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INTERIM PROVISIONS ON THE EXAMINATION OF SECURITIES LISTING IN SHANGHAI STOCK EXCHANGE

Notice of Shanghai Stock Exchange on Promulgating the Interim Provisions on the Examination of Securities Listing in Shanghai Stock Exchange

For the purpose of regulating the examination of the listing of securities, suspension of listing and termination of listing, the Interim Provisions on the Examination of Securities Listing in Shanghai Stock Exchange has been instituted by this Exchange, which are hereby promulgated and shall go into effect as of the day of promulgation. Shanghai Stock Exchange

June 12, 2006

Interim Provisions on the Examination of Securities Listing in Shanghai Stock Exchange Chapter I General Provisions

Article 1

In order to regulate the examination of securities listing in Shanghai Stock Exchange (hereinafter referred to as this Exchange), protect the legitimate rights and interests of investors and maintain the order of the securities market, the current Provisions is formulated in accordance with the Rule of Shanghai Stock Exchange for Stock Listing (hereinafter referred to as the Rule for Stock Listing), Rule of Shanghai Stock Exchange for the Listing of Enterprise Bonds (hereinafter referred to as the Rule for Enterprise Bonds Listing) and other related rules.

Article 2

The examination on the following matters shall comply with the current Provisions. In the absence of the related provisions in the current Provisions on any matter concerned, it shall be comply with the Rule for Stock Listing, the Rule for Enterprise Bond Listing and other related provisions:

(1)

The initial public listing of stocks, enterprise bonds and corporate bonds;

(2)

The re-listing of any stocks, enterprise bonds, corporate bonds and convertible corporate bonds whose listing have been suspended;

(3)

The suspension or termination of listing of any stocks, enterprise bonds, corporate bonds and convertible corporate bonds; and

(4)

Any other listing of securities, suspension of listing, recovery of listing and termination of listing that shall be conducted by this Exchange.

Article 3

The Listing Committee set up by this Exchange shall make examination on the matters prescribed in the preceding paragraph. This Exchange shall make a determination on examination in accordance with the examination opinions produced by the Listing Committee.

Making examination, the listing Committee may be in the forms such as examination meeting, direct voting by communications or any other form.

Article 4

The members of the Listing Committee shall independently discharge their functions and duties in their own names and shall be free from any interference from any unit or individual.

Chapter II Listing Committee

Article 5

The members of the Listing Committee shall be appointed by this Exchange from those qualified experts in the specialties such as accounting, law and related fields and qualified professionals in any other organizations, and the results shall be released publicly.

Article 6

The term of office for the members of the Listing Committee is 2 years and may be renewed upon expiration.

This Exchange may modulate the term of tenure and the number of tenures of the members of the Listing Committee as required.

Article 7

A member of the Listing Committee shall meet the requirements as follows:

(1)

Getting familiar with the related laws and administrative regulations on and state policies for securities;

(2)

Getting familiar with securities operations and the operating regulations of this Exchange;

(3)

Having a good reputation within his sector and having no record of being punished for any criminal or administrative or any disciplinary sanction by any self-regulatory organization;

(4)

Adhering to the related principles, being honest and clean and strictly observing the law; and

(5)

Meeting any other requirement required by this Exchange.

Article 8

When discharging his functions and duties, a member of the Listing Committee shall observe the provisions as follows:

(1)

Showing due diligence and accountability and systematically reviewing the related materials in an all-round way;

(2)

Attending the examination in accordance with the related requirements, independently putting forward his opinions and perform his right of voting in accordance with the requirements of the related laws, administrative regulations and the Rules of this Exchange;

(3)

Not accepting any present from any unit or individual pertinent to the examined items and not secretly contacting any of the aforesaid units or individuals;

(4)

Keeping confidential all state secrets and commercial secrets of the relevant entities obtained in discharging his duties and functions and not revealing any information concerning the meeting to the general public;

(5)

Not seeking any interest for himself or any other person by taking advantage of the non-public information obtained in discharging his duties and functions; and

(6)

Meeting other requirement made by this Exchange.

Article 9

If meeting any of the circumstances as follows, a member of the Listing Committee shall be dismissed by this Exchange:

(1)

Failing to meet the requirements prescribed in Article 7 of the current Provisions;

(2)

In violation of the provisions in Article 8 of the current Provisions and the circumstances are serious;

(3)

Failing to attend the examination for not less than 2 times during his term of office;

(4)

Applying for leaving office himself; or

(5)

Meeting any other circumstance prescribed by this Exchange.

Article 10

An examination shall be carried out by 7 members selected by this Exchange from the Listing Committee, among whom the number of the actual participants shall be 5 or more and there shall be at least a lawyer and an accountant as well.

Article 11

In case a member that has been selected by this Exchange to attend an examination has any direct or indirect interest relationship with the related applicant or examined matter, thereby causing affect on impartially discharging his functions and duties, he shall apply for withdrawal in time.

