ANNOUNCEMENT NO.116, 2005 OF MOFCOM, GAC, SEPA, RELEASING LIST OF GOODS PROHIBITED FROM EXPORTING (6TH BATCH) AND GOODS PROHIBITED FROM IMPORTING (3RD BATCH)

Ministry of Commerce, the General Administration of Customs, the State Environmental Protection Administration

Announcement No.116, 2005 of MOFCOM, GAC, SEPA, Releasing List of Goods Prohibited from Exporting (6th Batch) and Goods Prohibited
from Importing (3rd Batch)

[2005] No.116

In order to safeguard health of human being, maintain safety of the environment, wash out backward products, implement Rotterdam Convention
on the Prior Informed Consent (PIC) Procedure for Certain Hazardous Chemicals and Pesticides in International Trade and Stockholm
Convention on Persistent Organic Pollutants, and in accordance with Foreign Trade Law of PRC, Regulation of the PRC on the Administration
of the Import and Export of Goods and Guiding Catalogue for the Adjustment of Industrial Structure, List of Goods Prohibited from
Exporting (the Sixth Batch) and the List of Goods Prohibited from Importing (the Third Batch) are now promulgated and shall be bring
into effect as from January 1, 2006.

Appendix:

List of Goods Prohibited from Exporting (the Sixth Batch) (omitted)

List of Goods Prohibited from Importing (the Third Batch) (omitted)

Ministry of Commerce of the People’s Republic of China

General Administration of Customs of the People’s Republic of China

State Environmental Protection Administration of the People’s Republic of China

December 31, 2005

Ministry of Commerce, the General Administration of Customs, the State Environmental Protection Administration
2005-12-31

NOTICE OF THE STATE ADMINISTRATION OF TAXATION ON THE ISSUES RELATING TO THE VALUED-ADDED TAX OF ITS COMMON TAXPAYER IN FORWARD BUSINESS

The State Administration of Taxation

Notice of the State Administration of Taxation on the Issues relating to the Valued-added Tax of Its Common Taxpayer in Forward Business

Guo Shui Han [2005] No.1060

To the bureaus of state taxation of all provinces, autonomous regions and city specifically designated in the state plan:

In order to reasonably solve problems relating to the collection of tax payments and issuing of special invoice in forward business
premium, Notice of policies relating to the valued-added tax of its common taxpayer in forward business is hereby given as follows:

Where the common taxpayer of value-added tax, no matter premium or discount, sells goods through forward business in commodity exchange,
the taxpayer hereof may, in accordance with the quantity of goods noted expressively in standard warrant (its form is shown in Appendix
1) and the settlement price of delivery, issue special invoice for value-added-tax.

Where premium occurs in forward business when the warrant registrant register the goods, the registrant shall, when the warrant is
cancelled (i.e. withdrawing goods from forward circulation), issue special VAT invoice to the canceler for the fund of the premium
part and withdraw VAT on sales, and the canceler shall calculate creditable input tax by means of the obtained special invoice.

In case that discount occurs, the registrant shall, as for fund of the premium part, issue negative VAT special invoice and net off
against output tax, and the canceler shall, by means of the obtained special invoice, impair input tax, and warrant canceler shall
not issue special VAT invoice to the warrant registrant. The registrant shall, when issuing negative special invoice, obtain Standard
Warrant Registration Premium Bill or Standard Warrant Cancellation Premium Bill( its form is shown in Appendix2, Appendix 3) and
issue the special invoice hereof in accordance with the noted premium or discount sum and retain them for the supervision and check
by the taxation authorities in charge.

The Notice shall come into effect as for December 1, 2005, the collection and administration of VAT of forward business warrant registered
prior to December 1 shall be governed and implemented in accordance with Notice of the State Administration of Taxation on Printing
Measures for Collection of Value-added Tax for Forward Goods (Guo Shui Fa[1994] No.244) and otherwise relevant rules.

Premium ,as mentioned in the Notice, refers to the sum difference paid by the bourse via premium or discount account to the registrant
provided that the grade, weight, sort and warrant position of the benchmark and of benchmark warrant are superior in accordance with
the prescribed forward business rule. In case that premium occurs, if the standard warrant holder withdraws goods cancellation warrant
bill after several dealing, the bourse shall, via premium or discount account, withdraw the sum equivalent to the amount of premium.

Discount ,as mentioned in the Rule refers to the sum difference paid by the bourse via premium or discount account to the registrant
provided that the grade, weight, sort and warrant position of the benchmark and of benchmark warrant are inferior in accordance with
the prescribed forward business rule. In case that discount occurs, if the standard warrant holder withdraws goods cancellation warrant
bill after several dealings, the bourse shall, via premium or discount account, provide to the canceler the sum equivalent to the
amount of premium.

In case that problems occur in the process of implementing the Notice, please report to the State Administration of Taxation( Turnover
Tax Department)

Appendix:

1.Standard Warrant Holding Certificate of aCommodity Exchange(model)

2.Standard Warrant Registration Premium Bill of aommodity Exchange(model)(omitted)

3.Standard Warrant Cancellation Premium Bill of aommodity Exchange(model)(omitted)

The State Administration of Taxation

November 9,2005 Appendix 1:Standard Warrant Holding Certificate of aCommodity Exchange( model)

In accordance with articles of commodity exchange, rules of transaction and provisions in rules of implementation, the Certificate
representing ownership of the listed commodity, shall be protected by law. The original Standard Warrant Holding Certificate shall
be null and void automatically as of the date of the signature of the Certificate. Any alteration or forgery shall be punished by
law.

The State Administration of Taxation
2005-11-09

DECISION OF THE GENERAL ADMINISTRATION OF CUSTOMS ON AMENDING THE PROVISIONS OF THE CUSTOMS OF THE PEOPLE’S REPUBLIC OF CHINA ON EXECUTING THE RULES OF ORIGIN FOR TRADE IN GOODS UNDER THE MAINLAND/HONG KONG CLOSER ECONOMIC PARTNERSHIP ARRANGEMENT

General Administration of Customs

Decree of the General Administration of Customs

No.141

The Decision of the General Administration of Customs on Amending the Provisions of the Customs of the People’s Republic of China
on Executing the Rules of Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement was discussed
and adopted at the Executive Meeting of the General Administration of Customs on December 27, 2005. It is hereby promulgated and
shall enter into force as of the date of January 1, 2006.

Director-General of the General Administration of Customs Mu Xinsheng

December 30, 2005

Decision of the General Administration of Customs on Amending the Provisions of the Customs of the People’s Republic of China on Executing
the Rules of Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement

In order to promote the closer economic partnership between the Mainland and Hong Kong, the General Administration of Customs decides
to make these amendments as follows to the Provisions of the Customs of the People’s Republic of China on Executing the Rules of
Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement (hereafter referred to as the CEPA)
(Promulgated by Decree No.106 of the General Administration of Customs, hereafter referred to as these Provisions).

ArticleVI of the Provisions shall be amended as “The ‘substantial processing’ as mentioned in Section II, ArticleIII shall be determined
by the criteria of ‘procedure of manufacturing or processing’, of ‘change of duty paragraph’, and of ‘ad valorem percentage’, and
by ‘other criteria’ or ‘mixed criteria’; and other additional conditions, when stipulated, may also be permitted; and the concrete
procedures shall be carried out in accordance with the Form of Origin Criteria for Hong Kong Goods Subject to Preferential Measures
for Trade in Goods under the CEPA. This Form is a component of these Provisions, and shall be separately promulgated by the General
Administration of Customs.

The ‘procedure of manufacturing or processing’ refers to such main procedures as endow the processed goods with their basic characteristics,
and such procedures as are completed within the territory of Hong Kong shall be regarded as substantial processing.

The ‘change of duty paragraph’ refers to changes of the four-digit taxation categories in the Customs Tariff of Import and Export
of the People’s Republic of China for such products using the non-Hong-Kong materials as are processed within the territory of Hong
Kong, and as are subject to no production, processing or manufacturing that will change the four-digit taxation categories in the
countries or regions without the territory of Hong Kong.

The ‘ad valorem percentage’ refers to the ratio between the total amount of the paid values for such raw materials, component parts,
value of labor power and product development as are fully acquired within the territory of Hong Kong and the FOB of the finished
products for export; those with a ratio of more than or equivalent to 30%, and with the last manufacturing or processing procedures
of these products being completed within the territory of Hong Kong shall be regarded as substantial processing, and the formula
for this is as follows:

Value of Raw Materials+Value of Component Parts+Value of Labor Power+

Value Paid for Product Development

———————————————————————————————100%0%

FOB of Finished Products for Export

The ‘product development’ as mentioned in the formula refers to the product development conducted for producing or processing relevant
finished products for export within the territory of Hong Kong. And the value paid for product development shall be related with
these finished products for export, including the outlays paid for the self-developing of producers and processors themselves, for
the developing of consigned natural persons or legal persons within the territory of Hong Kong and for purchasing the designs, patent
rights, proprietary technologies, trademark rights or copyrights possessed by natural persons or legal persons within the territory
of Hong Kong; and this value concerned shall be specified in accordance with the generally-accepted accounting standards and with
relevant provisions in the Agreement on Implementation of ArticleVII of the General Agreement on Tariffs and Trade 1994.

