Issuance and Listing

Issuance Conditions for IPOs

I. Entity Qualifications

1. The issuer shall be a joint-stock limited company established by law and legally existing by law.

When a limited liability company is lawfully converted into a joint-stock limited company pursuant to State Council approval, it may issue shares to the public by means of public share offering.

Listing Conditions for IPOs

If the issuer applies to list its shares on the SSE after making an IPO, it shall meet the following conditions:

1. Its shares have been issued to the public pursuant to CSRC approval;

2. Its total capital stock is no less than RMB 50million;

3. Its publicly issued shares account for no less than 25% of its total shares; where its total capital stock is more than RMB 400 million, its publicly issued shares shall account for no less than 10% of its total shares;

4. It has no record of major legal violations within the last three years and its financial and accounting reports do not contain any false records;

5. Other conditions required by the SSE.

SSE Guide to Securities Listing Procedures

The term "securities" refers to stock, corporate bonds, or convertible corporate bonds (hereinafter referred to as convertible bonds) and other negotiable securities.

1. After the securities issuance application has been approved by the CSRC issuance examination and verification committee, the issuer and its sponsor and managing underwriter shall promptly contact the issuance and listing department or the bond funding department of the SSE to apply for a securities code and a securities trading abbreviation and communicate over matters relating to securities issuance and a listing application.

Documents to Be Submitted

The issuer and its sponsor shall, before applying for shares to be listed, submit the following documents to the issuance and listing department of the Shanghai Stock Exchange:

1. A share listing application;

2. China Securities Regulatory Commission documents approving the initial public offering of the issuer's shares;

3. Resolutions of the board of directors and the shareholders' meeting related to the issuance and listing of the issuer's shares;

4. A photocopy of the issuer's business licenses;

5. The issuer's articles of association;

6. The issuer's financial and accounting reports for the last three years lawfully audited by an accounting firm qualified to engage in relevant securities and futures business;

7. Documents proving that all the issuer's shares were in the custody of the Shanghai branch of China Securities Depository and Clearing Corporation Limited after the IPO was completed;

8. A capital verification report issued by an accounting firm qualified to engage in relevant securities and futures business after the IPO was completed;

9. A detailed description of shares in the issuer held by the directors, supervisors and senior officers and statements and letters of commitment from the directors (supervisors and senior officers);

10. Relevant details on the secretary to the board of directors to be employed or already employed by the issuer;

11. A description of financial materials newly added pursuant to applicable provisions and major matters of relevance to have occurred after the IPO and before the listing (if applicable);

12. The stock locking certification for one year since the IPO day of shareholders that have been holding before IPO;

13. Letters of commitment;

14. The latest prospectus and the full set of issuance application materials examined and approved by the CSRC;

15. A listing announcement prepared in accordance with relative rules of the Shanghai Stock Exchange;

16. The sponsor agreement and the listing sponsor letter issued by the sponsor;

17. The legal opinions issued by law firms; and

18. Other documents required by the Exchange.

*Above information is quoted from Shanghai Stock Exchange Factbook.For more information, please Contact Us.