JUDGES LAW

Judges Law of the People’s Republic of China



	(Adopted at the 12th Meeting of the Standing Committee of the Eighth National People’s Congress on February 28, 1995, promulgated by Order No. 38 of the President of the People’s Republic of China on February 28, 1995, and amended in accordance with the Decision on Amending the Judges Law of People’s Republic of China adopted at the 22nd Meeting of the Standing Committee of the Ninth National People’s Congress on June 30, 2001) Contents Chapter I General Provisions Chapter II Functions and Duties Chapter III Obligations and Rights Chapter IV Qualifications for a Judge Chapter V Appointment and Removal Chapter VI Posts to Be Avoided Chapter VII Grades of Judges Chapter VIII Appraisal Chapter IX Training Chapter X Awards Chapter XI Punishment Chapter XII Salary, Insurance and Welfare Chapter XIII Resignation and Dismissal Chapter XIV Retirement Chapter XV Petition and Complaint Chapter XVI Commission for Examination and Assessment of Judges Chapter XVII Supplementary Provisions Chapter I General Provisions Article 1 This law is enacted in accordance with the Constitution to enhance the quality of judges, to strengthen the administration of judges, and to ensure that the People’s Courts independently exercise judicial authority according to law, that judges perform their functions and duties according to law and that law is administered impartially. Article 2 Judges are judicial persons who exercise the judicial authority of the State according to law, and they include the presidents, vice-presidents, members of judicial committees, chief judges and associate chief judges of divisions, judges and assistant judges of the Supreme People’s Court, local People’s Courts at various levels and special People’s Courts such as military courts. Article 3 Judges shall faithfully implement the Constitution and laws, and serve the people wholeheartedly. Article 4 Judges, when performing their functions and duties according to law, shall be protected by law. Chapter II Functions and Duties Article 5 The functions and duties of a judge are as follows : (1) to take part in a trial as a member of a collegial panel or to try a case alone according to law; and (2) to perform other functions and duties as provided by law. Article 6 Presidents, vice-presidents, members of judicial committees, and chief judges and associate chief judges of divisions shall, in addition to the judicial functions and duties, perform other functions and duties commensurate with their posts. Chapter III Obligations and Rights Article 7 Judges shall perform the following obligations: (1) to strictly observe the Constitution and laws; (2) to take facts as the basis and laws as the criterion when trying cases, to handle cases impartially, and not to bend the law for personal gain; (3) to protect the litigation rights of the participants in proceedings according to law; (4) to safeguard the State interests and public interests, and to safeguard the lawful rights and interests of natural persons, legal persons and other organizations; (5) to be honest and clean, faithful in the discharge of duties, to observe discipline and professional ethics; (6) to keep State secrets and the secrets of judicial work; and (7) to accept legal supervision and supervision by the masses. Article 8 Judges shall enjoy the following rights: (1) to have the power and working conditions which are essential to the performance of the functions and duties of judges; (2) to brook no interference from administrative organs, public organizations or individuals in trying cases according to law; (3) to be not removed, demoted or dismissed from the post, and to be not given a sanction, without statutory basis and without going through statutory procedures; (4) to be remunerated for work and to enjoy insurance and welfare benefits; (5) to enjoy safety of the person, property and residence as ensured by law; (6) to receive training; (7) to lodge petitions or complaints; and (8) to resign their posts. Chapter IV Qualifications for a Judge Article 9 A judge shall possess the following qualifications: (1) to be of the nationality of the People’s Republic of China; (2) to have reached the age of 23; (3) to endorse the Constitution of the People’s Republic of China; (4) to have fine political and professional quality and to be good in conduct; (5) to be in good health; and (6) to have worked in law for at least two years in the case of a graduate from a four-year course in the law specialty of an institution of higher education or a graduate from a four-year course in a non-law specialty of such an institution who possesses the professional knowledge of law, and to have worked in law for at least three years in the case of the said graduate to be appointed judge of a Higher People’s Court or the Supreme People’s Court; to have worked in law for at least one year in the case of a person holding a Master of Law degree or Doctor of Law degree; or a person holding a master’s degree or doctor’s degree of non-law specialty who possesses the professional knowledge of law, and to have worked in law for at least two years in the case of the said person to be appointed judge of a Higher People’s Court or the Supreme People’s Court. The judicial persons who, before this Law is implemented, do not possess the qualifications as provided by sub-paragraph (6) of the preceding paragraph shall receive training. The specific measures shall be formulated by the Supreme People’s Court. Where it is really difficult to apply the provisions in sub-paragraph (6) of the first paragraph regarding the academic qualifications, such qualifications for judges may, upon examination and approval by the Supreme People’s Court and within a limited period of time, be relegated to include graduates from a two-or-three-year course in the law specialty of an institution of higher education. Article 10 None of the following persons may hold the post of a judge: (1) persons who have been subjected to criminal punishment for commission of a crime; or (2) persons who have been discharged from public employment. Chapter V Appointment and Removal Article 11 A judge shall be appointed or removed from the post in accordance with the limit of authority for, and procedures of, appointment or removal as prescribed by the Constitution and laws. The President of the Supreme People’s Court shall be elected or removed by the National People’s Congress. The vice-presidents, members of the judicial committee, chief judges and associate chief judges of divisions and judges shall be appointed or removed by the Standing Committee of the National People’s Congress upon the suggestions of the President of the Supreme People’s Court. The presidents of the local People’s Courts at various levels shall be elected or removed by the local People’s Congress at various levels. The vice-presidents, members of the judicial committees, chief judges and associate chief judges of divisions and judges shall be appointed or removed by the standing committees of the people’s congresses at the corresponding levels upon the suggestions of the presidents of those courts. The appointment or removal of the presidents of the Intermediate People’s Courts set up in prefectures of the provinces or autonomous regions or set up in the municipalities directly under the Central Government shall be decided on by the standing committees of the people’s congresses of provinces, autonomous regions or municipalities directly under the Central Government on the basis of the nominations made by the respective councils of chairmen. The vice-presidents, members of the judicial committees, chief judges and associate chief judges of divisions and judges shall be appointed or removed by the standing committees of the people’s congresses of the provinces, autonomous regions or municipalities directly under the Central Government upon the suggestions of the presidents of the Higher People’s Courts. The presidents of the local People’s Courts at various levels set up in the national autonomous areas shall be elected or removed by the people’s congresses at various levels of the national autonomous areas. The vice-presidents, members of the judicial committees, chief judges and associate chief judges of divisions and judges shall be appointed or removed by the standing committees of the people’s congresses at the corresponding levels upon the suggestions of the presidents of those courts. The assistant judges of the People’s Courts shall be appointed or removed by the presidents of the courts where they work. The measures for the appointment or removal of the presidents, vice-presidents, members of the judicial committees, chief judges and associate chief judges of divisions and judges of the Special People’s Courts such as the military courts shall be formulated by the Standing Committee of the National People’s Congress separately. Article 12 Persons to be appointed judges for the first time shall be selected, through strict examination and appraisal, from among those who have passed the uniform national judicial examination and who are the best qualified for the post, in conformity with the standards of having both ability and political integrity. Persons to be appointed presidents or vice-presidents of People’s Courts shall be selected from among the best judges and other people who are best qualified for the post. Article 13 If a judge is found to be in any of the following circumstances, a suggestion shall be submitted according to law for his or her removal from the post: (1) having forfeited the nationality of the People’s Republic of China; (2) having been transferred out of a court; (3) having no need to maintain his or her original post after a change of post; (4) being determined to be incompetent in the post through appraisal; (5) being unable to perform the functions and duties of a judge for a long period of time due to poor health; (6) having retired from the post; (7) having resigned the post, or having been dismissed; or (8) being disqualified from continuing to hold the post because of violation of discipline or law or commission of a crime. Article 14 Once the organ discovers that the appointment of a person as judge made by it is in violation of the provisions of this Law governing the qualifications for judges, it shall revoke the appointment. Where a court at a higher level discovers that the appointment of a judge made by a court at a lower level is in violation of the provisions governing the qualifications for judges, the former shall suggest to the latter that it revoke the appointment in accordance with law or that the it, in accordance with law, suggest to the standing committee of the people’s congress at the same level that it revoke the appointment. Article 15 No judges may concurrently be members of the standing committees of the people’s congresses, or hold posts in administrative organs, procuratorial organs, enterprises or institutions, or serve as lawyers. Chapter VI Posts to Be Avoided Article 16 Judges who are connected by husband-wife relationship, or who are directly related by blood, collaterally related within three generations, or closely related by marriage may not, at the same time, hold the following posts: (1) the president, vice- presidents, members of the judicial committee, chief judges or associate chief judges of divisions in the same People’s Court; (2) the president, vice-presidents, judges or assistant judges in the same People’s Court; (3) the chief judge, associate chief judges, judges or assistant judges in the same division; or (4) presidents or vice-presidents of the People’s Courts at the levels next to each other. Article 17 No judge may, within two years after leaving his or her post from a People’s Court, serve as an agent ad litem