The calculation of the ‘ad valorem percentage’ shall be conducted in accordance with the generally-accepted accounting standards and
with relevant provisions in the Agreement on Implementation of ArticleVII of the General Agreement on Tariffs and Trade 1994.

The ‘other criteria’ refer to other ways jointly adopted by authorities in charge of the Mainland and Hong Kong for determining places
of origin, besides the aforesaid criteria of ‘procedure of manufacturing or processing’, of ‘change of duty paragraph’, and of ‘ad
valorem percentage’.

The ‘mixed criteria’ refer to using two or more than two of the aforesaid criteria when determining places of origin.

Other additional conditions refer to those such as brand requirements etc., with the consensus of authorities in charge of the Mainland
and Hong Kong, which shall be applied when the aforesaid determining criteria for ‘substantial processing’ are not enough to determine
places of origin.”

II.

ArticleXIV of the Provisions shall be amended as:

“Those acts in violation of these Provisions shall be subject to the provisions in the Customs Law of the People’s Republic of China
and the Implementation Regulations on the Customs Administrative Penalties of the People’s Republic of China by the customs; in case
crime is constituted, one shall be prosecuted for the criminal responsibilities according to law.”

This decision shall enter into force as the date of January 1, 2006.

The Provisions of the Customs of the People’s Republic of China on Executing the Rules of Origin for Trade in Goods under the Mainland/Hong
Kong Closer Economic Partnership Arrangement is hereby repromulgated after related amendments in accordance with this Decision.

The Provisions of the Customs of the People’s Republic of China on Executing the Rules of Origin for Trade in Goods under the Mainland/Hong
Kong Closer Economic Partnership Arrangement

(Promulgated by Decree No.106 of the General Administration of Customs on December 30, 2003, and Amended in accordance with the Decision
of the General Administration of Customs on Amending the Provisions of the Customs of the People’s Republic of China on Executing
the Rules of Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement Promulgated by Decree
No.141 of the General Administration of Customs on December 30, 2005)

ArticleI

These Provisions are formulated in accordance with the Customs Law of the People’s Republic of China and the Mainland/Hong Kong Closer
Economic Partnership Arrangement (hereafter referred to as the CEPA) for the purpose of promoting trade between the Mainland and
Hong Kong and of determining correctly places of origin for the imported goods subject to the CEPA.

ArticleII

These Provisions are applicable to goods imported from Hong Kong subject to the CEPA (please refer to the Customs Tariff of Import
and Export of the People’s Republic of China for the detailed list of products), while goods imported in the form of processing trade
are excluded.

ArticleIII

The places of origin for goods directly imported from Hong Kong subject to the CEPA shall be determined in accordance with these principles
as follows:

The places of origin for goods fully acquired within the territory of Hong Kong shall be determined as Hong Kong; and

ii.

The places of origin for goods non-fully acquired within territory of Hong Kong shall be determined as Hong Kong only after ascertaining
that their substantial processing are conducted within the territory of Hong Kong.

ArticleIV

The “goods fully acquired within the territory of Hong Kong” as mentioned in ArticleIII of these Provisions refer to:

Minerals exploited or distilled within the territory of Hong Kong; and

ii.

Plants or plant products harvested or collected within the territory of Hong Kong; and

iii.

Live animals born and bred within the territory of Hong Kong; and

iv.

Products acquired from the animals as mentioned in Section III of this Articlewithin the territory of Hong Kong; and

Products acquired from hunting or fishery within the territory of Hong Kong; and

vi.

Fish and other sea products acquired from fishing on the high seas by vessels with Hong Kong licenses and hanging the flags of the
Hong Kong Special Administrative Region; and

vii.

Products acquired from processing the products as mentioned in Section VI of this Articleon the vessels with Hong Kong licenses and
hanging the flags of the Hong Kong Special Administrative Region; and

viii.

Waste and used stuffs only for raw material recycling generated in the process of consumption in Hong Kong and collected within the
territory of Hong Kong; and

ix.

Waste small pieces only for raw material recycling generated in the process of processing and manufacturing within the territory of
Hong Kong; and

Products acquired from processing all the products as mentioned in from Section I to Section IX within the territory of Hong Kong.

ArticleV

These processing or disposals listed as follows, whether independently completed or cooperatively completed, shall all regarded as
small processing and disposals, and shall be excluded from consideration while determining they are fully acquired or not.

Processing or disposals for transportation or stockpile; and

Processing or disposals for facilitating the handing and loading of goods; and

iii

Such processing or disposals as packaging, exhibiting etc. for the sale of goods.

ArticleVI

Value of Raw Materials+Value of Component Parts+Value of Labor Power+

Value Paid for Product Development

——————————————————————————————-00%0%

FOB of Finished Products for Export

The ‘mixed criteria’ refer to using two or more than two of the aforesaid criteria when determining places of origin.

ArticleVII

Simple dilution, blending, packaging, bottling, desiccation, assembling, classification or ornamentation shall not be regarded as
substantial processing.

The processing or pricing measures for the purpose of evading these Provisions shall not be regarded as substantial processing.

ArticleVIII

The places of origin for the energies, factories, equipments, machineries and tools used in the process of manufacturing goods and
the places of origin for the materials not constituting component ingredients or parts of goods shall be excluded from consideration
while determining the places of origin for goods.

ArticleIX

Such packaging, packaging materials, containers and accessories, spare parts, tools and introductory materials as enter in with goods
and are categorized with goods in the Customs Tariff of Import and Export of the People’s Republic of China shall be ignored while
determining the places of origin for goods.

ArticleX

Imported goods subject to the CEPA shall be directly transported to the customs ports of the Mainland from Hong Kong.

ArticleXI

Where the imported goods subject to the CEPA go through the formalities of customs declaration, the recipients of goods shall initiatively
inform the customs authorities upon request that these goods concerned are subject to zero tariff and submit the effective Certificate
of Origin conforming to the provisions in the Issuing and Verification Procedure for Certificate of Origin subject to the CEPA. Where
the Certificate of Origin is verified correct via the customs electronic network, the customs authorities shall handle the formalities
of importing goods under zero tariff, otherwise not.

Where the customs authorities upon request cannot verify via the customs electronic network and the recipients of goods require clearance,
the customs authorities hereof may give clearance to these goods concerned after collecting guarantee fund equivalent to the payable
duty in accordance with the tax rate applicable to goods non-subject to the CEPA, and handle the formalities of import as required
and conduct customs statistics. And the customs authorities upon request shall, within 90 days as of the date of clearance of these
goods concerned, verify their Certificate of Origin and handle the formalities of returning the guarantee fund or of transferring
the guarantee fund to import duty in accordance with the results of verification, and the customs statistical data shall also be
revised correspondingly.

ArticleXII

Where the customs authorities upon request doubt the authenticity of the Certificate of Origin, they may, via the General Administration
of Customs or its authorized customs authorities, forward requests of assistant verification to the Hong Kong Customs. During the
period of waiting for the verification results from the Hong Kong Customs and validation of the related Certificates of Origin, the
customs authorities upon request may give clearance to these goods concerned after collecting guarantee fund equivalent to the payable
duty in accordance with the tax rate applicable to goods non-subject to the CEPA, and handle the formalities of import as required
and conduct customs statistics. After the verification of the Hong Kong Customs, the customs authorities upon request shall immediately
handle the formalities of returning the guarantee fund or of transferring the guarantee fund to import duty in accordance with the
results of verification, and the customs statistical data shall also be revised correspondingly.

ArticleXIII

The customs authorities shall be responsible for keeping secret the documents provide by the recipients of imported goods for the
verification of their Certificates of Origin. Without the consensus from the recipients of goods, the customs authorities shall not
leak these documents or use them for other purposes except those stipulated in laws, administrative regulations and other relevant
judicial interpretations.

ArticleXIV

Those acts in violation of these Provisions shall be subject to the provisions in the Customs Law of the People’s Republic of China
and the Implementation Regulations on the Customs Administrative Penalties of the People’s Republic of China by the customs; in case
crime is constituted, one shall be prosecuted for the criminal responsibilities according to law.

ArticleXV

The General Administration of Customs is responsible for the interpretation of these Provisions.

ArticleXVI

These Provisions shall enter into force as of the date of January 1, 2004.

