documents to fraudulently purchase foreign exchange shall be given a heavier punishment in accordance with the provisions in the preceding paragraph. Whoever provides funds in Renminbi while clearly knowing that they are to be used for fraudulent purchase of foreign exchange shall be regarded as a joint offender and punished as such. Where a unit commits the crimes mentioned in the preceding three paragraphs, it shall be fined in accordance with the provisions of the first paragraph and, in addition, the persons who are directly in charge of the unit and the other persons who are directly responsible for the crime shall be sentenced to fixed-term imprisonment of not more than five years or criminal detention; if the amount involved is huge, or if there are other serious circumstances, they shall be sentenced to fixed-term imprisonment of not less than five years but not more than ten years; if the amount involved is especially huge, or if there are other especially serious circumstances, they shall be sentenced to fixed-term imprisonment of not less than ten years or life imprisonment. 2.Whoever buys or sells forged or altered certificates or documents such as the declaration forms and the import certificates issued by the Customs and the verification certificates of the department for control over foreign exchange or other documents, certificates or seals of a State organ shall be convicted and punished in accordance with the provisions of Article 280 of the Criminal Law. 3. Article 190 of the Criminal Law is revised as follows: Any company, enterprise or any other unit that, against State regulations, deposits foreign exchange outside of China or illegally transfers foreign exchange from inside China to any other countries shall, if the amount involved is relatively huge, be fined not less than 5 percent but not more than 30 percent of the amount of the evaded foreign exchange and, in addition, the persons who are directly in charge of the unit and the other persons who are directly responsible for the crime shall be sentenced to fixed-term imprisonment of not more than five years or criminal detention; if the amount involved is huge, or if there are other serious circumstances, the unit shall be fined not less than 5 percent but not more than 30 percent of the amount of evaded foreign exchange and, in addition, the persons who are directly in charge of the unit and the other persons who are directly responsible for the crime shall be sentenced to fixed-term imprisonment of not less than five years. 4. Whoever illegally trades in foreign exchange in places other than the ones designated by the State for such trade and thus disrupts market order shall, if the circumstances are serious, be convicted and punished in accordance with the provisions of Article 225 of the Criminal Law. Where a unit commits the crime mentioned in the preceding paragraph, it shall be punished in accordance with the provisions of Article 231 of the Criminal Law. 5. Where a staff member of the Customs, the departments for control over foreign exchange, financial institutions, companies or enterprises engaged in foreign trade or any other unit conspires with the persons who fraudulently purchase or evade foreign exchange, providing them with relevant certificates for purchase of foreign exchange or other conveniences, or sells or pays in foreign exchange while clearly knowing that the certificates or documents are forged or altered, he shall be regarded as a joint offender and given a heavier punishment in accordance with this Decision. 6. Any staff member of the Customs and the departments for control over foreign exchange who, through his gross neglect of duty, results in a large amount of foreign exchange fraudulently purchased or evaded, thus causing heavy losses to the interests of the State, shall be convicted and punished in accordance with the provisions of Article 397 of the Criminal Law. 7. Any staff member of financial institutions and companies or enterprises engaged in foreign trade who, through his gross neglect of duty, results in a large amount of foreign exchange fraudulently purchased or evaded, thus causing heavy losses to the interests of the State, shall be convicted and punished in accordance with the provisions of Article 167 of the Criminal Law. 8. All the money and property recovered or confiscated and the fines imposed for committing the crimes mentioned in this Decision shall be turned over to the State treasury. 9. This Decision shall go into effect as of the date of promulgation.

CIRCULAR OF THE STATE COUNCIL CONCERNING THE BANNING OF OPERATIONAL ACTIVITIES OF PYRAMID SALES

Category	ADMINISTRATION FOR INDUSTRY AND COMMERCE	Organ of Promulgation	The State Council	Status of Effect	In Force
Date of Promulgation	1998-04-18	Effective Date	1998-04-18

Circular of the State Council Concerning the Banning of Operational Activities of Pyramid Sales

(April 18, 1998)

The State Council has decided to ban the operational activities of
pyramid sales to protect the legitimate rights and interests of consumers,
promote fair competition and maintain economic order of markets and social
stability. The relevant questions are hereby notified as follows:

I.Pyramid sales operation which is not in line with the state of the
nation of China at the present stage has resulted in serious damage. Pyramid
selling as a mode of operation, due to its characteristics of organizational
closeness, concealed nature in transactions and the scattered nature of
sales persons, in addition, the level of market growth in China at present
is still low, the means of control is comparatively backward, consumption
mentality of the masses has yet to mature, lawless elements have taken
advantage of pyramid sales to conduct such activities as spreading heretical
beliefs, ganging up, superstition and hooliganism which seriously deviate from
the requirements of building of spiritual civilization and affect social
stability in China; taking advantage of pyramid selling to admit cadres of
organs of the Party and government, active-duty service personnel and students
in full-time schools to participate in business has seriously disrupted the
normal order in work and teaching; and taking advantage of pyramid selling
to indulge in price fraud and extortion of money and property, promotion of
the sales of imitated, fake and inferior quality products and smuggled
products to gain exorbitant profits and evade taxes has seriously harmed the
interests of consumers and interfered with the normal economic order.
Therefore, operational activities of pyramid sales must be firmly banned.