or a defender in the capacity of a lawyer. No judge may, after leaving his or her post from a People’s Court, serve as an agent ad litem or a defender in a case being handled by the court where he or she previously held a post. No spouse or children of a judge may serve as an agent ad litem or a defender in a case being handled by the court where the judge holds a post. Chapter VII Grades of Judges Article 18 Judges are divided into twelve grades. The President of the Supreme People’s Court is the Chief Justice, and judges from the second to the twelfth grade are composed of associate justices, senior judges and judges. Article 19 Grades of judges shall be determined on the basis of their posts, their actual working ability and political integrity, their professional competence, their achievements in judicial work and their seniority. Article 20 Measures for the establishment of the grades and for their evaluation and promotion shall be formulated separately by the State. Chapter VIII Appraisal Article 21 Appraisal of judges shall be conducted by the People’s Courts the judges belong to. Article 22 The appraisal of judges shall be carried out objectively and impartially, through the combined efforts of the leaders and masses, and routinely and annually. Article 23 The appraisal of judges shall include their achievements in judicial work, their ideological level and moral character, their competence in judicial work and their mastery of law theories, their attitude in and style of work. However, emphasis shall be laid on their achievements in judicial work. Article 24 The results of the annual appraisal shall fall into three grades: excellent, competent and incompetent. The results of appraisal shall be taken as the basis for award, punishment, training, removal or dismissal of a judge, and for readjustment of his or her grade and salary. Article 25 A judge shall be informed of the result of the appraisal in written form. If the judge disagrees with the result, he or she may apply for reconsideration. Chapter IX Training Article 26 Theoretical and professional training for judges shall be carried out in a planed way. The principles of integrating theory with practice, giving lectures in light of the needs, and emphasizing practical results shall be applied in the training of judges. Article 27 The judges colleges and universities of the State and other institutions for training judges shall, in accordance with relevant regulations, undertake the task of training judges. Article 28 The results of the studies of judges and appraisals made during their training shall be taken as one of the bases for their appointment and promotion. Chapter X Awards Article 29 Judges who have made significant achievements and contributions in judicial work, or performed other outstanding deeds shall be rewarded. The principle of combining moral encouragement with material reward shall be applied in rewarding judges. Article 30 Judges who have any of the following achievements to their credit shall be rewarded: (1) having achieved notable successes in enforcing laws and handling cases impartially; (2) having accumulated rich experience in judicial practice that may serve as a guide in judicial work; (3) having made proposals for the reform of judicial work that have been adopted and have produced remarkable results; (4) having performed outstanding deeds in safeguarding the interests of the State, the collective and the people against heavy losses; (5) having performed outstanding deeds by bravely fighting against illegal or criminal acts; (6) having made judicial proposals that have been adopted and have produced remarkable results, or having scored outstanding successes in publicizing the importance of the legal system and guiding the work of the people’s mediation committees; (7) having scored outstanding achievements in protecting State secrets and secrets of judicial work; or (8) having performed other meritorious deeds. Article 31 The awards include: Citation for Meritorious Deeds, Merit Citation Class III, Merit Citation Class II, Merit Citation Class I, and a post_title of honour. The awards shall be authorized and procedures gone through in accordance with relevant regulations. Chapter XI Punishment Article 32 No judge may commit any of the following acts: (1) to spread statements damaging the prestige of the State; to join illegal organizations; to take part in such activities as assembly, procession and demonstration against the State; and to participate in strikes; (2) to embezzle money or accept bribes; (3) to bend law for personal gain; (4) to extort confessions by torture; (5) to conceal or falsify evidence; (6) to divulge State secrets or secrets of judicial work; (7) to abuse functions and powers; and to infringe upon the lawful rights and interests of natural persons, legal persons or other organizations; (8) to neglect his or her duty so as to wrongly judge a case or to cause heavy losses to the party concerned; (9) to delay the handling of a case so that work is adversely affected; (10) to take advantage of the functions and powers to seek gain for himself or herself or other people; (11) to engage in profit-making activities; (12) to meet the party concerned or his or her agent without authorization and attend dinners or accept presents given by the party concerned or his or her agent; or (13) to commit other acts in violation of law or discipline. Article 33 A judge who has committed any of the acts listed in Article 32 of this Law shall be given sanctions; if the case constitutes a crime, he or she shall be investigated for criminal responsibility in accordance with law. Article 34 The sanctions include: a disciplinary warning, a demerit recorded, a grave demerit recorded, demotion, dismissal from the post and discharge from public employment. The salary of a judge who has been dismissed from the post shall at the same time be reduced and his or her grade be demoted. Article 35 A sanction shall be authorized and procedures gone through in accordance with relevant regulations. Chapter XII Salary, Insurance and Welfare Article 36 The salary system and scales for judges shall, in light of the characteristics of judicial work, be formulated by the State. Article 37 The system under which the salaries of judges are increased regularly shall be practiced. The salary of a judge who has been confirmed through appraisal as being excellent or competent may be raised in accordance with regulations; the salary of a judge who has made special contributions may be raised in advance in accordance with regulations. Article 38 Judges shall enjoy judicial allowances, regional allowances and other allowances and insurance and welfare benefits as prescribed by the State. Chapter XIII Resignation and Dismissal Article 39 If a judge requests resignation, he or she shall present an application in written form before he or she shall be removed in accordance with the procedures as provided by law. Article 40 A judge shall be dismissed if he or she is found to be in any of the following circumstances: (1) to be confirmed by annual appraisal as being incompetent for two successive years; (2) to be unqualified for the present post and decline to accept other assignments; (3) to refuse to accept reasonable transfer, which is necessitated by restructuring of the judicial organ or reduction of the size of the size of the staff; (4) to have stayed away from work without leave or to have overstayed his or her leave without good reason for fifteen days or more in succession, or for thirty days or more in a year aggregated; or (5) to fail to perform a judge’s duty, and make no rectification after criticism. Article 41 A judge who is dismissed shall be removed from the post in accordance with the procedures as provided by law. Chapter XIV Retirement Article 42 The retirement system regarding judge shall, in light of the characteristics of judicial work, be formulated separately by the State. Article 43 After retirement judges shall enjoy the insurance of old-age pension and other benefits as prescribed by the State. Chapter XV Petition and Complaint Article 44 If a judge disagrees with the sanction given to him or her or the disposition of his or her case by a People’s Court, he or she may, within 30 days from the date of receiving the decision on the sanction or disposition, apply for reconsideration to the organ which gave the sanction or disposed of the case and shall have the right to appeal to the organ at a level higher than the organ which gave the sanction or disposed of the case. The organ that receives the appeal must make a decision on it in accordance with regulations. During the period of reconsideration or petition, execution of the decision on a sanction or disposition made with regard to a judge shall not be suspended. Article 45 If a State organ or any of its functionaries commits an act infringing upon the rights of a judge as provided by Article 8 of this Law, the judge shall have the right to make a complaint. If an administrative organ, a public organization or an individual interferes in a case that a judge is trying according to law, that organ, organization or individual shall be investigated for responsibility according to law. Article 46 The petition or complaint made by a judge shall be true to facts. If a judge makes up a story or lodges a false accusation against an innocent person, he or she shall be investigated for responsibility according to law. Article 47 Where the sanction given to a judge or the disposition of hie or her case is wrong, it shall be put right without delay; if it has damaged the judge’s reputation, the reputation shall be rehabilitated, the ill effects shall be eliminated and an apology shall be made; if it has caused financial losses to the judge, compensations shall be made. The persons who are directly responsible for retaliation shall be investigated for responsibility according to law. Chapter XVI Commission for Examination and Assessment of Judges Article 48 A People’s Court shall establish a commission for examination and assessment of judges. The functions and duties of a commission for examination and assessment of judges are to guide the training, examination, appraisal and assessment of judges. Specific measures in this regard shall be formulated separately. Article 49 The number of persons on a commission for examination and assessment of judges shall be five to nine. The chairman of a commission for examination and assessment of judges shall be assumed by the president of the court it belongs to. Chapter XVII Supplementary Provisions Article 50 In light of the need of judicial work, the Supreme People’s Court may shall, in conjunction with the relevant departments, formulate measures to fix the proportion of judges to other staff members in the People’s Courts at different levels. Article 51 The State institutes a uniform judicial examination system for persons to be appointed judges or procurators for the first time, or to obtain the qualifications for lawyer. The judicial administration department under the State Council shall, in conjunction with the Supreme People’s Court and the Supreme People’s Procuratorate, formulate implementation measures for judicial examination. The judicial administration department under the State Council shall take charge of the implementation of the measures. Article 52 The executors of the People’s Courts shall be administered with reference to the relevant provisions of this Law. Measures for the administration of the clerks of the People’s Courts shall be formulated by the Supreme People’s Court. The administrative judicial personnel of the People’s Courts shall be administered in accordance with the relevant regulations of the State. Article 53 This law shall go into effect as of July 1, 1995.