General Administration of Customs
2005-12-30

CIRCULAR OF MOF AND SAT CONCERNING THE MEASURES OF COLLECTION BEFORE RETURN FOR THE VAT, BUSINESS TAX AND CONSUMPTION TAX RELATED TO POLICY ON CITY MAINTENANCE AND CONSTRUCTION TAX AND EDUCATIONAL SURCHARGE

the Ministry of Finance, the State Administration of Taxation

Circular of MOF and SAT concerning the Measures of Collection before Return for the VAT, Business Tax and Consumption Tax related
to Policy on City Maintenance and Construction Tax and Educational Surcharge

Cai Shui [2005] No. 72

May 25, 2005

The financial departments (bureaus) and local taxation bureaus of all provinces, autonomous regions, municipalities directly under
the Central Government, and cities specifically designated in the state plan, the Financial Supervision Commissioners’ Offices of
the Ministry of Finance in all provinces, autonomous regions, municipalities directly under the Central Government, and cities specifically
designated in the state plan:

Upon deliberation, we hereby notify as follows the issue concerning the measures for collection before return, collection before refund
and collection upon refund for the value-added tax, business tax and consumption tax (hereinafter referred to as the “three taxes”)
in relation to the policy on the city maintenance and construction tax and the educational surcharge :

Where the measures of collection before return, collection before refund and collection upon refund are taken for the ” three taxes”,
the city maintenance and construction tax and educational surcharge as levied along with the ” three taxes” may not be refunded (returned)
unless it is provided otherwise,.

the Ministry of Finance, the State Administration of Taxation
2005-05-25

DECISION OF THE GENERAL ADMINISTRATION OF CUSTOMS ON AMENDING THE PROVISIONS OF THE CUSTOMS OF THE PEOPLE’S REPUBLIC OF CHINA ON CARRYING OUT THE RULES OF ORIGIN FOR TRADE IN GOODS UNDER THE MAINLAND/HONG KONG CLOSER ECONOMIC PARTNERSHIP ARRANGEMENT

Order of the General Administration of Customs of the People’s Republic of China

No. 141

The Decision of the General Administration of Customs on Amending the Provisions of the Customs of the People’s Republic of China
on Carrying Out the Rules of Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement, which
was adopted upon deliberation at the executive meeting of the General Administration of Customs on December 27, 2005, is hereby promulgated
and shall go into effect as of January 1, 2006.
Mu Xinsheng, Director General of General Administration of Customs

December 30, 2005

Decision of the General Administration of Customs on Amending the Provisions of the Customs of the People’s Republic of China on Carrying
Out the Rules of Origin for Trade in Goods under the Mainland/Hong Kong Closer Economic Partnership Arrangement

In order to promote the Mainland and Hong Kong to set up closer economic partnership, the General Administration of Customs decides
to amend the Provisions of the Customs of the People’s Republic of China on Carrying Out the Rules of Source area for Trade in Goods
under the Mainland/Hong Kong Closer Economic Partnership Arrangement (promulgated by Order of the General Administration of Customs
No. 106, hereinafter referred to as the Provisions) as listed below:

Article 6 of the Provisions shall be amended as:

“Article 6 The term ‘substantial processing’ as mentioned in Item (2) of Article 3 of these Provisions shall be determined by using
the standard of ‘manufacturing or processing operation’, the standard of ‘change of tariff code’, the standard of ad valorem percentage’,
‘other standards’ or ‘combined standards’. If meeting the prescribed circumstances, it may be determined by using other additional
conditions. The specific determination shall be implemented according to the Table of the Criteria of Source area for the Hong Kong
Goods enjoying Preferential Treatment for Trade in Goods in the CEPA). That table, as a part of these Provisions, shall be separately
promulgated by the General Administration of Customs (GAC).

The term ‘manufacturing or processing operation’ refers to the major operation giving the basic characteristics to the goods gained
after processing. An operation shall be considered to have been carried out the substantial processing, if this major operation is
finished in Hong Kong,.

The term ‘change of tariff code’ means that if any material whose source area is not Hong Kong is processed in Hong Kong, the four-digit
tariff category of the gained product in the Customs Import and Export Tariff of the People’s Republic of China has changed, and
such product will not undertake any production, processing or manufacturing which will lead to the change of their four-digit tariff
category in any country or region outside Hong Kong.

The term ‘ad valorem percentage’ means the percentage of the total value of the raw materials, components, labor gained in Hong Kong
and the product development cost against the Freight on Board price(FOB) of the finished export products . In case such a percentage
is not less than 30%, and the final manufacturing or processing operation of the products is finished in Hong Kong, the substantial
processing shall be considered to have been carried out. The formula is as follows:

(Value of raw materials + value of components + value of labor + cost for product development) / FOB price of the finished export
product 00% 30%

The term ‘product development’ in the formula mentioned above refers to the product development implemented in Hong Kong so as to
produce and process the related export products. The cost for product development shall be pertinent to those finished export products,
consisting of the cost for development by the producer or processor himself/itself, the sum paid for entrusting the natural person
or legal person to develop in Hong Kong, as well as the sum paid for the purchase of the design, patent, know-how, trademark right
or copyright owned by any natural person or legal person in Hong Kong. Such costs shall be able to be clearly determined in accordance
with the generally accepted accounting principles and related provisions of the Agreement on Carrying Out Article VII of the General
Agreement on Tariffs and Trade 1994.

The calculation of the ‘ad valorem percentage’ shall be governed by the generally accepted accounting principles and related provisions
of the Agreement on Carrying Out Article 7 of the General Agreement on Tariffs and Trade of 1994.

The term ‘other standards’ refers to the methods to determine the source area, which are mutually agreed upon by both authorities
of the Mainland and Hong Kong, other than the above-mentioned standards of ‘manufacturing and processing operation’, ‘change of tariff
code’ and ‘ad valorem percentage’.

The term ‘a combined standard ‘ refers to two or more of the above-mentioned standards used simultaneously to determine the source
area.

The term ‘other additional conditions’ means that the additional conditions such as brand requirement shall be used upon the mutual
agreement between both authorities of the Mainland and Hong Kong, if it is not enough to determine the source area by using the related
standards on ‘substantial processing’ mentioned above.”

II.

Article 14 of the Provisions shall be amended as follows:

Any violation of these Provisions shall be conducted by the customs house according to the Customs Law of the People’s Republic of
China and the Implementation Rules of the Customs of the People’s Republic of China for Administrative Punishment; and if the violation
constitutes a criminal offence, criminal liabilities are investigated in accordance with the law “.

The present Decision shall go into effect as of January 1, 2006.

The Provisions of the Customs of the People’s Republic of China on Carrying out the Rules of Source Area for Trade in Goods under
the Mainland/Hong Kong Closer Economic Partnership Arrangement shall be amended in accordance with the present Decision and be re-promulgated.

General Administration of Custom
2005-12-30

CIRCULAR OF THE MINISTRY OF COMMERCE AND CHINA SECURITIES REGULATORY COMMISSION CONCERNING THE RELEVANT ISSUES ON THE ADMINISTRATION OF FOREIGN INVESTMENT IN THE SHARE TRADING REFORM OF LISTED COMPANIES

the Ministry of Commerce, China Securities Regulatory Commission

Circular of the Ministry of Commerce and China Securities Regulatory Commission concerning the Relevant Issues on the Administration
of Foreign Investment in the Share Trading Reform of Listed Companies

Shang Zi Fa [2005] No.565

The competent commerce departments of all provinces, autonomous regions, municipalities directly under the Central Government and
the Xinjiang Production and Construction Corp, the securities regulatory bureaus of China Securities Regulatory Commission (hereinafter
referred to as the CSRC) in all regions, Shanghai Stock Exchange, Shenzhen Stock Exchange and China Securities Depository and Clearing
Corporation Limited:

With a view to carrying into effect the requirements of the Guiding Opinions of China Securities Regulatory Commission on the Share
Trading Reform of Listed Companies (Zheng Jian Fa [2005] No. 80), promoting the share trading reform in an active and stable manner,
pursuant to the relevant laws and regulations on foreign investment as well as the relevant provisions on foreign-funded joint stock
companies, we hereby notify the relevant issues concerning the administration of foreign investment in the share trading reform as
follows:

The procedures for change of equity as involved in the share trading reform of an A-share listed company that holds the approval certificate
of foreign-funded enterprises (hereinafter referred to as a foreign-funded listed company)

The board of directors of a foreign-funded listed company shall directly file its share trading reform scheme with the Ministry of
Commerce for record within 2 workdays after the notice on holding the relevant shareholders’ meeting is issued. After a share trading
reform scheme is adopted by resolution at the relevant shareholders’ meeting, the board of directors of a foreign-funded listed company
shall, within 1 workday, report the following documents through the competent commerce department of a province, autonomous region,
municipality directly under the Central Government, city specifically designated in the state plan or the Xinjiang Production and
Construction Corp (hereinafter referred to as the provincial competent commerce department ):

(1)

An Application;

(2)

Voting result at the relevant shareholders’ meeting;

(3)

A statement on the share trading reform;

(4)

The sponsor’s opinions;

(5)

The legal opinions;

(6)

If any state share or state corporation share is involved, the approval documents of the administrative department of state-owned
asset administration on the disposal of the relevant non-tradable shares shall be submitted;

(7)

If a pledge is set on any share to be disposed of, the letter of agreement produced by the relevant pledgee shall be submitted; and

(8)

Other document as prescribed by any law or regulation.

The provincial competent commerce department shall, within 2 workdays as of the date of receipt of the application documents, transfer
them to the Ministry of Commerce, which will solicit the opinions of the CSRC within 2 workdays as of the date of receipt of the
documents. The CSRC shall make a confirmation of no demurral in writing to the Ministry of Commerce within 2 workdays. The Ministry
of Commerce shall, within 5 workdays, make a reply on the change of equity of a foreign-funded listed company according to law.

II.

The enterprise nature of and enterprise treatment for a foreign-funded listed company after a share trading reform

(1)

After a share trading reform scheme of a foreign-funded listed company is carried out, within the term wherein the holders of the
original foreign corporate shares promise not to sell any share (hereinafter referred to as the time limit for not selling shares),
a listed company will continue to hold the approval certificate of foreign-funded enterprises and enjoy the preferential treatment
as given to foreign-funded enterprises. As is the general principle, any change in proportion of foreign shares as incurred from
the share trading reform will not have any impact on the relevant existing policies of the listed company.