II.Operational activities of pyramid sales in any form shall be banned
as of the date of issuance of this Circular. The enterprises in operation of
pyramid sales the registration of which had been approved prior to it shall
all stop forthwith the operational activities of pyramid selling, earnestly
complete the rehabilitation work of pyramid sales persons, settle creditor’s
rights and liabilities on their own, convert to other modes of operation and
should go through the formalities of change in registration or nullification
of the registration at organs of industry and commerce administration
before October 31, 1998 at the latest. Whoever fails to go through the
formalities on expiry of the specified date shall be revoked of the business
licence by the organ of industry and commerce administration. Those
engaging in operational activities of pyramid sales on their own without
approval and registration shall be banned forthwith and investigated and
handled in all seriousness according to law.

III.Intensifying efforts in law enforcement to sternly investigate and
ban all kinds of acts of pyramid sales and pyramid sales in disguised forms.
As of the date of issuance of this Circular, people’s governments at all
levels and the department of industry and commerce administration and the
department of public security and other departments concerned must adopt
strong measures to firmly impose the ban and handle in all seriousness
upon discovery of any of the following acts:

(1) that of turning pyramid selling from the open into underground;

(2) that of conducting pyramid selling in the form of double-win system,
computer networking and framework sales;

(3) that of conducting pyramid selling in disguised forms in the name of
monopoly, agency, franchise membership operation, direct sales, chains and
network sales;

(4) that of conducting pyramid selling or pyramid selling in disguised
forms by employing such means as membership cards, savings cards, lotteries
and vocational training to gain membership fees, franchise membership fees,
licensing fees and training fees by cheating; and

(5) other acts of pyramid selling and pyramid selling in disguised forms.

The acts of pyramid selling and pyramid selling in disguised forms shall
be established and penalized by organs of industry and commerce administration
in pursuance of the relevant state provisions. The acts of making use of
pyramid selling to indulge in fraud, promote the sales of imitated, fake and
inferior quality products, smuggled products and to conduct activities of
spreading heresy, ganging up, superstition and hooliganism shall be
investigated and handled by the departments concerned; where a crime has
been constituted, the case shall be transferred to a judicial organ for
investigation of criminal liability according to law.

IV.People’s governments at all levels must strengthen leadership and the
departments concerned must closely cooperate with each other in firmly yet
safely carrying out the work of banning pyramid sales operation. Banning the
operational activities of pyramid selling is a policy-intensive difficult work
involving many aspects to which people’s governments at all levels must
attach great importance and step up coordination under the command of a major
comrade-in-charge in person. The departments concerned must seriously
perform their functions and responsibilities, step up coordination and
cooperation. Organs of industry and commerce administration must sternly
investigate and handle acts of pyramid sales operation in contravention of
the spirit of this Circular; departments of public security must firmly ban
illegal activities endangering social order of making use of pyramid selling
or pyramid selling in disguised forms and cooperate with the departments
concerned in doing a good job in the maintenance of social stability and
social order; commercial banks concerned must support and cooperate with
organs of industry and commerce administration and public security in the
work of investigation and handling; information and publicity departments
must intensify their efforts in publicity, extensively publicize the harm
of pyramid selling, openly expose the fraudulent acts of pyramid selling
and timely expose typical illegal cases of pyramid selling to educate the
broad masses to raise their awareness and consciously boycott the
operational activities of pyramid selling and make timely reports on
the progress made by the departments concerned in banning the operational
activities of pyramid selling.

People’s governments at all levels and the departments concerned must
be firm in attitude and active in action and at the same time must be
painstaking in organization and safe in implementation when banning the
operational activities of pyramid selling so as to maintain normal economic
order and social stability.

CIRCULAR OF THE MINISTRY OF FINANCE AND THE STATE ADMINISTRATION OF TAXATION ON SOME ISSUES CONCERNING THE TAX REFUND OR EXEMPTION FOR EXPORTED GOODS

The Ministry of Finance, the State Administration of Taxation

Circular of the Ministry of Finance and the State Administration of Taxation on some Issues Concerning the Tax Refund or Exemption
for Exported Goods

CaiShuiZi [1998] No.116

August 14, 1998

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

This is to specify some issues concerning the tax refund or exemption for exported goods, with the aim to strengthen the management,
and further regulate the administrative measures of exported goods taxation:

No specialized value-added tax invoice shall be offered to the agent for the goods exported through agency, and taking over and writing
off of that kind of invoice shall no longer be requested when tax administrations of the location of the trustee in charge of export
refund offer the certificate of exporting goods through agency.

II.

According to the provisions of Official Reply of the State Council on the Measures of the Customs on the Supervision and Administration
of Bonded Areas, a system of recording is to be executed for the goods from bonded areas to overseas territory or vice versa; the
Customs shall issue a list of recordings instead of customs declarations. And the list of recordings and other documents concerned
are required in case of an application for refund by the enterprise located in bonded areas.

III.

Corresponding refund rate of the export goods that are trusted for processing before exporting shall apply to the processing fee.
Local administrations in charge of refund should conduct a survey of refund for the processing fee taking place after Jan 1, 1996
and overdue refunds should offset refunds that are due for other goods.

IV.