CIRCULAR OF THE STATE ADMINISTRATION FOR INDUSTRY AND COMMERCE ON PROMPT AND EFFICIENT COMPLETION OF BUSINESS REGISTRATION CANCELLATION PROCEDURES

The State Administration for Industry and Commerce

Circular of the State Administration for Industry and Commerce on Prompt and Efficient Completion of Business Registration Cancellation
Procedures

GongShangQiZi [2001] No.238

August 29,2001

Administrations for industry and commerce in various provinces, autonomous regions, municipalities directly under the Central Government:

In recent years, some local governments have closed and repealed some enterprises in succession. Some enterprises lacking in adequate
knowledge of related enterprise registration administration laws and regulations did not duly complete the registration cancellation
procedures with competent authorities upon completion of their liquidation work, resulting in delayed cancellation of some enterprises.
To prevent similar problems from reoccurring, this circular on issues of enterprise registration cancellation is given as follows:

Each local administration of industry and commerce should conduct a special review of the enterprises which competent government authorities
have decided to close and repeal but whose registration still remains short of cancellation. As for enterprises that should have
cancelled their registration, related departments should be urged for prompt completion of the procedures. As for enterprises who
fail to complete the registration cancellation procedures due to unfinished settlement of their equity and liabilities, competent
departments of the enterprises and the liquidation group should be urged to speed up the settlement of equity and liabilities. Businesses
failing to effect the registration cancellation procedures on other grounds should actively coordinate with related departments to
find solutions to the impeding difficulties.

II.

Each local administration of industry and commerce should report this matter to the provincial, autonomous region or municipal government
for guidance on and support for its work in this regard and carefully implement the review of enterprises canceling their registration.

The State Administration for Industry and Commerce
2001-08-29

INTERIM PROVISIONS ON THE ADMINISTRATION OF CHINESE-FOREIGN JOINT VENTURE AND CHINESE-FOREIGN COOPERATIVE JOB INTERMEDIARY INSTITUTIONS

The Ministry of Labor and Social Security, the State Administration for Industry and Commerce

Decree of the Ministry of Labor and Social Security and the State Administration for Industry and Commerce

No.14

The Interim Provisions on the Administration of the Establishment of Chinese-foreign Joint Venture and Chinese-foreign Cooperative
Job Intermediary Institutions have been adopted at the 7th executive meeting of the Ministry of Labor and Social Security (MLSS)
on May 8, 2001 and, upon the consent of the Ministry of Foreign Trade and Economic Relations (MOFTEC), are hereby promulgated for
implementation as of December 1, 2001.

Minister of the Ministry of Labor and Social Security: Zhang Zuoji

Director of the State Administration for Industry and Commerce (SAIC): Wang Zhongfu

October 9, 2001

Interim Provisions on the Administration of Chinese-foreign Joint Venture and Chinese-foreign Cooperative Job Intermediary Institutions

Article 1

These Provisions have been formulated in accordance with the Labor Law, the Law on Chinese-foreign Equity Joint Enterprises and the
Law on Chinese-foreign Cooperative Enterprises for the purpose of standardizing the establishment of Chinese-foreign joint venture
and Chinese-foreign cooperative job intermediary institutions and protecting the lawful rights and interests of the job seekers and
the employing entities.

Article 2

These Provisions shall be observed in the establishment of Chinese-foreign joint venture and Chinese-foreign cooperative institutions
for the purpose of job intermediary activities.

Article 3

The administrative departments of labor and social security, the administrative departments of foreign trade and economic cooperation
and the administrations for industry and commerce shall, within their respective functions and duties, be responsible for the approval,
registration, administration, supervision and inspection of Chinese-foreign joint venture and Chinese-foreign cooperative job intermediary
institutions.

In order to set up a Chinese-foreign joint venture and Chinese-foreign cooperative job intermediary institution, the approval of the
administrative department of labor and social security of the people’s government on the provincial level (hereinafter referred to
as labor and social security department) and the administrative department of foreign trade and economic cooperation shall be obtained
and registration shall be gone through at the local administration for industry and commerce of the place where the enterprises is
to be situated that is authorized by the SAIC. No solely foreign-capital job intermediary institution may be established.

The representative offices of foreign enterprises in China and the foreign chambers of commerce established in China may not engage
in any job intermediary activities.

Article 4

The Chinese-foreign joint venture and Chinese-foreign cooperative job intermediary institutions shall carry out their business activities
on the basis of law, and their lawful business activities shall be subject to the protection of Chinese law.

Article 5

A Chinese-foreign joint venture or Chinese-foreign cooperative job intermediary institution may be engaged in any and all of the following
businesses:

providing intermediary services to the job seekers and employing entities both at home and abroad;

providing services in employment guidance and consultation;

collecting and distributing information about the labor markets;

holding job fairs after obtaining the consent of the department of labor and social security on the provincial level or the department
of labor and social security on the prefecture level authorized thereby;

engaging in other services as ratified by the department of labor and social security on the provincial level or the department of
labor and social security on the prefecture level authorized thereby;

Relevant provisions of the state shall be applicable to the intermediary services provided by the Chinese-foreign joint venture and
Chinese-foreign job intermediary institutions to the Chinese citizens in helping them to seek employment overseas and to the representative
offices of foreign enterprises within China in their seeking of Chinese employees.

Article 6

The following conditions shall be satisfied in the application for establishing a Chinese-foreign joint venture or Chinese-foreign
cooperative job intermediary institution, and formalities shall be completed in accordance with the procedures as provided in articles
7 and 10 of these Provisions:

The foreign investor that applies for establishing a Chinese-foreign joint venture or Chinese-foreign cooperative job intermediary
institution shall be a legal person that is engaged in the job intermediary business and shall have experience in job intermediary
services in the country where it is registered and shall have good credit standing;

The Chinese investor that applies for establishing a Chinese-foreign joint venture or Chinese-foreign cooperative job intermediary
institution shall be a legal person that is eligible for engagement in the job intermediary business and shall have good credit standing;

The Chinese-foreign joint venture or Chinese-foreign cooperative institution to be established shall have a registered capital of
not less than 300,000 USD, 3 or more full-time employees that have the credentials for engaging in the job intermediary services,
a definite scope of business, articles of incorporation, rules for management, and fixed offices and facilities necessary for carrying
out business. The key business operators shall have experience in providing job intermediary services.

Article 7

To establish a Chinese-foreign joint venture or Chinese-foreign cooperative job intermediary institution, an application shall be
filed to the department of foreign trade and economic cooperation on the provincial level of the place where the institution is to
be established, and relevant documents of the Chinese-foreign joint venture or Chinese-foreign cooperative institution to be established
shall be submitted at the same time.

After having received the application, the department of foreign trade and economic cooperation on the provincial level shall transfer
the documents as mentioned below to the department of labor and social security on the same level:

registration certificates of both the Chinese and foreign parties (in photocopy);

career certificates (in photocopy) and resumes of the major business operators;

resumes and employment credentials of the future full-time employees;

certificates for the use of domicile;

certificates of business scope to be engaged in;

other documents as provided in laws or regulations.

Article 8

The department of labor and social security on the provincial level shall, after receiving the documents that have been transferred
thereto as pursuant to Article 7 of these Provisions, give a reply within 15 days. If the applicant has satisfied the conditions,
a certification document shall be issued for approving the establishment of the Chinese-foreign joint venture or Chinese-foreign
cooperative job intermediary institution; where the applicant has not satisfied the conditions, reasons shall be given and the documents
as mentioned above shall be returned to the department of foreign trade and economic cooperation on the provincial level.