(2)

If, upon the expiration of the time limit for not selling shares, the holders of the original foreign corporate shares sell no shares,
the listed company will continue to hold the approval certificate of foreign-funded enterprises and enjoy the preferential treatment
as given to foreign-funded enterprises. Or

(3)

If, upon the expiration of the time limit for not selling shares, any shareholder of the original foreign corporate shares sells any
share thereof:

Where the proportion of foreign shares of a listed company is no less than 25% after the selling of foreign shares, the listed company
will continue to hold the approval certificate of foreign-funded enterprises and enjoy the preferential treatment as given to foreign-funded
enterprises.

Where the proportion of foreign shares of a listed company is no less than10% but nor more than 25%, as is incurred from selling of
the original foreign shares by any holder, the listed company will continue to hold the approval certificate of foreign-funded enterprises.
For the preferential treatment as given to foreign-funded enterprises that the company has enjoyed, the relevant formalities shall
be handled in accordance with the relevant provisions of such departments of taxation, Customs and foreign exchange administration.
Or

Where the proportion of foreign shares of a listed company is less than 10%, as is incurred from selling of the original foreign shares
by any holder, the listed company shall, within 3 workdays, go through the relevant alteration formalities with the relevant departments
such as the Ministry of Commerce and the administrative department for industry and commerce and may not hold the approval certificate
of foreign-funded enterprises any more.

III.

The strategic investment made by overseas investors in listed companies

According to the Guiding Opinions of China Securities Regulatory Commission on the Share Trading Reform of Listed Companies and the
relevant provisions on merger and acquisition by foreign capital, an overseas investor is allowed to make strategic investment in
a listed company. Where a listed that has gone through a share trading reform needs to attract any strategic investment from abroad
for the implementation of its development strategy, upon the approval of the relevant departments such as the Ministry of Commerce,
an overseas strategic investor may make purchase of shares of A-share of a listed company and promise to hold a certain proportion
(as is a general principle, the International Monetary Fund’s definition on foreign direct investment shall be referred to; in the
case of any clear provision thereon, it shall prevail). As to the procedures for examination and approval of the purchase of shares
of a listed company by an overseas investor as well as the management of share accounts, the measures for the administration thereof
shall be separately formulated by the Ministry of Commerce and the CSRC.

IV.

An A-share listed company with H-share or B-share that holds the approval certificate of foreign-funded enterprises may continue to
hold the approval certificate of foreign-funded enterprises after the share trading reform.

After the share trading reform, a foreign-funded listed company shall report any change of H-share proportion to the Ministry of Commerce
as required. The China Securities Depository and Clearing Corporation Limited shall provide the relevant services of data inquiry
according to the requirements of the Ministry of Commerce.

VI.

Any change of equities of a foreign-funded listed company that hasn’t gone through the share trading reform for the time being shall
be handled in light of the relevant provisions in force.

VII.

The power to interpret the present Circular shall reside in the Ministry of Commerce and the CSRC.

VIII.

The present Circular shall go into effect as of the date of promulgation.

Ministry of Commerce

China Securities Regulatory Commission

October 26, 2005

the Ministry of Commerce, China Securities Regulatory Commission
2005-10-26

INTERIM MEASURES FOR THE AUCTION AND SELL-OFF OF TAX-EXPIATED PROPERTIES

State Administration of Taxation

Order of the State Administration of Taxation of People’s Republic of China

No. 12

The Interim Measures for the Auction and Sell-off of Tax-expiated Properties, which were deliberated and adopted at the 1st executive
meeting of the State Administration of Taxation on January 13, 2005, are hereby promulgated and shall come into force as of July
1, 2005.

Director General of State Administration of Taxation, Xie Xuren

May 24, 2005

Interim Measures for the Auction and Sell-off of Tax-expiated Properties

Chapter I General Provisions

Article 1

For the purpose of regulating the auction and sell-off of tax-expiated properties in the coercive enforcement of tax collection, safeguarding
the tax income of the state and protecting the legitimate rights and interests of taxpayers, the present Measures are formulated
in accordance with the Law of the People’s Republic of China on the Administration of Tax Collection and the detailed rules for implementation
thereof and the relevant provisions of other laws and regulations.

Article 2

Where the taxation organ puts any tax-expiated property on auction or sell-off and uses the income as generated therefrom for paying
the taxes or late fees, the present Measures shall apply.

The term “auction” refers to the way of purchase by which the taxation organ entrusts tax-expiated properties to auction institutions
according to law and specific properties are transferred through public bidding to the bidder that offers the highest price.

The term ” sell-off” refers to the way of purchase by which the taxation organ entrusts tax-expiated properties to commercial enterprises
for sell off, orders relevant taxpayers to deal with tax-expiated properties within a limited period of time or appraise processing
at the current price to the tax-expiated properties.

The term “tax-expiated properties” refers to the commodities, goods, other properties or property rights which have been detained
or sealed up in the coercive enforcement of tax collection for the purpose of security interest according to law or which shall be
subject to coercive enforcement and the tax guaranty right has been setup according to relevant provisions by the taxation organ.

The term “the person against whom a judgment or order is executed” refers to such relative person of tax administration as the taxpayer,
withholding agency or tax guarantor.

Article 3

Any auction or sell-off of tax-expiated properties shall be carried out according to law. The principles of openness, impartiality,
fairness and efficiency shall be observed.

Article 4

The taxation organ shall carry out an auction or sell-off according to law under any of the following circumstances:

(1)

Where the tax fails to be paid on the expiration of time limit after tax revenue protection measures are taken;

(2)

Where the guaranteed tax fails to be paid on the expiration of the time limit after the tax payment is guaranteed,;

(3)

It fails to carry out the decision of taxation treatment according to the provisions within the time limit;

(4)

It fails to carry out the decision of reconsideration according to the provisions within the time limit;

(5)

It fails to carry out the decision on administrative sanctions of taxation according to the provisions within the time limit; or

(6)

It fails to pay the tax ordered to be paid within the time limit under any other circumstances.

As for any coercive enforcement under the circumstance of item (3), (4), (5) or (6), where there is any distrainment or sealing-up
before the auction or sell-off, the formalities for distrainment or sealing-up shall be gone through.

Article 5

The taxation organ shall determine the sequence of auctioning or selling off tax-expiated properties, with the principle of auction
being the priority:

(1)

Authorizing the auction institutions that are legally established for auctions;

(2)

For those properties that cannot be entrusted for auction and those are not suitable for auction, the taxation organ may entrust
a local commercial enterprise to sell the properties for it or order the person against whom a judgment or order is executed to deal
with them within a time limit;

(3)

For those properties that cannot be authorized to a commercial enterprise for any sale or be dealt with by the person against whom
a judgment or order is executed, the taxation organ shall appraise it at the current rate.

Any commodity, goods or any other properties that are prohibited by the state from free trade shall be delivered to the relevant entities
for purchase at the price as prescribed by the state.

Article 6

An auction or sell off of tax-expiated properties by the taxation organ shall be carried out in accordance with the following procedures:

(1)

Formulate an order of decision on auctioning or selling tax-expiated properties and distribute it to the person against whom a judgment
or order is executed upon the approval of the director general of the taxation bureau (branch) above the county level;

Those articles or property rights that are subject to approval before any assignment shall go through the formalities of examination
and approval before any auction or sale according to the provisions of laws and regulations.

(2)

Verify those commodities, goods or any other properties that require auction or sale. Before auction or sale, all the special receipts
of the detained commodities, goods and properties and the list of commodities, goods and properties sealed up shall be subject to
examination and the interest relation between the person against whom a judgment or order is executed and the tax-expiated properties
shall be verified, and consistency between those commodities, goods or any other properties to be auctioned or sold and the information
on the receipt and list shall be verified.

(3)

According to the sequence and procedures as prescribed by the present Measures to entrust the auction and sell off, fill out the
checklist of property for auction (sale), make an authorized auction contract with an auction institution, make an authorized sale
contract with an authorized commercial enterprise, distribute the notice of taxation to the person against whom a judgment or order
is executed and settle the money according to the provisions,.

(4)

Use the income gathered from auction or sell-off to pay for the expenses for distrainment, sealing-up and storage, which should be
legally borne by the person against whom a judgment or order is executed and pay for the expenses occurred in the process of auction
or sell-off;

(5)

Use the income gathered from auction or sell-off to pay for the taxes payable, late fees after the relevant expenses are paid and
pay for the fines according to relevant provisions.

(6)

Use the income gathered from auction or sell-off to pay for the expenses for distrainment, storage, auction, sale, etc. and pay for
the taxes payable and late fees, and the residual part shall be returned to the person against whom a judgment or order is executed
within 3 workdays.

(7)

The taxation organ shall inform the person against whom a judgment or order is executed to calculate all the incomes gathered from
auction or sell-off into the current sales income and file returns for all the current taxes payable.

Where the income from an auction or sell-off is not enough to pay for the taxes payable or late fees, the taxation organ shall continue
to demand the payment until it is fully paid.