According to article 2 of the document coded CaiShuiZi[1997] No.14 promulgated by the Ministry of Finance and the State Administration
of Taxation, an application table for trade of goods made of imported materials should be filled according to the registry manual
for imported-material-processing for the imported materials and parts when enterprises import materials and parts to manufacture
goods for exporting, and be submitted to the tax administration in charge of its taxation upon the approval and sealing of the tax
administration in charge of its refund. And offsetting is allowed in computing the value-added tax of the finished products for this
part on the basis of the stipulated tax rate. After exporting, the tax administration in charge of refund shall, in computing its
refund or offsetting, detract an amount at the stipulated refund rate. Attached is an application table for goods-made-of-imported-materials
trade of productive enterprises, worked out according to the current status of trade of goods made of imported materials.(for a sample
of the table see the attachment)

The circular shall enter into force as of the date of its receipt.

Attachment: application table for goods-made-of-imported-materials trade of productive enterprises(omitted)

The Ministry of Finance, the State Administration of Taxation
1998-08-14

EXCLUSIVE ECONOMIC ZONE AND THE CONTINENTAL SHELF

Category	TERRITORY AND DIPLOMATIC RELATIONS	Organ of Promulgation	The Standing Committee of the National People’s Congress	Status of Effect	In force
Date of Promulgation	1998-06-26	Effective Date	1998-06-26

Law of the People’s Republic of China on the Exclusive Economic Zone and the Continental Shelf

(Adopted at the 3rd Meeting of the Standing Committee of the Ninth

National People’s Congress on June 26, 1998 and promulgated by Order No. 6 of
the President of the People’s Republic of China on June 26, 1998)

Article 1 This Law is enacted with a view to ensuring the exercise of
the sovereign rights and jurisdiction over the exclusive economic zone and the
continental shelf by the People’s Republic of China and safeguarding maritime
rights and interests of the State.

Article 2 The exclusive economic zone of the People’s Republic of China
is the area adjacent to and beyond the territorial sea of the People’s
Republic of China, extending as far as 200 nautical miles measured from the
baseline that is used for calculating the breadth of the territorial sea.

The continental shelf of the People’s Republic of China is all natural
extensions following the land territory of the State and beyond the
territorial sea of the People’s Republic of China, extending as far as the bed
and subsoil of the undersea area on the outer fringe of the continent; or
extending as far as 200 nautical miles in case where it is not more than 200
nautical miles measured from the baseline, which is used for calculating the
breadth of the territorial sea, to the outer fringe of the continent.

Where the claim of the People’s Republic of China for the exclusive
economic zone and the continental shelf overlaps with that of other country
adjacent or opposite in their seacoasts, a boundary shall be determined under
the principle of equity and based on the international law.

Article 3 The People’s Republic of China exercises sovereign rights for
the purpose of exploring, exploiting, conserving and managing natural
resources in water areas above the seabed, in seabed and subsoil of the
exclusive economic zone as well as for the purpose of other economic
activities of exploitation and exploration such as utilization of seawater,
sea current and wind power to produce energy.

The People’s Republic of China exercises jurisdiction in relation to
construction and exploitation of artificial islands, installations and
structures as well as maritime scientific research, protection and
conservation of maritime environment in the exclusive economic zone.

Natural resources in the exclusive economic zone mentioned in this Law
include living resources and non-living resources.

Article 4 The People’s Republic of China exercises sovereign rights over
its continental shelf for the purpose of exploring the continental shelf and
exploiting natural resources in the continental shelf.

The People’s Republic of China possesses the exclusive right to authorize
and manage drilling operations in its continental shelf for any purpose.

Natural resources in the continental shelf mentioned in this Law include
minerals and other non-living resources in the seabed and subsoil, as well as
organisms of resident species that, at the fishing seasons, are immobile on or
under the seabed or mobile only by keeping their bodies clinging to the seabed
or subsoil.

Article 5 Entry of any international organization, foreign organization
or individual into the exclusive economic zone of the People’s Republic of
China for fishing activities must be subject to the approval of the competent
authorities of the People’s Republic of China, and must conform to the laws
and regulations of the People’s Republic of China and treaties and agreements
to which the People’s Republic of China and other countries involved are
signatories.

The competent authorities of the People’s Republic of China shall have the
power to take all necessary measures of conservation and management ensuring
that living resources in the exclusive economic zone are protected from
excessive exploitation.

Article 6 The competent authorities of the People’s Republic of China
shall have the power in its exclusive economic zone to conserve and manage the
trans-boundary population, highly migrating fishes, marine mammals, anadromous
spawning population orignating in rivers of the People’s Republic of China,
and downstream spawning fishes speading most of their life cycles in the water
areas of the People’s Republic of China.

The People’s Republic of China has principal interests to the anadromous
spawning population orignating in its own rivers.

Article 7 Any operations of exploration and exploitation of natural
resources in the exclusive economic zone and the continental shelf of the
People’s Republic of China, or any operations of drilling in the continental
shelf of the People’s Republic of China for any purpose, by any international
organization, foreign organization or individual, must be subject to the
approval of the competent authorities of the People’s Republic of China, and
must conform to the laws and regulations of the People’s Republic of China.

Article 8 The People’s Republic of China has the exclusive right to
construct, manage and authorize to construct, operate and utilize artificial
islands, installations and structures in its exclusive economic zone and its
continental shelf.

The People’s Republic of China exercises exclusive jurisdiction over
artificial islands, installations and structures in its exclusive economic
zone and its continental shelf, including jurisdiction based on laws and
regulations governing matters of Customs, finance, public health and entry and
exit.

The competent authorities of the People’s Republic of China has the power
to set up safety belts surrounding artificial islands, installations and
structures in the exclusive economic zone and the continental shelf, and may
take proper measures in such belts ensuring navigation safety and the safety
of artificial islands, installations and structures.