Article 9

The department of foreign trade and economic cooperation shall, within 30 days after receiving the certification document of the department
of labor and social security on the same level approving the establishment of the Chinese-foreign joint venture or Chinese-foreign
cooperative institution, decide whether to approve or disapprove. If approval is to be granted, an approval certificate shall be
issued to the Chinese-foreign joint venture or Chinese-foreign cooperative institution; if approval is not to be granted, it shall
notify the applicant.

Article 10

Any applicant that have obtained approval shall, within 30 days after receiving the certificate of approving the Chinese-foreign joint
venture or Chinese-foreign cooperative enterprise, apply for registration at the local administration for industry and commerce of
the place where the enterprise is to be situated that has been authorized by the SAIC, and shall, within 10 days after completing
the registration, go through the procedures of filing archives at the department of labor and social security on the provincial level
or the department of labor and social security on the prefecture level authorized thereby.

Article 11

If there is any change in the investors, proportion of shares of the Chinese-foreign joint venture or Chinese-foreign cooperative
job intermediary institution or any branch is to be established, the approving procedures as provided in these Provisions shall be
followed so as to obtain the approval of the original approving authority, relevant alteration procedures shall be completed at the
administration for industry and commerce, and the procedures for filing archives shall be completed at the department of labor and
social security.

Article 12

The Provisions for the Administration of Labor Markets and other relevant provisions for the administration of enterprises with foreign
investment shall be applicable to the administration of Chinese-foreign joint venture and Chinese-foreign cooperative job intermediary
institutions.

Article 13

These Provisions shall be applicable by reference to the Chinese-foreign joint venture or Chinese-foreign cooperative job intermediary
institutions established by investors from the Hang Kong Special Administrative Region, Macao Special Administrative Region or investors
from Taiwan within the Mainland of China.

Article 14

These Provisions shall enter into force as of December 1, 2001.

The Ministry of Labor and Social Security, the State Administration for Industry and Commerce
2001-10-09

AGREEMENT ON ENCOURAGEMENT AND RECIPROCAL PROTECTION OF INVESTMENTS BETWEEN THE GOVERNMENT OF THE PEOPLE’S REPUBLIC OF CHINA AND THE GOVERNMENT OF THE KINGDOM OF THE NETHERLANDS

AGREEMENT ON ENCOURAGEMENT AND RECIPROCAL PROTECTION OF INVESTMENTS BETWEEN THE GOVERNMENT OF THE PEOPLE’S REPUBLIC OF CHINA AND THE
GOVERNMENT OF THE KINGDOM OF THE NETHERLANDS

The Government of the People’s Republic of China and the Government of the Kingdom of the Netherlands (hereinafter referred to as
the “Contracting Parties”),

Desiring to strengthen their traditional ties of friendship and to extend and intensify the economic relations between them, particularly
with respect to investments by the investors of one Contracting Party in the territory of the other Contracting Party,

Recognising that agreement upon the treatment to be accorded to such investments will stimulate the flow of capital and technology
and the economic development of the Contracting Parties and that fair and equitable treatment of investment is desirable,

Have agreed as follows:

Article 1

DEFINITIONS

For the purpose of this Agreement,

The term “investment” means every kind of asset invested by investors of one Contracting Party in the territory of the other Contracting
Party, and in particular, though not exclusively, includes:

(a)

movable and immovable property and other property rights such as mortgages and pledges;

(b)

shares, debentures, stock and any other kind of participation in companies;

(c)

claims to money or to any other performance having an economic value associated with an investment;

(d)

intellectual property rights, in particular copyrights, patents, trade-marks, trade-names, technological process, know-how and goodwill;

(e)

business concessions conferred by law or under contract permitted by law, including concessions to search for, cultivate, extract
or exploit natural resources.

Any change in the form in which assets are invested does not affect their character as investments.

The term “investor” means,

(a)

natural persons who have the nationality of either Contracting Party in accordance with the laws of that Contracting Party;

(b)

economic entities, including companies, corporations, associations, partnerships and other organizations, incorporated and constituted
under the laws and regulations of either Contracting Party and have their seats in that Contracting Party, irrespective of whether
or not for profit and whether their liabilities are limited or not.

The term “returns” means the amounts yielded from investments, including profits, dividends, interests, capital gains, royalties and
other legitimate income.

For the purposes of this Agreement, the term “territory” means respectively:

– for the People’s Republic of China, the territory of the People’s Republic of China (including the territorial sea and air space
above it)as well as any area beyond its territorial sea within which the People’s Republic of China has sovereign rights of exploration
for and exploitation of resources of the seabed and its sub-soil and superjacent water resources in accordance with Chinese law and
international law;

– for the Kingdom of the Netherlands, the territory of the Kingdom of the Netherlands and any area adjacent to the territorial sea
which, under the laws applicable in the Kingdom of the Netherlands, and in accordance with international law, is the exclusive economic
zone or continental shelf of the Kingdom of the Netherlands, in which the Kingdom of the Netherlands exercises jurisdiction or sovereign
rights.

Article 2

PROMOTION AND ADMISSION OF INVESTMENTS

Each Contracting Party shall encourage investors of the other Contracting Party to make investments in its territory and admit such
investments in accordance with its laws and regulations.

Article 3

TREATMENT OF INVESTMENT

Investments of investors of each Contracting Party shall all the time be accorded fair and equitable treatment in the territory of
the other Contracting Party. Investments of the investors of either Contracting Party shall enjoy the constant protection and security
in the territory of the other Contracting Party.

Neither Contracting Party shall take any unreasonable or discriminatory measures against the management, maintenance, use, enjoyment
and disposal of the investments by the investors of the other Contracting Party.

Each Contracting Party shall accord to investments and activities associated with such investments by the investors of the other Contracting
Party treatment no less favourable than that accorded to investments and activities by its own investors or investors of any third
State.

Each Contracting Party shall observe any commitments it may have entered into with the investors of the other Contracting Party with
regard to their investments.

If the provisions of law of either Contracting Party or obligations under international law existing at present or established hereafter
between the Contracting Parties in addition to the present Agreement contain a regulation, whether general or specific, entitling
investments by investors of the other Contracting Party to a treatment more favourable than is provided for the present Agreement,
such regulation shall, to the extent that it is more favourable, prevail over the present Agreement.

The provisions of paragraphs 1 to 5 of this Article shall not be construed so as to oblige one Contracting Party to extend to the
investors of the other Contracting Party the benefit of any treatment, preference or privilege by virtue of:

(a)

agreements establishing customs unions, economic unions, monetary unions or similar institutions, or on the basis of interim agreements
leading to such unions or institutions:

(b)

any international agreement or international arrangement relating wholly or mainly to taxation;

(c)

any international agreement or arrangement for facilitating small scale investments in border areas.

Article 4

ENTRY AND SOJOURN OF PERSONNEL

Each Contracting Party shall, with in the framework of its legislation, give sympathetic consideration to application for visas and
working permits to investors of the other Contracting Party engaging in activities associated with investments made in the territory
of that Contracting Party.

Article 5

EXPROPRIATION

Neither Contracting Party shall expropriate, nationalise or take other similar measures (hereinafter referred to as “expropriation”)
against the investments of the investors of the other Contracting Party in its territory, unless the following conditions are met:

a)the expropriation is done in the public interest and under domestic legal procedures;

b)the expropriation is not discriminatory or contrary to any undertaking which the Contracting Party, which takes such measures, may
have given;

c)the expropriation is done against compensation.

The compensation referred to in paragraph 1 c) shall be equivalent to the fair market value of the expropriated investment immediately
before the expropriation measures were taken. The fair market value shall not reflect any change in value because the expropriation
had become publicly known earlier. It shall include interest at the prevailing commercial rate from the date the expropriation was
done until the date of payment and shall, in order to be effective for the affected investors, be paid and made transferable, without
delay to the country designated by the investor concerned and in the currency of the country of the affected investor, or in any
freely convertible currency accepted by the affected investor.

Article 6

COMPENSATION FOR DAMAGES AND LOSSES

Investors of one Contracting Party whose investments in the territory of the other Contracting Party suffer losses owing to war, a
state of national emergency, insurrection, riot or other similar events in the territory of the latter Contracting Party, shall be
accorded by the latter Contracting Party treatment, as regards restitution, indemnification, compensation and other settlements no
less favourable than that accorded to the investors of its own or any third State, whichever is more favourable to the investor concerned.