Article 7

An auction or sell-off of tax-expiated properties shall be organized by the taxation bureau (branch) at the county level or above.
The sale of those commodities or goods that are fresh, easy to deteriorate or lapse may be organized by the taxation organ below
the county level upon the approval of the director general of the taxation bureau (branch) at or above the county level.

Article 8

The person against whom a judgment or order is executed shall be notified to be present on the site where an auction or sell-off of
tax-expiated properties is carried out. However, the absence of the person against whom a judgment or order is executed does not
affect the auction or sell-off.

Article 9

The taxation organ and the working personnel thereof shall not participate in any bidding or purchase of the commodities, goods or
any other properties auctioned or sold-off and shall not authorize any other person to do it either.

Chapter II Auction

Article 10

An auction shall be carried out by auction institution as designated by the people’s government of the province, autonomous region,
municipality directly under the Central Government and districted city where the property is located.

Article 11

The tax-expiated properties shall be entrusted to an evaluation and appraisal institution that is established according to law and
have the corresponding qualification for quality appraisal and price evaluation and the person against whom a judgment or order is
executed shall be informed of the result of the evaluation and appraisal except for those that have market prices or the prices of
which may be set by normal means,.

A reserve price shall be set for tax-expiated properties and determined through negotiation between the taxation organ and the person
against whom a judgment or order is executed. Where the negotiation fails to results in any agreement, the taxation organ shall
set the reserve price in light of the market price, leave factory price or appraisal price.

Article 12

The cultural relics authorized to be auctioned shall be subject to the appraisal and approval of the administrative department of
cultural relics according to law before the auction is carried out.

Article 13

The person against whom a judgment or order is executed shall explain the blemishes of the commodities, goods or any other properties
to the taxation organ and the taxation organ shall indicate the source of the auctioned subject matter and the blemishes it has
found to the auction institution.

Article 14

After an auction institution accepts the entrustment, it shall not re-entrust any other auction institution for auction without the
approval of the taxation organ that authorized the auction.

Article 15

The taxation organ shall authorize an auction within 10 days as of the day when the auction is decided.

Article 16

The taxation organ shall provide the following materials to an auction institution:

(1)

The entity certification of the taxation organ and the power of attorney that certifies the authorization for an auction;

(2)

The Decision on Auctioning (Selling-off) Tax-expiated Properties;

(3)

The checklist of properties for auction (sell-off );

(4)

The result of quality appraisal and price evaluation of the tax-expiated properties; and

(5)

Any other materials relating to auction.

Article 17

The taxation organ shall make an auction authorization contract with an auction institution in written form. The auction authorization
contract shall include the following contents:

(1)

Name, residence, and the name of the legal person of the taxation organ and the auction institution;

(2)

Name, specifications, quantity, quality, storage place or location, degree of depreciation or the serving term of the auctioned subject
matter;

(3)

Time, place of the auction, the time for the delivery or transfer of the auctioned subject matter, the way of announcement of the
auction and the expenses thereof;

(4)

The way of settlement of auction money and the time limit for payment;

(5)

Standard, the means and terms of payment for commissions;

(6)

Liabilities for breach; and

(7)

Any other matter as agreed on by both parties.

Article 18

Where an auction fails for the first time, the tax-expiated property may be sold out upon the agreement of the taxation organ and
the person against whom a judgment or order is executed through negotiation; in case the person against whom a judgment or order
is executed refuses to sell the tax-expiated property, a second auction shall be carried out. The real estate and cultural relics
shall go through a second auction.

Where the second auction fails again, the taxation organ shall sell the tax-expiated property so as to pay for the taxes payable,
late fees or penalties thereof.

After the first failure, the reserve price in the second auction shall not be any lower than two thirds of that in the previous auction.

Article 19

The taxation organ may handle the formalities for authorizing an auction by itself , otherwise the taxation organ at a higher level
may handle the formalities for auctioning on its behalf.

Chapter III Sell-off

Article 20

Any of the tax-expiated properties as listed below shall fall into the category that cannot be auctioned by the way of entrusting
or is unsuitable for auction, and may be delivered for sell-off to a local commercial enterprise as a surrogate or ordered to the
person against whom a judgment or order is executed for sell-off within a limited period of time :

(1)

Commodities and goods which are fresh or easy to deteriorate or lose efficacy;

(2)

Tax-expiated properties that have gone through the first or second auction which have failed both of them; or

(3)

Any other tax-expiated properties that are accepted by an auction institution.

Article 21

The price of the tax-expiated property to be sold shall refer to the market price or factory price of identical commodities and shall
be set in light of the principles of fairness, reasonableness and legality. The taxation organ shall negotiate with the person against
whom a judgment or order is executed on the issue whether or not to ask an appraisal institution to conduct any price evaluation.
Where the person against whom a judgment or order is executed regards it necessary, the taxation organ shall authorize an appraisal
institution to carry out an appraisal and determine the sales price in light of the evaluation price.

As for those commodities, goods or any other properties whose prices are determined by the government, the prices thereof shall be
set by the administrative department of prices in the government according to its pricing power and range thereof. As for those goods,
commodities or any other properties that are subject to the guiding prices of the government, the price thereof shall be determined
in light of the basis prices and the floating range thereof as prescribed by the pricing power and range.

For any tax-expiated property that has gone through an auction that fails, the sales price thereof shall not be lower than two thirds
of the reserve price in the latest auction.

Article 22

Where any tax-expiated property is entrusted to an commercial enterprise for sell-off, the commercial enterprise shall be verified
by the taxation organ at or above the county level and entrusting sell-off contract shall be concluded with it. The sales price
shall be set in light of the pricing method as prescribed in Article 21 of the present Measures. The authorized sale contract shall
include the following contents:

(1)

Name, residence, and the name of the legal person of the taxation organ and the commercial enterprise;

(2)

Name, specifications, quantity, quality, storage place or location, degree of depreciation or the serving term of the commodities,
goods or any other properties to be sold;

(3)

Time, place for the sell-off of commodities, goods and any other properties and the expenses thereof;

(4)

The way of settlement of sold-off money and the time limit for payment;

(5)

Liabilities of breach; and

(6)

Any other matter as agreed on by both parties.

Article 23

Where the commercial enterprise entrusted to sell any tax-expiated property fails to sell it out within 15 days, the taxation organ
shall check and verify the price for a second time and the commercial enterprise shall continue with the sale. The price as checked
and verified for a second time shall not be lower than two thirds of the price as checked and verified for the first time.

Article 24

For any tax-expiated property that cannot be entrusted to any commercial enterprise for sale or cannot be dealt with by the person
against whom a judgment or order is executed, the taxation organ shall sell it at the current price.

It shall fall into the category that cannot be entrusted to a commercial enterprise for sell-off under any of the following circumstances:

(1)

Where the taxation organ contacts and negotiates with two (or more) commercial enterprises but fails to reach any agreement of authorized
sale;

(2)

Where the taxation organ solicits a sales agent on news media, but no entity or person responds to the solicitation announcement
within 10 days as of the date of the announcement or there is someone who responds to the solicitation but both parties fail to reach
an agreement thereafter;

(3)

Where the commercial enterprise authorized to perform the sale as an agent fails to sell out the commodities, goods or any other properties
as entrusted by the taxation organ within 15 days as of the date when the prices are checked and verified for the second time.

The circumstance under which the person against whom a judgment or order is executed refuses to deal with it or fails to deal with
it within the prescribed period shall be both deemed as a failure.

Article 25

Where the taxation organ sells any tax-expiated property at the current price, the price shall not be lower than two thirds of the
price as set by the previous two ways of sale according to the principle as prescribed in Article 21 of the present Measures.

Before the taxation organ sells any tax-expiated property, it shall make an announcement in the tax handling service hall, on the
websites of the taxation organ and via the local news media, indicating such matters as name, specifications, quantity, quality,
degree of appreciation or service term, sales price and sales time. The sale shall be made 10 days after the announcement is publicized.

Where the sale fails to be fulfilled 10 days after the taxation organ carries out the sell-off, the taxation organ may check and
verify the price, announce and organize a second sale. The price checked and verified for the second time shall not be any lower
than two thirds of the price as set for the first time.

Where any tax-expiated property fails to be sold out after two times of pricing, it shall be sold out at a price that may be accepted
by the market.

Chapter IV Realization of Tax Money and Payment of Expenses

Article 26

The payment of the taxes payable, late fees and relevant expenses by the income gathered from auction or sale shall be made according
to the following sequences:

(1)

The expenses for auction or sale: the expenses that shall be borne by the person against whom a judgment or order is executed include
those expenses that occur in the activities of distrainment, sealing-up or auction or sale that shall be borne by the person against
whom a judgment or order is executed according to law, which are, to be specific, the storage expenses, warehouse expenses, freight
expenses, evaluation expenses, appraisal expenses, expenses for auction announcement, expenses for the delivery to the sales enterprise
and any other expenses that shall be borne by the person against whom a judgment or order is executed according to law.

Where the buyer of any auctioned article fails to take it according to the agreement, it shall bear the relevant storage expenses
as of the day when the auctioned article shall be taken.