Article 9 Marine scientific research by any international organization,
foreign organization and individual in the exclusive economic zone and the
continental shelf of the People’s Republic of China must be subject to the
approval of the competent authorities of the People’s Republic of China and
must conform to the laws and regulations of the People’s Republic of China.

Article 10 The competent authorities of the People’s Republic of China
has the power to take necessary measures for preventing, eliminating and
controlling pollution to marine environment and protecting and conserving
marine environment of the exclusive economic zone and the continental shelf.

Article 11 All country, provided observing the international law and laws
and regulations of the People’s Republic of China, enjoy the freedom of
navigating in and flying over the exclusive economic zone of the People’s
Republic of China, enjoy the freedom of laying down submarine cables and
piping in the exclusive economic zone and the continental shelf of the
People’s Republic of China, and enjoy other convinences related to the freedom
above-mentioned for legal use of ocean. The route of laying down submarine
cables and piping must be subject to the consent of the competent authorities
of the People’s Republic of China.

Article 12 The People’s Republic of China may, when exercising sovereign
rights to explore, exploit, conserve and manage living resources in its
exclusive economic zone, take necessary measures such as boarding, search,
arrest, seazure and imposition of judicial process ensuring the observance of
laws and regulations of the People’s Republic of China.

The People’s Republic of China has the power to take necessary measures
against acts violating laws and regulations of the People’s Republic of China
in the exclusive economic zone and the continental shelf, investigate for
legal liabilities according to law, and may exercise the right of hot pursuit.

Article 13 Other rights of the People’s Republic of China to its
exclusive economic zone and its continental shelf, which not provided for by
this Law, shall be exercised in accordance with the international law and
other relevant laws and regulations of the People’s Republic of China.

Article 14 No provisions of this Law can prejudice historical rights of
the People’s Republic of China.

Article 15 The Government of the People’s Republic of China may formulate
relevant provisions in accordance with this Law.

Article 16 This Law comes into effect as of the date of promulgation.

PRICING LAW

Pricing Law of the People’s Republic of China

(Issued on December 29, 1997 and by President’s decree of PRC (No. 92). Adopted at the 29th Meeting of the Standing Committee of
the Eighth National People’s Congress and implementation as of May 1, 1998.)

CHAPTER ONE GENERAL PROVISIONS

CHAPTER TWO PRICE BEHAVIOR OF BUSINESS OPERATORS

CHAPTER THREE PRICE BEHAVIOR OF GOVERNMENT

CHAPTER FOUR CONTROL AND ADJUSTMENT TO GENERAL PRICE LEVEL

CHAPTER FIVE MONITORING AND CHECKING OF PRICES

CHAPTER SIX LEGAL LIABILITIES

CHAPTER SEVEN SUPPLEMENTARY PROVISIONS

Article 1 This law is formulated with a view to standardizing price behavior so as to strengthen their role in rational disposition of resources,
stabilize the general price level of the market, protect the lawful rights and interests of consumers and business operators and
then promote the healthy development of the socialist market economy.

Article 2 The law is applicable to all the price behaviors that occur within the territory of the People’s Republic of China.

The term “price” used in the law includes prices of all kinds of merchandise and prices of all kinds of services.

The term “price of merchandise” refers to the prices of all kinds of tangible and non-tangible assets.

The term “price of services” refers to fees collected for services rendered.

Article 3 The State shall introduce and gradually improve the mechanism of regulation of prices mainly through market force and under a kind
of macroeconomic control. Under such a mechanism, pricing should be made to accord with the value law with most of the merchandises
and services to adopt market regulated prices while only a few of them to be put under government-set or guided prices.

Market-regulated prices refer to prices fixed independently by business operators through market competition.

“Business operator” used in this law refers to legal persons, other organizations or individuals that engage in production or marketing
of merchandises or provide paid services.

Government-guided prices refer to prices as fixed by business operators according to benchmark prices and range of the prices as set
by the government department in charge of price or other related departments within their term of reference.

Government-set prices as fixed by the government department in charge of prices or related departments within their term of reference
according to the provisions of this law.

Article 4 The State shall support and prompt fair, open and legal market competition, maintain normal price order and exercise administration,
regulation and necessary control over conduct of prices.

Article 5 The State Council department in charge of prices shall be responsible for the administration of the work related to prices in the
whole country and other related departments shall be responsible for such work within their terms of reference.

Price departments of the people’s governments at and above the county level shall be responsible for the work related to prices within
the regions under their jurisdiction. Price departments of the people’s governments at and above the county level shall be responsible
for the work related to prices within their terms of reference.

CHAPTER TWO PRICE BEHAVIOR OF BUSINESS OPERATORS

Article 6 Prices of all merchandises and services, except those as set in Article 18 of this law to adopt government-set or guided prices,
shall be subject to market regulation to be fixed by business operators independently according to the provisions of this law.

Article 7 In fixing prices, business operators should follow the principle of fairness, lawfulness, honesty and trustworthiness.

Article 8 Prices should be fixed by business operators basing on the cost of production or operation and market supply and demand.

Article 9 Business operators should strive for a better management to their own production and business operations so as to lower cost and
provide consumers with merchandises and services at reasonable prices while obtaining lawful profits in market competition.

Article 10 Business operators should establish and improve their system of internal price management, accurately record and verify the cost
of production or operations for their merchandise or services, in which any deception or forgery is not allowed.