Article 7

REPATRIATION OF INVESTMENTS AND RETURNS

Each Contracting Party shall, guarantee to the investors of the other Contracting Party the transfer of their investments and returns
held in its territory, including though not exclusively:

(a)

profits, dividends, interests and other legitimate income;

(b)

proceeds obtained from the total or partial sale or liquidation of investments;

(c)

payments pursuant to a loan agreement in connection with investments;

(d)

royalties in relation to the matters in paragraph 1 (d) of Article1;

(e)

payments of technical assistance or technical service fee, management fee;

(f)

payments in connection with contracting projects;

(g)

earnings of investors of the other Contracting Party who work in connection with an investment in its territory.

Nothing in paragraph 1 of this Article shall affect the free transfer of compensation paid under Article 5 and 6 of this Agreement.

The transfer mentioned above shall be made in a freely convertible currency and at the prevailing market rate of exchange applicable
within the Contracting Party accepting the investments on the date of transfer.

Article 8

SUBROGATION

If one Contracting Party or its designated agency makes a payment to its investor under an indemnity given in respect of an investment
made in the territory of the other Contracting Party, the latter Contracting Party shall recognize the assignment of all the rights
and claims of the indemnified investor to the former Contracting Party or its designated agency, by law or by legal transactions,
and the right of the former Contracting Party or its designated agency to exercise by virtue of subrogation any such right to the
same extent as the investor.

Article 9

SETTLEMENT OF DISPUTES BETWEEN CONTRACTING PARTIES

Any dispute between the Contracting Parties concerning the interpretation or application of this Agreement shall, as far as possible,
be settled with consultation through diplomatic channel.

If a dispute cannot thus be settled within six months, it shall, upon the request of either Contracting Party, be submitted to an
ad hoc arbitral tribunal.

Such tribunal comprises of three arbitrators. Within two months of the receipt of the written notice requesting arbitration, each
Contracting Party shall appoint one arbitrator. Those two arbitrators shall, within a further two months, together select a national
of a third State having diplomatic relations with both Contracting Parties as Chairman of the arbitral tribunal.

If the arbitral tribunal has not been constituted within four months from the receipt of the written notice requesting arbitration,
either Contracting party may, in the absence of any other agreement, invite the President of the International Court of Justice to
make any necessary appointments. If the President is a national of either Contracting Party or is otherwise prevented from discharging
the said functions, the Member of the International Court of Justice next in seniority who is not a national of either Contracting
Party, or is not prevented from discharging the said functions, shall be invited to make such necessary appointments.

The arbitral tribunal shall determine its own procedure. The arbitral tribunal shall reach its award in accordance with the provisions
of this Agreement and the applicable principles of international law.

The arbitral tribunal shall reach its award by a majority of votes. Such award shall be final and binding upon both Contracting Parties.
The arbitral tribunal shall, upon the request of either Contracting Party, explain the reasons of its award.

Each Contracting Party shall bear the costs of its appointed arbitrator and of its representation in arbitral proceedings. The relevant
costs of the Chairman and tribunal shall be borne in equal parts by the Contracting Parties.

Article 10

SETTLEMENT OF DISPUTES BETWEEN AN INVESTOR AND A CONTRACTING PARTY

Disputes which might arise between one of the Contracting Parties and an investor of the other Contracting Party concerning an investment
of that investor in the territory of the former Contracting Party shall, whenever possible, be settled amicably between the Parties
concerned.

An investor may decide to submit a dispute to a competent domestic court. In case a legal dispute concerning an investment in the
territory of the People’s Republic of China has been submitted to a competent domestic court, this dispute may be submitted to international
dispute settlement, on the condition that the investor concerned has withdrawn its case from the domestic court. If a dispute concerns
an investment in the territory of the Kingdom of the Netherlands an investor may choose to submit a dispute to international dispute
settlement at any time.

If the dispute has not been settled amicably within a period of six months, from the date either party to the dispute requested amicable
settlement, each Contracting Party gives its unconditional consent to submit the dispute at the request of the investor concerned
to:

(a)

the International Center for Settlement of Investment Disputes, for settlement by arbitration or conciliation under the Convention
on the Settlement of Investment Disputes between States and Nationals of Other States, opened for signature at Washington on 18 March
1963;or

(b)

an ad hoc arbitral tribunal, unless otherwise agreed upon by the parties to the dispute, to be established under the Arbitration Rules
of the United Nations Commission on International Trade Law (UNCITRAL)

The ad hoc tribunal shall decide a dispute in accordance with such rules of law as may be agreed by the parties. In absence of such
agreement the tribunal shall apply the law of the Contracting Party to the dispute (including its rules on the conflict of laws),
the provisions of this Agreement and such rules of international law as may be applicable.

The arbitral awards shall be final and binding on both parties to the dispute.

Article 11

CONSULTATIONS

Either Contracting Party may propose to the other Party that consultations be held on any matter concerning interpretation, application
and implementation of the Agreement. The other Party shall accord sympathetic consideration to the proposal and shall afford adequate
opportunity for such consultations.

Article 12

APPLICATION

This present Agreement shall also apply to investments which have been made prior to its entry into force by investors of the one
Contracting Party in the territory of the other Contracting Party in accordance with the laws and regulations of the Contracting
Party concerned, which were in force at the time the investment was made. The provisions of the present Agreement shall apply irrespective
of the existence of diplomatic or consular relations between the Contracting Parties.

Article 13

TRANSITION

This Agreement substitutes and replaces the Agreement on reciprocal encouragement and protection of investments between the Government
of the People’s Republic of China and the Government of the Kingdom of the Netherlands, signed June 17th, 1985 in Hague.

The present Agreement shall apply to all investments made by investors of either Contracting Party in the territory of the other Contracting
Party, whether made before or after the entry into force of this Agreement, but shall not apply to any dispute or any claim concerning
an investment which was already under judicial or arbitral process before its entry into force. Such disputes and claims shall continue
to be settled according to the provisions of the Agreement of 1985 mentioned in paragraph 1 of this Article.

Article 14

APPLICATION AND TERMINATION OF THE AGREEMENT CONCERNING THE KINGDOM OF THE NETHERLANDS

As regards the Kingdom of the Netherlands, the present Agreement shall apply to the part of the Kingdom of the Netherlands in Europe
and shall also apply to the Netherlands Antilles and to Aruba, unless the notification provided for in Article 15 , paragraph (1)
states otherwise.

Subject to the provisions of Article 15 , the Kingdom of the Netherlands shall be enpost_titled to terminate the application of the present
Agreement separately in respect of the Kingdom of the Netherlands in Europe, of the Netherlands Antilles and of Aruba.

Article 15

ENTRY INTO FORCE, DURATION AND TERMINATION

This Agreement shall enter into force on the first day of the following month after the date on which both Contracting Parties have
notified each other in writing that their respective internal legal procedures necessary therefore have been fulfilled and remain
in force for a period of fifteen years.

Unless notice of termination has been given by either Contracting Party at least six months before the date of the expiry of its validity,
the present Agreement shall be extended tacitly for periods of five years.

With respect to investments made prior to the date of termination of this Agreement, the preceding provisions of Article 1 to 14
shall continue to be effective for a further period of fifteen years from such date of termination.

In Witness Whereof the undersigned, duly authorized thereto by their respective Governments, have signed this Agreement.

Done in two originals at BEIJING on 26 NOVEMBER 2001,in Chinese, Netherlands and English languages, all texts being equally authoritative.
In case of difference of interpretation the English text will prevail.

FOR THE_FOR THE

GOVERNMENT OF GOVERNMENT OF

THE PEOPLE’S REPUBLIC OF THE KINGDOM OF

CHINATHE NETHERLANDS

Protocol to the Agreement on encouragement and reciprocal protection of investments between the People’s Republic of China and the
Kingdom of the Netherlands

On the signing of the Agreement on encouragement and reciprocal protection of investments between the People’s Republic of China and
the Kingdom of the Netherlands, the undersigned representatives have agreed on the following provisions which constitute an integral
part of the Agreement:

Ad Article 1

The term “investments” mentioned in Article 1 (1) includes investments of legal persons of third State which are owned or controlled
by investors of one Contracting Party in accordance with the laws and regulations of the latter. The relevant provisions of this
Agreement shall apply to such investments only when such third State has no right or abandons the right to claim compensation after
the investments have been expropriated by the other Contracting Party.