(2)

Payable taxes and late fees

(3)

Penalties: The income as generated from auction or sale shall be paid for penalties under the following circumstances:

Where the person against whom a judgment or order is executed takes initiative to use the income gathered from an auction or sale
to pay for the penalties;

Where any goods, commodity whose value exceeds the taxes payable and that is inseparable or any other property is detained, sealed
up or auctioned as a whole and if the income as gathered from the auction is used to pay for the taxes payable and late fees, the
relevant penalties shall be paid together.

Where the person and against whom a judgment or order is executed engaging in production and operation fails to apply for an administrative
reconsideration or lodge any complaint to the people’s court against the decision of the taxation organ on penalties and refuses
to carry out the decision either, the taxation organ that makes the decision shall enforce the payment for penalties.

Article 27

Where an auction or sale is realized, the taxation organ shall , handle the formalities for turning over the taxes, late fees or
penalties into the state treasury within 3 workdays after it makes settlement and collects the relevant payment.

Article 28

Where there is any balance after the income as gathered from auction or sale is paid for the taxes payable, late fees or penalties,
the taxation organ shall return the balance to the person against whom a judgment or order is executed and shall inform the person
against whom a judgment or order is executed of accounting all incomes as gathered from the auction or sale into the current sales
income for filing tax returns to pay for all the current taxes within 3 workdays as of the date when the formalities for turning
over the taxes payable, late fees or penalties into the state treasury are handled,.

Article 29

After an auction or sell-off is concluded, the taxation organ shall formulate two copies of a notice of the result of the auction
and sell-off, and a checklist of the commodities, goods and properties that were auctioned, sold, detained or sealed up, with one
copy being kept in the taxation organ for archival filing and the other delivered to the person against whom a judgment or order
is executed.

Article 30

Where the person against whom a judgment or order is executed has paid the taxes payable and late fees before an auction or sale is
concluded, the taxation organ shall terminate the activities of auction or sale and return the commodities, goods or any other properties
to the person against whom a judgment or order is executed. the expenses that have occurred in the distrainment, sealing-up, storage
and auction or sale shall be borne by the person against whom a judgment or order is executed.

Where the person against whom a judgment or order is executed refuses to bear the relevant aforesaid expenses and continues an auction
or sale, the income as gathered from the auction or sale shall be used to pay for the expenses for distrainment, sealing-up and storage,
auction and sale that shall be borne by the person against whom a judgment or order is executed and the balance thereof shall be
returned to the person against whom a judgment or order is executed within 3 workdays by the taxation organ.

Article 31

Where any tax-expiated property cannot be auctioned or sold or is considered to be unsuitable for auction or sale upon appraisal or
evaluation, the taxation organ shall terminate the auction or sell-off and return the tax-expiated property to the person against
whom a judgment or order is executed.

Where the payment for the taxes payable by the income as gathered from auctioning or selling tax-expiated properties fails to be realized
after procedure of auction or sale completes, the taxation organ shall return the tax-expiated properties to the person against
whom a judgment or order is executed.

Where any tax-expiated property cannot be returned to the person against whom a judgment or order is executed, the taxation organ
shall reject the tax-expiated property upon the appraisal or notarization of the special appraisal institution or notarization.

The taxes payable, late fees and expenses payable that shall be paid by the person against whom a judgment or order is executed shall
be demanded by the taxation organ through other measures.

Chapter V Legal Liabilities

Article 32

In the course of an auction or sell-off, it is prohibited to apportion or collect any illegal expenses from the person against whom
a judgment or order is executed. Where any taxation functionary apportions or collects any illegal expenses from the person against
whom a judgment or order is executed in the course of an auction or sale, he shall be given an administrative punishment according
to law. Where any taxation organ or any of the personnel thereof participates in the bidding or purchase of the commodities, goods
or any other properties as auctioned or sold out, or entrusts any other person to do so, it/ he shall be given administrative punishment.

Article 33

Where any of the taxation personnel unlawfully auctions or sells any tax-expiated property, unlawfully sells any property that should
be auctioned, or directly sells any property that shall be sold by a commercial enterprise upon authorization or shall be dealt with
by the person against whom a judgment or order is executed by order, he shall be given an administrative punishment. Where there
is any loss to the person against whom a judgment or order is executed, the taxation organ that approves for the auction or sale
shall compensate for the immediate loss.

The taxation organ may demand part of or all the immediate loss from the person-in-charge and give an administrative punishment to
the person as held responsible for any malice or big fault.

Article 34

Where the taxation organ illegally causes any loss to those commodities, goods or any other properties as detained or sealed up,
it shall take charge of the compensation and may demand part of or all the immediate loss from the directly liable persons.

Article 35

Where the auction institution or commercial enterprise as entrusted by the a taxation organ carries out any auction or sell-off in
violation of the auction contract or sales contract, it shall be subject to breach liabilities as stipulated in the contract; where
there is no such articles in the contract, it shall be subject to the breach liabilities according to law; where a crime is committed,
it shall be subject to legal liabilities according to law.

Article 36

Where any tax-expiated property has been used as a guarantee but is concealed by the person against whom a judgment or order is executed
before being sealed up or detained, or there is any blemish or quality problem which is concealed by the person against whom a judgment
or order is executed, the expenses from the distrainment, sealing-up, auction or sale shall be borne by the person against whom a
judgment or order is executed, who shall be subject to legal liabilities as well.

Chapter VI Supplementary Provisions

Article 37

Where the taxation organ recovers the export tax refund gained by fraud from any taxpayer that engages in production and business
operations, it shall be governed by the present Measures.

Article 38

The documents regarding the coercive enforcement of an auction or sell-off shall be uniformly formulated by the State Administration
of Taxation.

Article 39

The present Measures shall come into force as of July 1, 2005.

Attachments:

1. Decision on Auctioning/Selling-off Tax-expiated Properties(Omitted)

2. Notice of the Result of Auction/Sell-off(Omitted)

3. Checklist of Commodities, Goods or Any Other Properties as Auctioned or Sold off(Omitted)

4. Notice of Returning Commodities, Goods or Any Other Properties(Omitted)

5. Checklist of Returned Commodities, Goods or Any Other Properties(Omitted)

State Administration of Taxation
2005-05-24

MEASURES FOR ADMINISTRATION OF THE SECTORAL STANDARDS OF THE CUSTOMS OF THE PEOPLES REPUBLIC OF CHINA

General Administration of Customs

Order of the General Administration of Customs

No. 140 [2005]

The Measures for Administration of the Sectoral Standards of the Customs of the Peoples Republic of China (for Trial Implementation),
which were adopted at the executive meeting of the General Administration of Customs on December 8, 2005, are hereby promulgated
and shall come into force as of February 1, 2006.

Director Mou Xinsheng

December 29, 2005

Measures for Administration of the Sectoral Standards of the Customs of the Peoples Republic of China

Chapter I General Provisions

Article 1

With a view to intensifying the management of sectoral standards of the customs and establishing a scientific and complete system
of customs standards, these Measures are formulated in accordance with the Customs Law of the Peoples Republic of China, the Standardization
Law of the Peoples Republic of China and other relevant laws and administrative regulations.

Article 2

For the uniform regulation of the business and information technology requirements the sectoral standards of the customs are standards
formulated within the customs sector.

Article 3

The sectoral standards of the customs are classified into customs business standards and customs information technology standards
(see Annex 1).

The customs business standards refer to the regulatory operating procedures and quantitative management measures concerned to all
businesses of the customs as well as the technological means and requirements adopted therefore, which mainly include the documentary
formats, code standards, test indicators, business norms and other standards.

The customs information technology standards refer to the norms of the use and management of all information resources of the customs,
which mainly include the standards on the information and network technologies, communication technologies, and information system
safety, etc.

Article 4

The sectoral standards code of the customs shall consist of the code of sectoral standards of customs , year code and standard sequential
number . The code of the sectoral standards of the customs is HS.

Article 5

The formulation of the sectoral standards of the customs should be in line with the pertinent laws and administrative regulations
concerning the work of the customs as well as the work of standardization, and should be accorded with the principle of being
scientific, reasonable and feasible.

The customs shall execute the compulsory national standards and actively adopt the corresponding international standards and recommended
national standards.

The sectoral standards of the customs should be in harmony with other sectoral standards.

Chapter II Management of Standards

Article 6

The Standardization Commission of the General Administration of Customs shall be the supreme decision-making management institution
for the sectoral standards of the customs, shall undertake the following duties:

(1)

To examine and approve the mid-term and long-term development plan on the sectoral standardization work of the customs;

(2)

To examine and approve the fundamental and comprehensive sectoral standards of customs; and

(3)

To coordinate and solve the serious problems occurring in the work relating to the sectoral standards of customs.

Article 7

The department of legal affairs of the General Administration of Customs shall be the competent department for the sectoral standards
of customs.

It shall be responsible for the management of the sectoral standards of customs and undertake the following duties:

(1)

To formulate and organize the implementation of the administrative measures on the sectoral standards of the customs and the relevant
management system;

(2)

To organize and formulate the planning and annual plans relating to the woks of the sectoral standards of customs, to establish and
perfect the system of sectoral standards of customs;

(3)

To organize and examine the sectoral standards of customs;

(4)

To examine, approve, and issue the sectoral standards of customs and report to the National Standardization Administrative Department
for archival purposes;

(5)

To organize the implementation of sectoral standards of customs and offer the guidance , the supervise and the inspection to the implementation
thereof, and coordinate and solve the relevant problems relating to the standardization work;

(6)

To organize the reexamine of the sectoral standards of customs; and

(7)

To organize the training, publicizing and international intercourse of the sectoral standards of customs.

