Laws of the People's Republic of China

No. 40

The Measures for Administrating the Information Disclosure of Listed Companies have been adopted upon deliberation at the executive meeting of the 196th chairmen's meeting of China Securities Regulatory Commission on December 13, 2006, are hereby promulgated and shall go into effect as of the date of promulgation. Chairman of China Securities Regulatory Commission, Shang Fulin

January 30, 2007

Measures for Administrating the Information Disclosure of Listed Companies Chapter I General Rules

Article 1

In accordance with the Company Law, the Securities Law and other laws and administrative regulations, the present Measures are constituted with a view to regulating the information disclosure acts of issuers, listed companies and other information disclosure obligors, intensifying the administration of information disclosure as well as safeguarding the lawful rights and interests of investors .

Article 2

An information disclosure obligor shall disclose its information in a truthful, precise, complete and timely manner without any false record or misleading statement or serious omission.

Information shall be disclosed by information disclosure obligors to all investors openly and simultaneously.

As regards listed companies that issue securities and the derivatives thereof in the domestic and overseas markets, when they disclose information in the overseas market, they shall disclose the same information in the domestic market simultaneously.

Article 3

The issuer, and the directors, supervisors and senior managers of a listed company shall perform their duties in an faithful and diligent manner and guarantee the authenticity, accuracy, completeness, timeliness and fairness of the information disclosed.

Article 4

No insider may, prior to the disclosure of any inside information, publicize or divulge such information or conduct insider trading by advantage of it.

Article 5

The information disclosure documents primarily contain the stock prospectuses, bond prospectuses, listing announcements, periodic reports and temporary reports, etc..

Article 6

For disclosing any information in accordance with law, a listed company or any other information disclosure obligor shall report the draft for announcements and other reference documents to the stock exchange for record and shall publish them on the medium designated by China Securities Regulatory Commission (hereinafter referred to as CSRC for short).

Any information may not be disclosed published on the company's website or on any other medium by any information disclosure obligor earlier than on the designated medium. The obligation to issue reports and announcements may not be replaced by releasing news or answering journalists, nor temporary reporting obligation be replaced by periodical reports.

Article 7

An information disclosure obligor shall report the draft announcements and other reference documents to the securities regulatory bureau at the place where the listed company is registered and prepare them at the company's domicile so as to facilitate public reference.

Article 8

An information disclosure document shall be in Chinese. Where it is accompanied by a text in a foreign language concurrently, the information disclosure obligor shall guarantee the same content in that both texts. The Chinese text shall prevail in case there is any discrepancy between them.

Article 9

CSRC shall make supervisions over the information disclosure documents and announcements thereof, management of the information disclosure, as well as the behaviors of the controlling shareholders, actual controllers and information disclosure obligors.

A stock exchange shall supervise the information disclosure made by listed companies and other information disclosure obligors and urge them to accurately disclose information in time Moreover, it shall practice a real-time monitoring on the trade of securities and the derivatives thereof. The listing rules and other information disclosure rules constituted by the stock exchange shall be reported to CSRC for approval.

Article 10

Special provisions on the disclosure of information may be constituted by CSRC for listed companies in such special sectors as finance, real estate sectors, etc.

Chapter II Stock Prospectus and Bond Prospectus and Listing Announcements

Article 11

The stock prospectus constituted by the issuer shall comply with the related provisions of the CSRC. Any information, which may grossly affect the investors' investment decisions, shall be disclosed in the stock prospectus.

After an application for public offering of securities has been approved by CSRC, the issuer shall, prior to the offering of securities, publish the stock prospectus

Article 12

The directors, supervisors and senior managers of an issuer shall confirm the stock prospectus in written form so as to guarantee the authenticity, accuracy and completeness of the information disclosed.

The stock prospectus shall be sealed by the issuer.

Article 13

In case an issuer applies for the initial public offering of stocks, the issuer shall disclose the draft prospectus on the website of CSRC in advance during the period after the CSRC accepts the application documents and before the issuance examination committee examines them.

The draft prospectus disclosed in advance is not the issuer's formal document for offering stocks, therefore it may not indicate any price information, and the issuer may not issue any stock on strength of it.

Article 14

In case any major issue happens during the period after a stock offering application has been examined and approved by the CSRC and before the offering ends, the issuer shall propose an explanation in written form to CSRC and shall, upon permission of CSRC, amend the prospectus or make a corresponding supplementary announcement.

Article 15

For applying for the listing of any stocks, the applicant shall constitute a listing announcement as required by the stock exchange and shall, upon examination and permission of the stock exchange, publish it.

The directors, supervisors and senior managers of the issuer shall confirm the listing announcement in written form so as to guarantee the genuineness, accuracy and completeness of the information disclosed.

The listing announcement shall be sealed by the issuer.

Article 16

In case the stock prospectus or listing announcement cites any professional opinion or report put forward by the sponsor or securities service institution, the related content thereof shall consist with the content of the document issued by the said sponsor or securities service institution and that such cites may not arise misleading shall be ensured.