The Agreement shall also apply to reinvestments made by investors of one Contracting Party in the territory of the other Contracting
Party and in accordance with the laws and regulations of that Party.

Ad Article 3 , paragraphs 2 and 3

In respect of the People’s Republic of China, paragraphs 2 and 3 of Article 3 do not apply to:

(a)

any existing non-conforming measures maintained within its territory;

(b)

the continuation of any non-conforming measure referred to in subparagraph a);

(c)

an amendment to any non-conforming measure referred to in subparagraph a) to the extent that the amendment does not increase the non-conformity
of the measure, as it existed immediately before the amendment, with those obligations.

It will be endeavored to progressively remove the non-conforming measures.

Ad Article 7

With regard to the People’s Republic of China, the transfer referred to in Article 7 of this Agreement shall comply with relevant
formalities stipulated by the present Chinese laws and regulations relating to exchange control.

In this respect the People’s Republic of China shall accord to the investors of the Kingdom of the Netherlands treatment not less
favourable than that accorded to the investors of any third State.

These formalities shall not be used as a means of avoiding the Contracting Party’s commitments or obligations under this Agreement.

The provisions of Article 7 of this Agreement shall not affect the rights and obligations with respect to exchange restrictions that
either Contracting Party has or may have as a member to the International Monetary Fund.

Ad Article 10

The Kingdom of the Netherlands takes note of the statement that the People’s Republic of China requires that the investor concerned
exhausts the domestic administrative review procedure specified by the laws and regulations of the People’s Republic of China, before
submission of the dispute to international arbitration under Article 10 , paragraph 3. The People’s Republic of China declares that
such a procedure will take a maximum period of three months.

FOR THEFOR THE

GOVERNMENT OFGOVERNMENT OF

THE PEOPLE’S REPUBLIC OF THE KINGDOM OF

CHINATHE NETHERLANDS

The Government of the People’s Republic of China
2001-11-26

ANNOUNCEMENT OF THE STATE ADMINISTRATION FOR QUALITY SUPERVISION, INSPECTION AND QUARANTINE ON THE CATALOG OF THE FIRST SET OF ABOLISHED DEPARTMENTAL REGULATIONS

The State Administration for Quality Supervision, Inspection and Quarantine

Order of the State Administration for Quality Supervision, Inspection and Quarantine

No.11

In order to accelerate the transformation of the government functions and improve the administrative level according to law, the State
Administration for Quality Supervision, Inspection and Quarantine has cleaned up the present departmental rules and is now issuing
the First Set of Abolished Departmental Regulations(4 pieces,see attachment) which are abolished at the same date of promulgation.

Director general of the State Administration for Quality Supervision, Inspection and Quarantine Li Changjiang

December 11,2001

Announcement of the State Administration for Quality Supervision, Inspection and Quarantine on the Catalog of the First Set of Abolished
Departmental Regulations htm/e02831.htmAppendix

Attachment:

Catalog of the State Administration for Quality Supervision, Inspection and Quarantine of the First Set of Abolished Departmental
Regulations

Order number	Name of the departmental regulation	Promulgating departments	Promulgation date	Reason for abolishment
1	Regulations on the License Administration of Export Mechanical and Electrical Products (for trial implementation)	Former State Administration for Commodity Inspection, Former State Economic Commission, Office of Mechanical and Electrical Product Export under the State Council	Feb.20. 1986	New regulations have been promulgated
2	Measures for the Administration of Export Mechanical and Electrical Products and Accreditation of Inspection Laboratories Thereof	Former State Administration for Commodity Inspection, Office of Mechanical and Electrical Product Export under the State Council	May 21, 1987	New regulations have been promulgated
3	Measures for the Implementation of Accreditation of Export Mechanical and Electrical Product Inspection Laboratories	Former State Administration for Commodity Inspection, Office of Mechanical and Electrical Product Export under the State Council	May 25, 1987	New regulations have been promulgated
4	Opinions on Strengthening the International Accreditation of Mechanical and Electrical Product Export	Former State Administration for Commodity Inspection, Office of Mechanical and Electrical Product Export under the State Council	Feb.10, 1993	New regulations have been promulgated

RULES FOR THE IMPLEMENTATION OF THE ADMINISTRATION OF IMPORT QUOTAS FOR MACHINERY AND ELECTRONIC PRODUCTS

e00514

The Ministry of Foreign Trade and Economic Cooperation, the General Administration of Customs

Order of the Ministry of Foreign Trade and Economic Cooperation and the General Administration of Customs

No.23

The “Rules for the Implementation of the Administration of Import Quotas for Machinery and Electronic Products”, which were, in accordance
with the “Foreign Trade Law of the People’s Republic of China”, the “Regulations of the People’s Republic of China on the Administration
of Import and Export of Goods” and the “Measures on the Administration of Import of Machinery and Electronic Products”, discussed
and adopted at the 10th minister’s working meeting of the Ministry of Foreign Trade and Economic Cooperation in 2001, and which have
been consented by the General Administration of Customs with whom these Detailed Rules were negotiated, are hereby promulgated, and
shall come into force on January 1, 2002. The “Import Quota Attestations” issued by the Ministry of Foreign Trade and Economic Cooperation
before January 1, 2002 shall continue to be valid within the validity period, and shall be invalidated after the expiry as the validity
period shall not be extended.

Minister of the Ministry of Foreign Trade and Economic Cooperation: Shi Guangsheng

December 20, 2001

Rules for the Implementation of the Administration of Import Quotas for Machinery and Electronic Products

Article 1

These Detailed Rules are enacted in accordance with the “Regulations of the People’s Republic of China on the Administration of Import
and Export of Goods” and the “Measures on the Administration of Import of Machinery and Electronic Products” in order to regulate
the administration of the import quotas for machinery and electronic products.

Article 2

These Detailed Rules shall be applicable to the import by importing entities of machinery and electronic products under quotas inside
the customs territory of the People’s Republic of China.

Article 3

The Ministry of Foreign Trade and Economic Cooperation of the People’s Republic of China (hereinafter referred to as “the MOFTEC”)
shall be responsible for enacting, adjusting and promulgating jointly with the General Administration of Customs the catalogue of
import quotas for machinery and electronic products, as well as working out the annual plans on national import quotas for machinery
and electronic products and organizing the implementation.

Article 4

The MOFTEC shall, through electronic network system or by other means, carry out exchanges, checks and feedbacks of data with the
customs and other relevant administrative departments, and shall be responsible for inspecting and supervising the implementation
of the import quotas for the machinery and electronic products all over the country.

The institution in charge of foreign trade and economic cooperation of each province, autonomous region, municipality directly under
the Central Government, municipality separately listed on the State plan, coastal city open to the world and special economic zone,
as well as the office for the import and export of machinery and electronic products of each relevant department under the State
Council (hereinafter respectively referred to as “the local institution in charge of foreign trade and economic cooperation” and
“the departmental office of machinery and electronic products”), shall be responsible for inspecting and supervising the implementation
of the import quotas for the machinery and electronic products in its own area or department, and shall report the situation to the
MOFTEC.

Article 5

The MOFTEC shall, before July 31 of each year, promulgate the total quantity of the import quotas of the next year for the machinery
and electronic products all over the country.

The MOFTEC may, on the basis of its needs, adjust the total quantity of the annual quotas for machinery and electronic products, and
shall promulgate such adjustment 21 days before its enforcement.

Article 6

The qualifications and conditions for applying for import quotas for machinery and electronic products are as follows:

(1)

The entity applying for import shall have no such acts in violation of laws or regulations within the latest three years as evasion
of exchange, arbitrage of exchange, fraudulently obtaining tax refund for exports, smuggling, etc.;

(2)

The entity applying for import shall be enpost_titled to operate the products under the quotas in application;

(3)

The entity applying for import shall have the actual effective performance of importing and selling the products under the quotas
in application for a consecutive period of three years;

(4)

The entity applying for import shall have the capabilities of manufacture, sale, maintenance, provision of services and supply of
fittings, which are suitable for the quantity of the quotas in application;

(5)

The entity applying for import shall be in a good financial status;

(6)

Newly increased entities applying for import do not have to fulfill the conditions provided for in Item (3) of this Article;

(7)

An applicant who applies for import quotas for its own use does not have to fulfill the qualifications and conditions provided for
in Items (2), (3), (4) and (5) of this Article, provided that it shall submit a justifiable reason for application and appropriate
quantity of quotas in application.