The Scientific and Technological Department of the General Administration of Customs shall be responsible for the formulation, examination,
implementation and training on the customs information technology standards in the sectoral standards of customs.

Article 8

Each department of the General Administration of Customs shall undertake the following functions:

(1)

To propose the project establish application on sectoral standards of customs within the business scope of the department;

(2)

To draft sectoral standards of customs within the business scope of the department; and

(3)

To take charge of the real implementation, supervision and inspection of the sectoral standards of customs within the business scope
of the department.

Article 9

The customs office directly under the General Administration of Customs shall undertake the following functions:

(1)

To propose the demand for formulating the sectoral standards of customs;

(2)

To participate in the formulation of sectoral standards of customs upon entrustment by the General Administration of Customs; and

(3)

To take charge of the implementation, supervision and inspection of the sectoral standards of customs within the jurisdiction of
the customs office.

Chapter III Projects Establishment of Sectoral Standards of Customs

Article10

The work of Sectoral Standards of Customs. Shall adopt the annual project establishment system The period from March 1 of each year
to the last day of February of the next year shall be one working year of standardization. Prior to the start of each new working
year, each department of the General Administration of Customs shall, submit an application for project establishing of formulating
or amending of the sectoral standards of customs to the legal affairs department of the General Administration of Customs (See Annex
2). Such application shall contain the contents, project person-in-charge, responsible persons, time to finish the draft, and other
details of the standards to be established.

Article 11

The legal affairs department of the General Administration of Customs shall be responsible for organizing the examination of the received
applications for the establishment of projects of sectoral standards of customs , determining the projects of sectoral standards
of customs within the current year and the department responsible for drafting, and drafting the annual plan of standards projects
of the General Administration of Customs. After deliberation and approval by the Standardization Commission of the General Administration
of Customs, the annual work plan shall be announced (See Annex 3) in March of each year. During the course of determining the
annual work plan, the legal affairs department of the General Administration of Customs shall fully communicate and coordinate with
the departments applying for establishing the projects of sectoral standards of customs.

Article 12

An application for establishing a project of formulating or amending the sectoral standards of customs shall meet the following requirements:

(1)

To meet the actual needs in the work of customs;

(2)

There is no national standard or sectoral standard satisfying the corresponding needs, or the prevailing sectoral standards should
be revised; and

(3)

To belongs the management scope of sectoral standards system of customs.

Article 13

The annual plan on the sectoral standards of customs shall be executed strictly. If it is really necessary to supplement any project
during the midyear for any special reason, and if the project is qualified upon examination by the legal affairs department of the
General Administration of Customs and is approved by the leader in charge of the General Administration of Customs, it may be integrated
into the annual plan of sectoral standards project.

Article 14

With regard to the sectoral standards of customs listed into the annual plan on sectoral standards, the drafting department shall
finish the draft for approval inside the working year and shall submit it to the legal affairs department of the General Administration
of Customs for examination and approval. In the case of failure to finish the project within the working year for any special reason,
it may file a written application to the legal affairs department of the General Administration of Customs to carry it over to the
next working year.

Chapter IV The Formulation, Revision, Announcement and Implementation of Sectoral Standards of Customs

Article 15

According to the arrangement of the annual plan on the projects of standards, each department of the General Administration of Customs
shall be responsible for organizing work to draft out the sectoral standards of customs or amendments to the sectoral standards
of customs.

Article 16

The sectoral standards of customs shall comply with the national standards GB/T1 in the Guiding Rules of Standardization.

Article 17

The department responsible for drafting the sectoral standards of customs shall form a standards drafting team , and the team members
shall have the professional knowledge on law, the relevant specialty, technology and standardization. The drafting team shall be
responsible for draft out the standards, propose a draft for consulting opinions, explanation about the formulation of or amendments
the standards. The drafting department shall be responsible for sending the draft of standards for consulting opinions to the relevant
departments and units to consult their opinions and shall simultaneously formulate a summary report of opinions (See Annex 4). If
the standards item came down to the rights and obligations of the relative persons on customs administration, the opinions of the
relative persons on customs administration shall be consulted in a proper manner during the course of drafting.

Article 18

After the drafting department finishes the drafting work, it shall timely submit the draft for examination, explanations about the
formulation of or amendments to the standards, summary of the meeting for the examination of standards, summary of opinions and other
pertinent annexes to the legal affairs department of the General Administration of Customs for examination.

Article 19

The legal affairs department of the General Administration of Customs shall organize an examination team to examine the draft of sectoral
standards . The members of the examination team for sectoral standards of customs shall include legal experts, professionals, technicians
with qualified senior professional post , and managers who are familiar with the standardization work.

Article 20

The examination to the sectoral standards of customs shall proceed by way of examination meeting. The number of the members attending
the examination meeting shall not be less than 7. Discussions shall be made fully at the examination meeting. If it is necessary
to take a vote, it shall not be deemed adopted unless it is agreed upon by 3/4 of the members attending the meeting. A summary of
the examination meeting result shall be made, which shall faithfully state the opinions of all parties.

Article 21

The drafting department shall put the drafted sectoral standards of customs examined by the examination team in order for approval
and timely submit it and the summary of the examination meeting to the legal affairs department of the General Administration of
Taxation.

Article 22

The legal affairs department of the General Administration of Customs shall be responsible for the examination and approval of the
sectoral standards of customs. The core standards concerned the fundamental and overall situation shall first be examined and
verified by the legal affairs department of the General Administration of Customs, and then be submitted to the Standardization
Commission of the General Administration of Customs for approval. During the course of examination and verification, if the legal
affairs department of the General Administration of Customs believes that it is necessary to make important revisions or there is
any sharp divergence of opinions, it shall return the draft to the drafting department to seek the opinions again and to make the
revisions .

Article 23

During the course of formulating the sectoral standards of customs, the role of the sectoral associations, scientific and research
institutions and academic groups shall be brought into full play action and opinions of all parties shall be fully sought.

Article 24

The authorized sectoral standards of customs by examination and approval shall be numbered uniformly by the legal affairs department
of the General Administration of Customs and shall be announced in the form of pronunciamento of the General Administration of Customs.

Article 25

The legal affairs department of the General Administration of Customs shall, within 30 days after the announcement of sectoral standards
of customs, submit the already announced sectoral standards of customs, the explanations on the formulation or revision along with
the pronunciamento documents, to the competent department of national standardization for archival purposes.

Article 26

The sectoral standards of customs shall be strictly executed after they are announced. All departments of the General Administration
of Customs and all customs offices directly under the General Administration of Customs shall timely report the problems they find
when implementing the standards. to the legal affairs department of the General Administration of Customs

Chapter V Supplementary Provisions

Article 27

After the implementation of the sectoral standards of customs, the legal affairs department of the General Administration of Customs
shall organize the drafting department to review them in proper time. according to the changes of business and development of scientific
technologies. Usually the review cycle shall not be exceeded 5 years .

Article 28

Under any of the following circumstances, the relevant sectoral standards of customs shall be abolished:

(1)

The applicable environment or conditions for the standards does/do not exist any longer;

(2)

The corresponding national standards or new sectoral standards have already been promulgated;

(3)

The sectoral standards of customs are contrary to any newly promulgated law, regulation or rules; or

(4)

Any other circumstance under which the sectoral standards of customs shall be revised or abolished.

Article 29

The power to interpret these Measures shall remain with the General Administration of Customs.

Article 30

These Measures shall come into force as of February 1, 2006.

General Administration of Customs
2005-12-29

LAW OF THE PEOPLE’S REPUBLIC OF CHINA ON EXEMPTING FOREIGN CENTRAL BANK’S PROPERTIES IN CHINA FROM JUDICIAL ENFORCEMENT

the Standing Committee of the National People’s Congress

Order of the President of the People’s Republic of China

No. 41

The Law of the People’s Republic of China on Exempting Foreign Central Bank’s Properties in China From Judicial Enforcement, which
was adopted at the 18th session of the Standing Committee of the Tenth National People’s Congress of the People’s Republic of China
on October 25, 2005, are hereby promulgated and shall go into effect as of the day of its promulgation.

Hu Jintao, the President of the People’s Republic of China

October 25, 2005

Law of the People’s Republic of China on Exempting Foreign Central Bank’s Properties in China from Judicial Enforcement

Article 1

The People’s Republic of China grants to the properties of a foreign central bank the exemption of judicial enforcement in property
preservation and enforcement, except for properties on which the foreign central bank or its governments gives up exemption in writing,
or those properties are specially used in property preservation and enforcement.

Article 2

The “foreign central banks” as mentioned in the present Law refer to the central banks of foreign countries and regional economic
integration organizations, or those financial administrations exercising the functions of a central bank.

The “properties of a foreign central bank” as mentioned in the present Law refer to the cash, bills, bank deposits, securities, foreign
exchange reserves and gold reserves, as well as real estate and other properties of the said bank.