Article 11 Operators shall enjoy the following rights in pricing:

1. To fix prices that are subject to market regulation;

2. To fix prices within the guided range as set by the government;

3. To fix prices for new products which are subject to government-set or guided prices, except special products for trial sales; and

4. To report or claim against actions that have infringe upon their rights of independent pricing.

Article 12 In their work related to prices, business operators should strictly keep up with laws, regulations, government guided-prices, government-set
prices, legal price intervention measures and emergency measures adopted by the government according to law.

Article 13 In marketing and purchasing merchandises or providing services, business operators should clearly tap the related prices, specify
names, places of origin, specifications, grades, price units, prices or items, fee collection standards and other related information
according to the government’s regulations.

Business operators must not sell merchandises at prices above the marked prices or collect fees not specified.

Article 14 Business operators must not act whatsoever in the following ways to effect abnormal price behaviors:

1. To work collaboratively with others to control market prices to great detriments to the lawful rights and interests of other business
operators or consumers;

2. To engage in dumping sales (except the cases of sales of fresh and live merchandises, seasonal merchandises and stockpiled merchandises
at discount) at belowcost prices in order to attain an upper hand over rivals or dominate the market and disrupt the normal production
and operation order to great detriments to the interests of the State or the lawful rights and interests of other business operators;

3. To fabricate and spread price rise information for pushing up the prices to excessively high level;

4. To resort to deceitful or misleading means in terms of prices to entice consumers or other business operators into trading in
terms of prices;

5. To discriminate in terms of prices same kinds of merchandises or services offered by certain business operators under same trading
conditions;

6. To disguisely raise or lower prices at irrational ranges by artificially raising or lowering grades of merchandises or services;

7. To seek exorbitant profits in violation of laws and regulations; and

8. To effect other illicit price behaviors that are forbidden by law or administrative decrees.

Article 15 In collecting fees for services rendered, all intermediary organizations should abide by the provisions of this law, except otherwise
provided by other laws.

Article 16 In a bid to keep the domestic market order, business operators must observe related provisions of this chapter in selling imported
merchandises or purchasing export merchandises.

Article 17 Organizations of various sectors should abide by laws and regulations governing prices, persist in self-discipline with regard to
prices and accept guidance from government price departments.

CHAPTER THREE PRICE BEHAVIOR OF GOVERNMENT

Article 18 The government shall issue government-set or guided prices for the following merchandises and services if necessary:

1. The few merchandises that are of great importance to development of the national economy and the people’s livelihood;

2. The few merchandises that are in shortage of resources;

3. Merchandises of monopoly in nature;

4. Important public utilities;

5. Important services of public welfare in nature.

Article 19 Scope of specific items and uses for government-set or guided prices shall depend on the price catalogs issued by the central and
local governments.

Catalogs of central government-set prices shall be fixed and revised by the price department of the State Council an published after
the approval of the State Council.

Catalogs of prices to be set by departments of the people’s governments of privinces, autonomous regions and municipalities within
their power according to scope of specific items and uses as set in the central price catalog and be published with the examination
and approval of the people’s governments at the same level.

Local people’s governments below the provincial, autonomous regional and municipal level shall not make their own price catalogs.

Article 20 State Council price department and other related departments shall fix government-set and guided prices according to scope of items
and uses as set in the central prices and the government-set and guided prices for major merchandises and services shall get the
approval from the State Council.

Price departments and other related departments of the people’s governments of provinces, autonomous regions and municipalities shall
fix indicative local government-set and guided prices within their respective power according to scope of items and uses as set in
the local price catalogs.

People’s governments of cities and counties may fix government-set and guided prices for their localities within their own power according
to scope of items and uses as prescribed in the local price catalogs.

Article 21 Government-set and guided prices shall be fixed according to the average cost and market supply and demand of related marchandises
or services, the economic and social development and the affordance of the people, allowing rational price differentials between
buying and selling, between wholesale and retail sale, among different regions and different seasons.

Article 22 In fixing government-set and guided prices, price departments and other related departments shall carry out investigations into prices
and costs and hear views from consumers, business operators and other quarters.

Upon investigated by government price departments and related departments in terms of prices and costs, related units should provide
true fact and necessary books, documents and other materials.

Article 23 In fixing government-set and guided prices for public utitities services of public welfare in nature and the prices for merchandises
of monopoly in nature that are important to immediate interest of people public hearings presided over by government price department
should be conveyed to solicit views from consumers, business operators and other quarters to explore the necessity and feasibility.

Article 24 After the government-set and guided prices are determinded, they shall be made public by the price departments.

Article 25 The scope and level of the government-set and guided prices shall properly be adjusted in the light of the operation of the national
economy.

Consumers and business operators may put forward their recommendations with regard to the adjustment of the government-set and guided
prices.

CHAPTER FOUR CONTROL AND ADJUSTMENT TO GENERAL PRICE LEVEL

Article 26 To stabilize the general price level is one of the major objectives of macro-economic policy. The State shall set targets for the
monitoring and adjustment of general price level in the light of the requirements of the development of the national economy and
the endurance of the people, list them into the national economic and social development programs and help their realization through
means of monetary, fiscal, investment and import and export policies and measures.

Article 27 The government shall build a major merchandise reserve system and establish a price regulation fund to control prices and stabilize
the market.

Article 28 In order to better control prices, government price departments shall establish a price monitoring system to monitor changes in the
prices of major merchandises and services.