Article 7

The time for applying for and distributing the import quotas is as follows:

(1)

The entity applying for import shall, during the period from August 1 to August 31 of each year, submit to the MOFTEC the application
for import quotas of the next year for machinery and electronic products, which shall not be accepted after the expiry;

(2)

The MOFTEC shall, before October 31 of each year, distribute the quotas, and issue the “Attestations on Import Quotas for Machinery
and Electronic Products” to the entities applying for import who have obtained the quotas.

Article 8

The time for re-distributing the import quotas is as follows:

(1)

The importing entities holding quotas shall, no later than September 1 of each year, return the quota licenses which cannot be used
up in the present year to the MOFTEC;

(2)

The MOFTEC shall, within 10 working days as of September 1 of each year, re-distribute the quotas stated in the returned quota licenses.

Article 9

The principles for distributing the import quotas are as follows:

(1)

To guarantee the needs in scientific research, education, culture, hygiene and other commonweal careers if the goods are imported
for the importer’s own use;

(2)

To give priority to considering the applications of the importing entities with strong capability of manufacture, sale and provision
of services;

(3)

To consider the actual effective performance of the entities applying for import in respect of the import of products under the quotas
in the latest three years;

(4)

To consider distributing a certain proportion of the total quantity of annual quotas to the newly increased entities applying for
import;

(5)

To properly increase the quantity of quotas of the next year upon request if the quotas of the last year have been used up; or

To deduct the quantity of quotas of the next year if the quotas of the last year have not been used up and the remaining quotas are
not returned within the provided time limit;

(6)

Some certain import quotas shall be distributed in a method of bidding, and the specific measures for administration shall be enacted
and promulgated by the MOFTEC.

Article 10

The procedures for applying for the “Attestation on Import Quotas for Machinery and Electronic Products” are as follows: An entity
applying for import shall, when importing machinery and electronic products subject to quota administration, truthfully fill out
the “Application Form for Import of Machinery and Electronic Products” in duplicate, and provide the application report and other
relevant documents, as well as go through the verification formalities in the relevant local institution in charge of foreign trade
and economic cooperation and the departmental office of machinery and electronic products. If no office of machinery and electronic
products is established in the department, the entity applying for import shall go through the verification formalities in the institution
in charge of foreign trade and economic cooperation located in the place of its industrial and commercial registration or legal person
registration.

Upon verification by the relevant local institution in charge of foreign trade and economic cooperation and the departmental office
of machinery and electronic products, an entity applying for import shall, within the provided time limit for applying for quotas,
apply for and obtain the “Attestation on Import Quotas for Machinery and Electronic Products” from the MOFTEC with the relevant documents
and the “Application Form for Import of Machinery and Electronic Products”.

Article 11

The importing entity shall apply for and obtain the “Import Quota License” with the “Attestation on Import Quotas for Machinery and
Electronic Products” issued by the MOFTEC. The validity period for the application and obtaining shall be the year when the “Attestation
on Import Quotas for Machinery and Electronic Products” is issued. Where the “Import Quota License” is not applied for or obtained
within the validity period, the “Attestation on Import Quotas for Machinery and Electronic Products” shall be invalidated.

Article 12

The “Attestation on Import Quotas for Machinery and Electronic Products” shall be in quintuplicate with five sheets. The first sheet
(blue, with anti-counterfeiting shading) shall be the document for applying for and obtaining the “Import Quota License”; the second
sheet (green, with white shading) shall be the document for order of goods; the third sheet (red, with anti-counterfeiting shading)
shall be the document kept in the customs for record; the fourth sheet (red, with white shading) shall be the banking document for
the purchase of and payment in foreign exchange; and the fifth sheet (black, with white shading) shall be kept in the quota administration
organ for file.

Article 13

Where, after obtaining the “Attestation on Import Quotas for Machinery and Electronic Products”, the importing entity needs to modify
any content in such items in the “Attestation on Import Quotas for Machinery and Electronic Products” as the importing entity, mode
of trade, uses of products, name, quantity or amount of products (with the range of change exceeding 10%) and performance of equipment,
etc. within the validity period due to a particular reason, it shall go through the formalities of modifying or changing the attestation
in the original organ which issued the attestation with the original “Attestation on Import Quotas for Machinery and Electronic Products”;
the original organ which issued the attestation shall take back the old attestation, and shall print the characters of “(change of
certificates)” in the remark column of the newly issued attestation. Where the amount of actually used exchange does not exceed 10
% of the planned amount, the “Attestation on Import Quotas for Machinery and Electronic Products” does not need to be modified, and
the importing entity shall not, when applying for and obtaining the “Import Quotas License” with the “Attestation on Import Quotas
for Machinery and Electronic Products”, modify any content in such items in the “Attestation on Import Quotas for Machinery and Electronic
Products” as the importing entity, mode of trade, uses of products, name, quantity or amount of products (with the range of change
exceeding 10%) and performance of equipment, etc..

Article 14

Where the “Attestation on Import Quotas for Machinery and Electronic Products” is lost, the importing entity shall immediately report
the loss to the original import quota administration organ, the original license administration organ and the customs at the port
of declaration. If no bad consequence occurs, the importing entity may apply to the MOFTEC for re-issuance.

Article 15

For any entity who concludes contracts with foreign parties before applying for the “Attestation on Import Quotas for Machinery and
Electronic Products” and the “Import Quotas License” in accordance with the provisions in these Detailed Rules, the MOFTEC shall
not re-issue the import quota attestation, and the customs and other administrative department shall deal with the matter in accordance
with the relevant laws and administrative regulations.

Article 16

These Detailed Rules shall also be applicable in any of the following circumstances:

(1)

The imported parts of the products under quotas constitute the feature of a whole machine;

(2)

The products under quotas are imported in processing trade for manufacturing products of domestic sale or for the importer’s own use;

(3)

The products under quotas are imported by enterprises with foreign investment for manufacturing products of domestic sale or for their
own use;

(4)

The products under quotas are imported in such modes of trade as leasing trade, compensation trade, etc.;

(5)

The products under quotas are imported in such manners as gratis aid, donation or present in economic exchanges, etc.;

(6)

The products under quotas, which are purchased outside the territory by Chinese institutions abroad or Chinese enterprises carrying
out construction projects outside the territory, need to be moved back to China for their own use;

(7)

Other circumstances separately provided for in laws and administrative regulations.

Article 17

These Detailed Rules shall not be applicable in any of the following circumstances:

(1)

The products imported in processing trade are re-exported;

(2)

The products under quotas are imported into China’s bonded zones or export processing zones for re-export;

(3)

The products under quotas are temporarily imported under the supervision and administration of the customs;

(4)

The products under quotas are imported by enterprises with foreign investment for investment or for their own use;

(5)

Other circumstances separately provided for in laws and administrative regulations.

Article 18

The power to interpret the present Detailed Rules shall remain with the MOFTEC. In case of any previous relevant provision inconsistent
with these Detailed Rules, these Detailed Rules shall prevail.

Article 19

These Detailed Rules shall enter into force on January 1, 2002.

The Ministry of Foreign Trade and Economic Cooperation, the General Administration of Customs
2001-12-20

THE TRADE UNION LAW OF THE PEOPLE’S REPUBLIC OF CHINA

PROVISIONAL RULES OF PROCEDURE OF THE FOREIGN TRADE ARBITRATION COMMISSION OF THE CHINA COUNCIL FOR THE PROMOTION OF INTERNATIONAL TRADE

CIRCULAR OF THE STATE COUNCIL ON STARTING LEVY OF IMPORT REGULATORY TAXES ON CERTAIN IMPORT GOODS

CHINESE-FOREIGN JOINT VENTURES

The Law of the PRC on Chinese-Foreign Joint Ventures

(Adopted by the Second Session of the Fifth National People’s Congress on July 1, 1979 and Promulgated on and Effective as of July
8, 1979)

Article 1.

With a view to expanding international economic co-operation and technical exchange, the People’s Republic of China permits foreign
companies, enterprises, other economic organizations or individuals (hereafter referred to as “foreign joint venturers” ) to join
with Chinese companies, enterprises or other economic organizations (hereafter referred to as “Chinese joint venturers”) in establishing
joint ventures in the People’s Republic of China in accordance with the principle of equality and mutual benefit and subject to approval
by the Chinese Government.

Article 2.

The Chinese Government protects, in accordance with the law, the investment of foreign joint venturers, the profits due them and their
other lawful rights and interests in a joint venture, pursuant to the agreement, contract and articles of association approved by
the Chinese Government.