Article 3

In case a foreign country does not grant the exemption to the properties of the central bank of the People’s Republic of China or
the properties of financial administrative organs of special administrative regions of the People’s Republic of China, or grants
the exemption that is lower than that as prescribed in the present Law, the People’s Republic of China shall handle the matter in
accordance with the principle of reciprocity.

Article 4

The present Law shall go into effect as of the day of promulgation.

the Standing Committee of the National People’s Congress
2005-10-25

DECISION OF THE MINISTRY OF PERSONNEL, MINISTRY OF COMMERCE, AND THE STATE ADMINISTRATION FOR INDUSTRY AND COMMERCE ON AMENDING THE INTERIM PROVISIONS ON THE ADMINISTRATION OF SINO-FOREIGN JOINT EQUITY TALENT INTERMEDIARY ORGANIZATIONS

Ministry of Personnel, Ministry of Commerce, State Administration for Industry and Commerce

Order of the Ministry of Personnel, Ministry of Commerce, and State Administration for Industry and Commerce

No.5

The Decision of the Ministry of Personnel, Ministry of Commerce, and the State Administration for Industry and Commerce on Amending
the Interim Provisions on the Administration of Sino-foreign Joint Equity Talent Intermediary Organizations, which was adopted through
discussion at the executive meeting of the Ministry of Personnel, the executive meeting of the Ministry of Commerce, and the executive
meeting of the State Administration for Industry and Commerce, is hereby promulgated, and shall come into force 30 days as of the
day of its promulgation.

Minister of the Ministry of Personnel, Zhang Bailin

Minister of the Ministry of Commerce Bo Xilai

Director General of the State Administration for Industry and Commerce, Wang Zhongfu

May 24, 2005

Decision of the Ministry of Personnel, Ministry of Commerce, and the State Administration for Industry and Commerce on Amending the
Interim Provisions on the Administration of Sino-foreign Joint Equity Talent Intermediary Organizations

In accordance with the Administrative License Law of the People’s Republic of China, we make the following amendments to the Interim
Provisions on the Administration of Sino-foreign Joint Equity Talent Intermediary Organizations (Order No.2 of the Ministry of Personnel,
Ministry of Commerce, State Administration for Industry and Commerce), which were promulgated on September 4, 2003:

A paragraph shall be inserted into Article 7 as paragraph 2: “In particular, as for a Sino-foreign joint equity talent intermediary
organization, which is established by a talent intermediary organization established upon the license of the administrative department
of personnel of the State Council jointly with a foreign party, the written approval of the administrative department of personnel
of the State Council shall be obtained for the establishment.”

Paragraph 1 of Article 8 shall be revised as: “An application for the establishment of a Sino-foreign joint equity talent intermediary
organization may be filed with the administrative department of personnel of the people’s government at a province, autonomous region,
or municipality directly under the Central Government through letter, telegraph, telex, facsimile, electronic data interchange, email,
and other ways. The application documents shall contain the following contents”.

Article 9 shall be revised as: “The administrative department of personnel of the people’s government of the province, autonomous
region, or municipality directly under the Central Government shall complete the examination within 20 days as of the day of receipt
of the application report for the establishment of a Sino-foreign joint equity talent intermediary organization, In case it cannot
make a decision within 20 days, the time limit may be extended for another10 days upon the approval of the principal of the administrative
department itself, and the applicant shall be notified of the reasons for such an extension.

If it grants the approval, it shall issue the License for Talent Intermediary Service (hereinafter referred to as the License) to
the applicant within 10 days as of the day of making the decision, and shall file it with the administrative department of personnel
of the State Council for the record; if no approval is granted, the applicant shall be notified in writing of the reasons therefore.

The department of examination and approval shall publicize on the governmental website the procedures and time limit for examination
and approval, the directory of all the materials need to be submitted, the directory of the Sino-foreign joint equity talent intermediary
organizations established upon approval, and other information.”

Paragraph 2 of Article 15 shall be revised as: “The administrative department of personnel of the people’s government of a province,
autonomous region, or municipality directly under the Central Government shall, according to law, conduct inspection or spot-check
on any Sino-foreign joint equity talent intermediary organization established upon its approval, and may consult or require it to
submit the relevant documents. The Sino-foreign joint equity talent intermediary organization shall accept the inspection and spot-check
and faithfully provide the relevant information and materials. The administrative department of personnel of the people’s government
of a province, autonomous region, or municipality directly under the Central Government shall report the inspection or spot-check
result to the administrative department of personnel of the State Council, and publicize the result.”

Article 16 shall be revised as: “Where a Sino-foreign joint equity talent intermediary organization does not lawfully accept inspection
or spot-check, fails to go through formalities for alteration of license as required, or provides false information or takes other
means to cheat the employers and job hunters, the administrative department of personnel of the people’s government of the province,
autonomous region, or municipality directly under the Central Government at its locality shall give it a warning, and impose upon
it a fine of less than RMB 10,000 Yuan; if the circumstance are serious, and there is illegal gains, it shall impose upon it a fine
of not more than three times of the illegal gains, which may not exceed RMB 30,000 Yuan at the maximum.”

Article 19 shall be revised as: “The present Provisions shall be followed for the joint equity talent intermediary organizations
established by investors of Hong Kong Special Administrative Region, Macao Special Administrative Region, and Taiwan region.

For a joint equity talent intermediary organization established in the Mainland by a service provider from Hong Kong or Macao, the
minimum registered capital shall be 125,000 US dollars, and the proportion of equity owned by it may not exceed 70%; the Mainland
party to the joint equity shall be a talent intermediary organization that has established for more than one year.

The service providers from Hong Kong or Macao in the present Provisions shall conform to the definition of and the relevant provisions
on the “Service Providers” in the Mainland/Hong Kong Closer Economic Partnership Arrangement and the Mainland/Macao Closer Economic
Partnership Arrangement respectively.”

The present Decision shall come into force 30 days as of the day of its promulgation.

The Interim Provisions on the Administration of Sino-foreign Joint Equity Talent Intermediary Organizations shall be amended accordingly
in light of the present Decision, and shall be promulgated once again.

Ministry of Personnel, Ministry of Commerce, State Administration for Industry and Commerce
2005-05-24

1...8910...28 Page 9 of 28

2005

AMENDMENT TO THE CRIMINAL LAW OF THE PEOPLE’S REPUBLIC OF CHINA

DONATIONS FOR PUBLIC WELFARE LAW

ANNOUNCEMENT NO.116, 2005 OF MOFCOM, GAC, SEPA, RELEASING LIST OF GOODS PROHIBITED FROM EXPORTING (6TH BATCH) AND GOODS PROHIBITED FROM IMPORTING (3RD BATCH)

NOTICE OF THE STATE ADMINISTRATION OF TAXATION ON THE ISSUES RELATING TO THE VALUED-ADDED TAX OF ITS COMMON TAXPAYER IN FORWARD BUSINESS

DECISION OF THE GENERAL ADMINISTRATION OF CUSTOMS ON AMENDING THE PROVISIONS OF THE CUSTOMS OF THE PEOPLE’S REPUBLIC OF CHINA ON EXECUTING THE RULES OF ORIGIN FOR TRADE IN GOODS UNDER THE MAINLAND/HONG KONG CLOSER ECONOMIC PARTNERSHIP ARRANGEMENT

CIRCULAR OF MOF AND SAT CONCERNING THE MEASURES OF COLLECTION BEFORE RETURN FOR THE VAT, BUSINESS TAX AND CONSUMPTION TAX RELATED TO POLICY ON CITY MAINTENANCE AND CONSTRUCTION TAX AND EDUCATIONAL SURCHARGE

DECISION OF THE GENERAL ADMINISTRATION OF CUSTOMS ON AMENDING THE PROVISIONS OF THE CUSTOMS OF THE PEOPLE’S REPUBLIC OF CHINA ON CARRYING OUT THE RULES OF ORIGIN FOR TRADE IN GOODS UNDER THE MAINLAND/HONG KONG CLOSER ECONOMIC PARTNERSHIP ARRANGEMENT

CIRCULAR OF THE MINISTRY OF COMMERCE AND CHINA SECURITIES REGULATORY COMMISSION CONCERNING THE RELEVANT ISSUES ON THE ADMINISTRATION OF FOREIGN INVESTMENT IN THE SHARE TRADING REFORM OF LISTED COMPANIES

INTERIM MEASURES FOR THE AUCTION AND SELL-OFF OF TAX-EXPIATED PROPERTIES

MEASURES FOR ADMINISTRATION OF THE SECTORAL STANDARDS OF THE CUSTOMS OF THE PEOPLES REPUBLIC OF CHINA

LAW OF THE PEOPLE’S REPUBLIC OF CHINA ON EXEMPTING FOREIGN CENTRAL BANK’S PROPERTIES IN CHINA FROM JUDICIAL ENFORCEMENT

DECISION OF THE MINISTRY OF PERSONNEL, MINISTRY OF COMMERCE, AND THE STATE ADMINISTRATION FOR INDUSTRY AND COMMERCE ON AMENDING THE INTERIM PROVISIONS ON THE ADMINISTRATION OF SINO-FOREIGN JOINT EQUITY TALENT INTERMEDIARY ORGANIZATIONS

CONSTITUTION ACT, 1982 – page 22

CONSTITUTION ACT, 1982 – page 21

CONSTITUTION ACT, 1982 – page 20

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