Article 29 Whereas the selling prices of grain and other major farm produce are too low on the market, the government shall introduce protective
prices and adopt corresponding measures to ensure the protective prices be put into effect.

Article 30 Whereas prices of major merchandises or services rise sharply or are likely to rise sharply, the State Council and the people’s governments
of provinces, autonomous regions and municipalities may set limit at disparity of prices or rate of profitability for part of the
merchandises, fix price ceilings or introduce other measures for intervention such as a system for announcing or recording price
rises.

After adoption of above-mentioned intervention measures, provincial, autonomous regional and municipal people’s governments should
report to the State Council for the record.

Article 31 When such abnormalities as violent fluctuation in the general price level occur nationwide, the State Council shall introduce power
for the concentrated fixation of prices in the whole country or part of the regions for the time being or adopt such emergency measures
as freezing part or all prices.

Article 32 The intervention or emergency measures introduced according to the provisions of Article 30 and Article 31 shall be removed or lifted
in time when the situations that call for such measures disappear.

CHAPTER FIVE MONITORING AND CHECKING OF PRICES

Article 33 The price departments of the people’s governments at and above the county level exercise monitoring and checking over pricing activities
according to law and mete out administrative punishments on acts that violate the law.

Article 34 In exercising monitoring and checking of prices, government price departments shall exercise the following powers:

1. To inquire into people concerned or related personnel and demand for evidences or other materials relating to law-violating acts;

2. To look into and duplicate account books, bills, vouchers, documents or other materias related to price law violating acts and
verify banking materials associated with price law violating acts.

3. To check property related to the price law violating acts and, if necessary, order the people concerned to stop business operation.

4. To register and keep some evidences that are liable to be destroyed or kept out of hand or is hard to obtain for which people
concerned or related personnel must not in any case remove, hide or destroy.

Article 35 In accepting the monitoring and checking by government price departments, business operators should provide their account books,
bills and vouchers, documents or other materials needed for such monitoring and checking.

Article 36 The personnel of government prices departments are wholly prohabited to use materials or information obtained according to law for
purposes other than price control or reveal business secrets of the people concerned.

Article 37 Consumer organizations, workers’ price monitoring organizations, neighborhood committees, village committees and consumers have the
right to exercise monitoring over price activities. Government price departments should give a full play to the monitoring roles
of the people.

Medias have the right to mobilize public opinion for the monitoring of prices.

Article 38 Government price departments shall establish a system for reporting acts of violation of the price law.

Any unit or individual has the right to report acts of violation of price law and the government price departments shall encourage
such reporting and undertake to keep secret what concerns concerning the reporters.

Article 39 Business operators who refuse to implement the government-set or guided prices, legal price intervention measures or emergency measures
shall be ordered to correct, have their illegal proceeds confiscated and be fined concurrently for an amount less than five times
the illegal proceeds. In cases of no illegal proceeds involved, a fine may still be imposed. For serious cases, they shall be ordered
to stop business operation and make correction.

Article 40 Business operators who have violated one of the acts listed in Article 14 of this law shall be ordered to correct, have their illegal
proceeds confiscated and be fined concurrently for an amount less than five times the illegal proceeds. In cases of no illegal proceeds
involved, a warning shall be issued, together with a fine. For serious cases, they shall be ordered to stop operation for correction
or have their business licenses revoked. If other laws have stipulations concerning the punishments for acts listed in Article 14
of this law, the related laws shall prevail.

Whether acts listed in 1, 2 of Article 14 and are of national in nature shall be upon the judgment of the State Council price department
and whether the acts are regional in nature, they shall be confirmed by price departments of provincial, autonomous regional and
municipal people’s governments.

Article 41 Whereas business operators have caused overpayment by consumers or other business operators in violation of price law, the part in
excess of the due payment shall be returned. If damages are done, the business operators shall undertake to compensate for the losses.

Article 42 Whereas business operators violate the provisions about price marking, they shall be ordered to correct, have their proceeds confiscated
and be fined concurrently for an amount of less than RMB5,000.

Article 43 For business operators who refuse to stop operation for correction as ordered or remove, hide or destroy things recorded for keeping
according to law, a fine ranging from over one time to less than three times the value of the things removed, hidden or destroyed
shall be imposed.

Article 44 Business operators who refuse to provide materials needed for price monitoring and checking or provide false materials shall be ordered
to correct, with a warning. Whereas they refuse to correct within the prescribed time limit, a fine shall be imposed.

Article 45 Whereas local people’s governments at all levels or related government departments at all levels fix or adjust prices beyond their
terms of reference or refuse to implement price intervention measures or emergency measures shall be ordered to correct and may be
criticized by issuing circulars. People in charge or related people directly responsible shall be given administrative punishments
according to law.

Article 46 Whereas government personnel in charge of prices have leaked State secrets, commercial secrets or abused their power, resort to deception
for personal gains, commit dereliction of duty or accept bribes and the cases are serious enough as to constitute crimes, criminal
responsibilities shall be affixed. If a case is not serious enough to constitute a crime, an administrative punishment shall be meted
out.

CHAPTER SEVEN SUPPLEMENTARY PROVISIONS

Article 47 State administrative organs shall collect fees strictly according to law, limit fee collection items and scope and standards of fee
collection. Specific administration methods for such fee collection shall be provided for separately by the State Council.