Article 12

A working group of the Listing Committee (hereinafter referred to as the working group) shall be set up within listed company department and bond funds department of this Exchange, which shall deal with the affairs as follows:

(1)

Accepting the IPO application materials;

(2)

Making sure whether the selected members can attend the examination;

(3)

Submitting the examination materials to the related members;

(4)

Attending the examination meeting and taking the meeting minutes;

(5)

Making Decisions on Examination and sending them on the related applicants; and

(6)

Dealing with any other matter required by the Listing Committee.

Chapter III Procedures for Examination

Article 13

If an issuer applies for listing or re-listing in accordance with the provisions of items (1) and (2) in Article 2 of the current Provisions, he shall hand in the related materials to this Exchange in accordance with the provisions such as the Rule for Stock Listing and the Rule for Enterprise Bonds Listing.

Article 14

If any suspension or termination of listing to the securities as listed in this Exchange, the related business departments of this Exchange shall put forward a suggestion for settlement., hand in it to the Listing Committee as well as give the issuer concerned notice.

Article 15

If an issuer believes that any member of the Listing Committee who has been publicized by this Exchange has any direct interest relation with the examined matter concerning IPO or re-listing and thus is not suitable for participating in an examination, he shall hand in an application for withdrawal in written form and give an interpretation,

If an issuer believes that any member of the Listing Committee who has been publicized by this Exchange to the general public has any direct interest relation with the examined matter concerning the suspension of listing or termination of listing and thus is not suitable for participating in an examination, he shall hand in an application for withdrawal in written form to this Exchange as well as give an interpretation within 3 days as of the day of receiving the notification prescribed by Article 14 of the current Provisions.

This Exchange shall determine whether the related members shall withdraw or not upon examination.

Article 16

Before making an examination, the working group shall deliver the related materials to the members participating in the examination.

Article 17

If any member designated to attend an examination finds out that he shall withdraw or fails to attend the examination for any special reason, he shall give notice to the working group before the examination starts, hand in an application in written form and give an interpretation thereon. This Exchange shall make verification to adjust the members who shall attend the examination.

Article 18

If the Listing Committee holds a meeting for examination, the meeting shall be presided over by the convener designated by this Exchange from the members participating in the examination. An examination meeting shall be held in accordance with the procedures as follows:

(1)

If the number of members to participate in the examination meeting reaches the prescribed headcount, the members shall fill out the due statements on whether they have any contact with the related applicant beforehand or whether they should withdraw, which shall be handed in to the working group for verification before the convener announces the commencement of the meeting and takes charge of the presidency thereof;

(2)

The convener organizes the members to put forward their views on the examined items one by one;

(3)

The convener make a summarization on the major examination opinions of the members to formulate the examination opinions of the examination meeting;

(4)

The members make confirmation on the examination meeting minutes and the records of examination opinions and sign their signatures thereto;

(5)

The members take votes; and

(6)

The working group makes supervision on the voting and makes summarization on the result thereof;

(7)

The convener makes announcement about the result of voting; and

(8)

The members sign their names on the voting results of the examination meeting.

Article 19

If any member participating in an examination believes it necessary, he may request this Exchange to give notice to the related applicant to be interrogated or may request this Exchange to employ the related professional institutions or experts to give their special opinions thereon.

Article 20

The Listing Commission shall make examination on the to-be-examined items in a one-off manner. If any big issue is yet to be verified or under any circumstance where any member may be seriously affected in making a correct judgment, the voting for the related to-be-examined items may, upon the consent of more than half of the members participating in the examination, be suspended for one time.

Article 21

The voting of examined items shall be subject to open ballot. Each member participating in an examination has one vote. An examination resolution will not become valid until it is voted and approved by not less than 2/3 members who participate in the examination.

Article 22

This Exchange shall make a determination on the examined matters as prescribed by the provisions of Article 2 of the current Provisions within the term prescribed by the Rule for Stock Listing and the Rule for Enterprise Bonds Listing. In particular, the time for an issuer to hand in the related supplementary documents as required by this Exchange, the time for modulating the date of meeting because of the withdrawal of any member and the time for this Exchange to employ the related special institutions or experts to give their special opinions shall not be charged to the term for this Exchange to make any related determination.

Article 23

Where an applicant, related agency or the representative thereof makes, when submitting the related materials or being interrogated, any false or misleading statement or conceal any important fact, this Exchange shall, in accordance with the related provisions and the related circumstances, make a circulation of criticisms or public denouncement.

Article 24

If a securities issuer is dissatisfied with any determination made by this Exchange, he may give an application to the Review Committee of this Exchange for review within the prescribed time limit, yet the implementation of the determination of this Exchange shall not be stopped during the period of review.

Chapter IV Supplementary Provisions

Article 25

The current Provisions shall put into operation after being employed by the Council of this Exchange upon deliberation. The revision of the current Provisions shall also be subject to the aforesaid rule for effectiveness.

Article 26

The current Provisions shall go into effect as of the day of promulgation.

  Shanghai Stock Exchange 2006-06-12  


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