All the activities of a joint venture shall comply with the provisions of the laws, decrees and pertinent regulations of the People’s
Republic of China.

Article 3.

The joint venture agreement, contract and articles of association signed by the parties to the venture shall be submitted to the Foreign
Investment Commission of the People’s Republic of China, and the Commission shall, within three months, decide whether to approve
or disapprove them. After approval, the joint venture shall register with the General Administration for Industry and Commerce of
the People’s Republic of China, obtain a license to do business and start operations.

Article 4.

A joint venture shall take the form of a limited liability company.

The proportion of the investment contributed by the foreign joint venturer(s) shall generally not be less than 25 per cent of the
registered capital of a joint venture.

The parties to the venture shall share the profits, risks and losses in proportion to their respective contributions to the registered
capital.

No assignment of the registered capital of a joint venturer shall be made without the consent of the other parties to the venture.

Article 5.

Each party to a joint venture may make its investment in cash, in kind or in industrial property rights, etc.

The technology and the equipment that serve as a foreign joint venturer’s investment must be advanced technology and equipment that
actually suit our country’s needs. If the foreign joint venturer causes losses by deception through the intentional use of backward
technology and equipment, it shall pay compensation for the losses.

The investment of a Chinese joint venture may include the right to the use of a site provided for the joint venture during the period
of its operation. If the right to the use of the site does not constitute a part of a Chinese joint venturer’s investment, the joint
venture shall pay the Chinese Government a fee for its use.

The various investments referred to above shall be specified in the joint venture contract and articles of association, and the value
of each (excluding that of the site) shall be jointly assessed by the parties to the venture.

Article 6.

A joint venture shall have a board of directors, which shall have its size and composition stipulated in the contract and the articles
of association after consultation between the parties to the venture, and the directors shall be appointed and replaced by the parties
to the venture. The board of directors shall have a chairman, whose office shall be assumed by the Chinese joint venture(s), and
one or two vice-chairmen, whose office(s) shall be assumed by the foreign joint venture(s). In handing major problems, the board
of directors shall reach a decision through consultation by the parties to the venture, in accordance with the principle of equality
and mutual benefit.

The board of directors is empowered, pursuant to the provisions of the articles of association of the joint venture, to discuss and
decide all major problems of the venture: expansion programs, proposals for production and operating activities, the budget for revenues
and expenditures, distribution of profits, plans concerning manpower and pay scales, the termination of business and the appointment
or employment of the president, the vice-president(s), the chief engineer, the treasurer and the auditors, as well as their powers
and terms of employment, etc.

The offices of president and vice-president(s) (or factory manager and deputy manager(s)) shall be assumed by the respective parties
to the venture.

The employment and dismissal of the staff and workers of a joint venture shall be provided for in accordance with the law in the agreement
and contract of the parties to the venture.

Article 7.

After payment out of the gross profit earned by the joint venture of the joint venture income tax, pursuant to the provisions of the
tax laws of the People’s Republic of China, and after deduction from the gross profit of a reserve fund, a bonus and welfare fund
for staff and workers, and a venture expansion fund, as provided in the articles of association of the joint venture, the net profit
shall be distributed to the parties to the joint venture in proportion to their respective contributions to the registered capital.

A joint venture that possesses advanced technology by world standards may apply for a reduction of or exemption from income tax for
the first two to three profit- making years.

A foreign joint venturer that reinvests in China its share of the net profit may apply for refund of a part of the income taxes already
paid.

Article 8.

A joint venture shall open an account with the Bank of China or a bank approved by the Bank of China.

The pertinent foreign exchange transactions of a joint venture shall be conducted in accordance with the regulations on foreign exchange
control of the People’s Republic of China.

In its operating activities a joint venture may directly raise funds from foreign banks.

The various kinds of a insurance coverage of joint venture shall be furnished by Chinese insurance companies.

Article 9.

The production and operating plans of a joint venture shall be filed with the departments in charge and shall be implemented through
economic contracts.

In its purchase of required raw and processed materials, fuels, parts and auxiliary equipment, etc., a joint venture should give first
priority to purchases in China. It may also purchase them directly from the international market with foreign exchange raised by
itself.

A joint venture is encouraged to market its products outside China. Export products may be distributed to foreign markets through
the joint venture directly or through associated agencies, and they may also be distributed through China’s foreign trade agencies.
Products of the joint venture may also be distributed in the Chinese market.

Whenever necessary, a joint venture may establish branches outside China.

Article 10.

The net profit that a foreign joint venturer receives after fulfilling its obligations under the laws and the agreement and the contract,
the funds it receives at the time of the joint venture’s scheduled expiration or early termination, and its other funds may be remitted
abroad through the Bank of China in accordance with the foreign exchange regulations and in the currency specified in the joint venture
contract.

A foreign joint venturer shall be encouraged to deposit in the Bank of China foreign exchange that it is enpost_titled to remit abroad.

Article 11.

The wages, salaries and other legitimate income earned by the foreign staff and workers of a joint venture, after payment of the individual
income tax under the tax laws of the People’s Republic of China, may be remitted abroad through the Bank of China in accordance with
the foreign exchange regulations.

Article 12.

The contract period of a joint venture may be decided through consultation by the parties to the venture according to its particular
line of business and circumstances. Upon the expiration of the joint venture contract period, if the parties have agreed, the period
may be extended, subject to approval by the Foreign Investment Commission of the People’s Republic of China. An application for extension
of the contract shall be made six months before expiration of the contract.

Article 13.

Before the expiration of the joint venture contract period, in case of heavy losses, failure of a party to fulfill the obligations
prescribed by the contract and the articles of association, force majeure, etc., the contract may be terminated before the date of
expiration through consultation and agreement by the parties to the venture, subject to approval by the Foreign Investment Commission
of the People’s Republic of China and to registration with the General Administration for Industry and Commerce. In cases of losses
caused by a breach of contract, the financial responsibility shall be borne by the party that has violated the contract.

Article 14.

Disputes arising between the parties to a joint venture that the board of directors cannot settle through consultation may be settled
through mediation or arbitration by a Chinese arbitration agency or through arbitration by another arbitration agency agreed upon
by the parties to the venture.

Article 15.

This Law shall come into force on the day of its promulgation. The power to amend this Law is vested in the National People’s Congress.

(The English translations are for reference only)

1...158159160...212 Page 159 of 212

China Laws

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS CONCERNING THE SUPPRESSION OF THE FALSIFICATION, COUNTERFEITING, AND ILLEGAL...

CIRCULAR OF THE GENERAL OFFICE OF THE STATE COUNCIL CONCERNING HALTING THE DEVELOPMENT OF PYRAMID RETAILING

JUDGES LAW

CIRCULAR OF THE STATE ADMINISTRATION FOR INDUSTRY AND COMMERCE ON PROMPT AND EFFICIENT COMPLETION OF BUSINESS REGISTRATION CANCELLATION PROCEDURES

INTERIM PROVISIONS ON THE ADMINISTRATION OF CHINESE-FOREIGN JOINT VENTURE AND CHINESE-FOREIGN COOPERATIVE JOB INTERMEDIARY INSTITUTIONS

AGREEMENT ON ENCOURAGEMENT AND RECIPROCAL PROTECTION OF INVESTMENTS BETWEEN THE GOVERNMENT OF THE PEOPLE’S REPUBLIC OF CHINA AND THE GOVERNMENT OF THE KINGDOM OF THE NETHERLANDS

ANNOUNCEMENT OF THE STATE ADMINISTRATION FOR QUALITY SUPERVISION, INSPECTION AND QUARANTINE ON THE CATALOG OF THE FIRST SET OF ABOLISHED DEPARTMENTAL REGULATIONS

RULES FOR THE IMPLEMENTATION OF THE ADMINISTRATION OF IMPORT QUOTAS FOR MACHINERY AND ELECTRONIC PRODUCTS

THE TRADE UNION LAW OF THE PEOPLE’S REPUBLIC OF CHINA

PROVISIONAL RULES OF PROCEDURE OF THE FOREIGN TRADE ARBITRATION COMMISSION OF THE CHINA COUNCIL FOR THE PROMOTION OF INTERNATIONAL TRADE

CIRCULAR OF THE STATE COUNCIL ON STARTING LEVY OF IMPORT REGULATORY TAXES ON CERTAIN IMPORT GOODS

CHINESE-FOREIGN JOINT VENTURES

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