Interest rates, exchange rates, insurance premium rates, securities and futures prices shall be subject to related laws or administrative
decrees instead of this law.

DECISION OF THE FIRST SESSION OF THE NINTH NATIONAL PEOPLE’S CONGRESS REGARDING THE STATE COUNCIL’S INSTITUTIONAL RESTRUCTURING PLAN

Category	STATE INSTITUTIONS	Organ of Promulgation	The National People’s Congress	Status of Effect	In Force
Date of Promulgation	1998-03-10	Effective Date	1998-03-10

Decision of the First Session of the Ninth National People’s Congress Regarding the State Council’s Institutional Restructuring Plan

APPENDIX: STATE COUNCIL’S INSTITUTIONAL RESTRUCTURING PLAN

(Adopted at the First Session of the Ninth National People’s Congress on

March 10, 1998)

Having listened to the explanations by State Councillor and
Secretary-General of the State Council Luo Gan on the State Council’s
Institutional Restructuring Plan, and deliberated the State Council’s
Institutional Restructuring Plan, the First Session of the Ninth National
People’s Congress decides to approve the State Council’s Institutional
Restructuring Plan.

APPENDIX: STATE COUNCIL’S INSTITUTIONAL RESTRUCTURING PLAN

In accordant with the requirements of the Fifth National Congress and the
Second Plenary Session of the Fifth Central Committee of the Chinese Communist
Party, the aims of the State Council’s Institutional Restructuring Plan are:
to establish a government administrative system which is efficient in work,
coordinated in operation and standardized in behavior; to improve the state
civil servant system; to build up a contingent of high-quality specialized
administrative officials; and to gradually establish a government
administrative system with Chinese characteristics and suitable to the
socialist market economic system. The principles of the reform are: to change
government functions and realize the separation of the responsibilities of the
government from those of enterprises in accordance with the requirements of
the socialist market economy; to readjust the government organizational
structure and practise to reduce the staff and simplify administration in
accordance with the principle of simple, unified and efficient administration;
to readjust the terms of reference of every government department, define and
divide the responsibilities among different departments and improve the
administrative operational mechanism in accordance with the principle of power
consistent with responsibility; to strengthen the legalization for the
administrative system in accordance with the requirement of rule by law and
exercising administration by law.

The State Council’s Institutional Restructuring Plan is detailed as
follows:

1. Fifteen Ministries and Commissions Not to Be Retained:

(1) Ministry of Electric Power Industry of the People’s Republic of China

(2) Ministry of Coal Industry of the People’s Republic of China

(3) Ministry of Metallurgical Industry of the People’s Republic of China

(4) Ministry of Machine-Building Industry of the People’s Republic of
China

(5) Ministry of Electronics Industry of the People’s Republic of China

(6) Ministry of Chemical Industry of the People’s Republic of China

(7) Ministry of Internal Trade of the People’s Republic of China

(8) Ministry of Post and Telecommunications of the People’s Republic of
China

(9) Ministry of Labour of the People’s Republic of China

(10) Ministry of Radio, Film and Television of the People’s Republic of
China

(11) Ministry of Geology and Mineral Resources of the People’s Republic of
China

(12) Ministry of Forestry of the People’s Republic of China

(13) State Physical Culture and Sports Commission of the People’s Republic
of China

(14) Commission of Science, Technology and Industry for National Defence
of the People’s Republic of China

(A new Commission of Science, Technology and Industry for National Defence
will be formed. The functions for management of the national defence industry
in the former Commission of Science, Technology and Industry for National
Defence, the functions of the National Defence Department under the State
Planning Commission and the government functions undertaken by various
military industrial corporations shall be incorporated into the new Commission
of Science, Technology and Industry for National Defence.)

(15) State Commission for Economic Restructuring of the People’s Republic
of China

(For the purpose of strengthening the leadership of the State Council over
the economic restructuring work, the State Commission for Economic
Restructuring will be turned into a top-level think-tank of the State Council
headed by the premier and with relevant ministers serving as its members. It
will not be included into the series of component departments under the State
Council.)

2. Four New Ministries and Commissions to Be Formed:

(1) Commission of Science, Technology and Industry for National Defence of
the People’s Republic of China

(2) Ministry of Information Industry of the People’s Republic of China

(3) Ministry of Labour and Social Security of the People’s Republic of
China

(4) Ministry of Land and Natural Resources of the People’s Republic of
China

3. Three Ministries and Commissions to Be Renamed:

(1) The State Planning Commission of the People’s Republic of China will
be renamed the State Development Planning Commission of the People’s Republic
of China.

(2) The Science and Technology Commission of the People’s Republic of
China will be renamed the Ministry of Science and Technology of the People’s
Republic of China.

(3) The State Education Commission of the People’s Republic of China will
be renamed the Ministry of Education of the People’s Republic of China.

