Issuance and Listing

Issuance Conditions for IPOs

I. Qualifications

1. The issuer shall be a company limited by shares that is duly established and validly existing by law.

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

Listing Conditions for IPOs

The issuer that applies to SSE for listing its IPO shares shall meet the following conditions:

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

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

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 requirements imposed by the SSE.

SSE Guide to Securities Listing Procedures

1. After securities issuance is completed, the issuer and its sponsor and lead underwriter shall, in accordance with the requirements of the SSE Stock Listing Rules and other relevant regulations, promptly prepare and submit application documents for securities listing.

2. The issuer, the sponsor and the lead underwriter shall ensure the accuracy and completeness of securities listing data included in the listing application materials submitted to the SSE. Securities listing data include the issue price (or the opening reference price on the first listing day), the number of shares to be listed, the time of listing, the securities code, the capital stock structure, and other relevant data...

Documents to Be Submitted

After the issuer completes issuance of its IPO shares with the approval of the CSRC, the issuer and its sponsor shall apply to the SSE for listing by submitting the following documents:

1. Listing application;

2. The CSRC document approving the IPO of the issuer;

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 license;

5. The issuer's articles of association;

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

7. Documents proving that all the issuer's shares are 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 the shares held by the directors, supervisors and senior officers in the issuer and the Declaration and Undertaking with regard to 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 after the IPO and before the listing and a statement on relevant material matters (if applicable);

12. The one-year lock-up certificate of the shares held by shareholders before the IPO;

13. Letters of commitment issued by the controlling shareholder and actual controller;

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

15. Listing announcement prepared pursuant to relevant requirements;

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

17. The legal opinions issued by law firms; and

18. Other documents as required by the SSE.

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