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State Council Regulations for Domestically-Listed Shares Held Overseas of Companies Limited by Shares
(Promulgated by Decree No.189 of the State Council on December 25, 1995)

Article 1

Article 2

Article 3

Article 4

Article 5

Article 6

Article 7

Article 8

Article 9

Article 10

Article 11

Article 12

Article 13

Article 14

Article 15

Article 16

Article 17

Article 18

Article 19

Article 20

Article 21

Article 22

Article 23

Article 24

Article 25

Article 26

Article 27

Article 28

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Manifest

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China - State Council Regulations for Domestically-Listed Shares Held Overseas of Companies Limited by Shares, 1995

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State Council Regulations for Domestically-Listed Shares Held Overseas of Companies Limited by Shares
(Promulgated by Decree No.189 of the State Council on December 25, 1995)

Article 8

Issuance of domestically-listed shares held overseas when a Company is established by means of share placement shall satisfy the following conditions:

(1) The share capital shall be used in line with industrial policies of the State;

(2) The placement shall conform to State regulations concerning investment in and establishment of fixed assets projects;

(3) The placement shall conform to State regulations concerning foreign investment utilization;

(4) The total value of shares subscribed by the promoters shall be no less than 35% of the total value of issuance;

(5) Investment by the promoters shall be no less than RMB 150 million yuan;

(6) The amount of shares for public offer shall be more than 25% of the total amount of shares of the Company; or more than 15% of the total if the total share capital exceeds RMB 400 million yuan;

(7) The existing enterprise which is reorganized to form the Company, or the State enterprise which is the major promoter of the Company, shall have no record of serious law violation for the past 3 years;

(8) The existing enterprise which is reorganized to form the Company, or the State enterprise which is the major promoter of the Company, shall have registered profits for the past 3 years running; and

(9) Other requirements of the Securities Committee of the State Council.


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