4. Twenty-Two Ministries, Commissions, the Bank and the Administration to
Be Retained:

(1) Ministry of Foreign Affairs of the People’s Republic of China

(2) Ministry of National Defence of the People’s Republic of China

(3) State Economic and Trade Commission of the People’s Republic of China

(4) State Ethnic Affairs Commission of the People’s Republic of China

(5) Ministry of Public Security of the People’s Republic of China

(6) Ministry of State Security of the People’s Republic of China

(7) Ministry of Supervision of the People’s Republic of China

(8) Ministry of Civil Affairs of the People’s Republic of China

(9) Ministry of Justice of the People’s Republic of China

(10) Ministry of Finance of the People’s Republic of China

(11) Ministry of Personnel of the People’s Republic of China

(12) Ministry of Construction of the People’s Republic of China

(13) Ministry of Railways of the People’s Republic of China

(14) Ministry of Communications of the People’s Republic of China

(15) Ministry of Water Resources of the People’s Republic of China

(16) Ministry of Agriculture of the People’s Republic of China

(17) Ministry of Foreign Trade and Economic Co-operation of the
People’s Republic of China

(18) Ministry of Culture of the People’s Republic of China

(19) Ministry of Public Health of the People’s Republic of China

(20) State Family Planning Commission of the People’s Republic of China

(21) People’s Bank of China

(22) Auditing Administration of the People’s Republic of China

5. Through Readjustment and Reorganization, There Will Be Totally
Twenty-nine Ministries, Commissions, the Bank and the Administration, Not
Including the General Office of the State Council, to be Listed in the Series
of Component Departments under the State Council.

(1) Ministry of Foreign Affairs of the People’s Republic of China

(2) Ministry of National Defence of the People’s Republic of China

(3) State Development Planning Commission of the People’s Republic of
China

(4) State Economic and Trade Commission of the People’s Republic of China

(5) Ministry of Education of the People’s Republic of China

(6) Ministry of Science and Technology of the People’s Republic of China

(7) Commission of Science, Technology and Industry for National Defence
of the People’s Republic of China

(8) State Ethnic Affairs Commission of the People’s Republic of China

(9) Ministry of Public Security of the People’s Republic of China

(10) Ministry of State Security of the People’s Republic of China

(11) Ministry of Supervision of the People’s Republic of China

(12) Ministry of Civil Affairs of the People’s Republic of China

(13) Ministry of Justice of the People’s Republic of China

(14) Ministry of Finance of the People’s Republic of China

(15) Ministry of Personnel of the People’s Republic of China

(16) Ministry of Labour and Social Security of the People’s Republic of
China

(17) Ministry of Land and Natural Resources of the People’s Republic of
China

(18) Ministry of Construction of the People’s Republic of China

(19) Ministry of Railways of the People’s Republic of China

(20) Ministry of Communications of the People’s Republic of China

(21) Ministry of Information Industry of the People’s Republic of China

(22) Ministry of Water Resources of the People’s Republic of China

(23) Ministry of Agriculture of the People’s Republic of China

(24) Ministry of Foreign Trade and Economic Co-operation of the
People’s Republic of China

(25) Ministry of Culture of the People’s Republic of China

(26) Ministry of Public Health of the People’s Republic of China

(27) State Family Planning Commission of the People’s Republic of China

(28) People’s Bank of China

(29) Auditing Administration of the People’s Republic of China

1...345...11 Page 4 of 11

2004

FIRE PREVENTION LAW

CIRCULAR OF THE STATE ADMINISTRATION OF FOREIGN EXCHANGE ON RELEVANT ISSUES ON THE FOREIGN EXCHANGE CONTROL IN BONDED WAREHOUSES

CIRCULAR OF THE MINISTRY OF FINANCE ON THE LIMIT OF AUTHORITY OF EXAMINING AND APPROVING THE INVESTMENT RECLAIM BY THE FOREIGN COPARTNERS OF CHINESE-FOREIGN CONTRACTUAL JOINT VENTURES

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS ON ADDING A LAW TO THE LIST OF THE NATIONAL LAWS IN ANNEX III TO THE BASIC LAW OF THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA

MEASURES FOR THE ADMINISTRATION OF EXAMINATION AND APPROVAL OF CHINESE-FOREIGN EQUITY JOINT VENTURE AND CONTRACTUAL JOINT VENTURE PROJECTS WITHIN THE RAILWAY SYSTEM

RULES FOR THE REGISTRATION ADMINISTRATION OF LEGAL REPRESENTATIVES OFLEGAL ENTITIES

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS ON PUNISHING CRIMES OF FRAUDULENTLY PURCHASING, EVADING AND ILLEGALLY TRADING IN FOREIGN EXCHANGE

CIRCULAR OF THE STATE COUNCIL CONCERNING THE BANNING OF OPERATIONAL ACTIVITIES OF PYRAMID SALES

CIRCULAR OF THE MINISTRY OF FINANCE AND THE STATE ADMINISTRATION OF TAXATION ON SOME ISSUES CONCERNING THE TAX REFUND OR EXEMPTION FOR EXPORTED GOODS

EXCLUSIVE ECONOMIC ZONE AND THE CONTINENTAL SHELF

PRICING LAW

DECISION OF THE FIRST SESSION OF THE NINTH NATIONAL PEOPLE’S CONGRESS REGARDING THE STATE COUNCIL’S INSTITUTIONAL RESTRUCTURING PLAN

CONSTITUTION ACT, 1982 – page 22

CONSTITUTION ACT, 1982 – page 21

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CONSTITUTION ACT, 1982 – page 19

CONSTITUTION ACT, 1982 – page 18

CONSTITUTION ACT, 1982 – page 17

CONSTITUTION ACT, 1982 – page 16

CONSTITUTION ACT, 1982 – page 12

CONSTITUTION ACT, 1982 – page 11

CONSTITUTION ACT, 1982 – page 10

CONSTITUTION ACT, 1982 – page 9

CONSTITUTION ACT, 1982 – page 8

CONSTITUTION ACT, 1982 – page 7