Article 17

The related provisions on the stock prospectus of Articles 11 through 16 of the present Measures shall apply to the corporate bond prospectus.

Article 18

After issuing any new stocks in a non-public manner, a listed company shall disclose its report on the offering according to law.

Chapter III Periodic Reports

Article 19

The periodic reports that shall be disclosed by a listed company include the annual, interim and quarterly reports. Any information that may grossly affect the investors' investment decisions shall be disclosed.

The financial accounting statements contained in the annual report shall have been audited by an accounting firm qualified for related business of securities or futures.

Article 20

An annual report shall be prepared and disclosed within 4 months as of the date of end of each fiscal year, as regards an interim report, within 2 months as of the end of the first half of each fiscal year, and as regards a quarterly report, within 1 month as of the end of the third month and of the ninth month of each fiscal year.

The quarterly report of the first quarter may not be disclosed earlier than the annual report of the previous one year.

Article 21

An annual report shall include the following:

(1)

the company's basic information:

(2)

the main accounting data and financial indicators;

(3)

the information about issuing and changing corporate stocks and bonds, the total amount of stocks and bonds by the end of the reporting period, total number of shareholders, as well as the 10 biggest shareholders' shares;

(4)

the situation about the shareholders holding 5% or more of the shares, the controlling shareholders and the actual controllers;

(5)

the situation about the appointment of directors, supervisors and senior managers, alterations of the shares they hold, as well as their annual remunerations;

(6)

the report of the board of directors;

(7)

the discussions and analyses of the management group;

(8)

the major events happening during the reporting period and their affections on the company;

(9)

the full texts of the financial accounting statements and audit report; and

(10)

other issues as provided for by CSRC.

Article 22

An interim report shall include the following:

(1)

the company's basic information;

(2)

the main accounting data and financial indicators;

(3)

the situation on issuing and changing corporate stocks and bonds, the total number of shareholders, as well as the 10 biggest shareholders' shares;

(4)

the discussions and analyses of the management group;

(5)

the major issues happening during the reporting period, such as fatal lawsuits and arbitrations, as well as their affection on the company;

(6)

the financial accounting statements; and

(7)

other issues as provided by CSRC.

Article 23

A quarterly report shall include the following:

(1)

the company's basic information:

(2)

the main accounting data and financial indicators; and

(3)

other issues as provided by CSRC.

Article 24

The directors and senior managers of a listed company shall confirm the periodic reports in written form. The board of supervisors shall propose its examination opinions in written form to illuminate whether the preparation and examination procedures of the board of directors comply with the related laws, administrative regulations and CSRC's provisions or not, as well as whether the contents of the report can authentically, accurately and completely reflect the actual situation of the listed company or not.

In case any director, supervisor or senior manager is unable to ensure or challenge the genuineness, accuracy or completeness of any periodic report, he shall explain the reasons, propose his opinions, and disclose them.

Article 25

In case a listed company predicts any loss or big alteration to its business performances, it shall make a timely announcement in advance.

Article 26

The listed company shall timely disclose the financial data concerned of the current reporting period, in case the performances are divulged or there exists any hearsay about the performances and the dealing of corporate securities and the derivatives thereof fluctuate abnormally.

Article 27

The board of directors of the listed company shall make a special explanation about the items involved in the audit opinions, in case a non-standard audit report is issued for the financial accounting statements included in a periodic report.

In case a non-standard audit report is issued for the financial accounting statements included in a periodic report, where the stock exchange considers any violation of law, it shall apply to CSRC for case establishment and investigation.

Article 28

In case a listed company fails to disclose its annual report or interim report within the provisioned time limit, CSRC shall immediately establish it as a case for investigation and the stock exchange shall, according to the rules on the listing of stocks, punish it.

Article 29

As regards the formats and rules for the preparation of annual, interim and quarterly reports, CSRC shall make separate provisions.

Chapter IV Temporary Reports

Article 30

Where any major event that may grossly impact the trading price of a listed company's shares occurs and is not yet known to the investors, the listed company shall disclose it at once to explain the cause, the present situation, and the possible legal consequence of such event.

The term "major event" as mentioned in the preceding paragraph contains:

(1)

A major alteration in the company's business guidelines or business scope:

(2)

The company's decision on any significant investment or purchase of asset;

(3)

A crucial contract as entered into by the company, which may severely impact the assets, liabilities, rights and interests or business achievements of the company;

(4)

The occurrence of any significant debt in the company or default on any significant debt due, or the happening of liability for any compensation of large sum;

(5)

The happening of any significant deficit or a significant loss in the company;

(6)

A significant alteration in the external environment for the company's business operation:

(7)

The alteration of any director, one-third or more of the supervisors or managers of the company, or the chairman of the board of directors or the manager being unable to exercise their duties;

(8)

A relatively big alteration in the shares of the shareholders holding 5% or more of the company's shares or actual controllers:

(9)

The company's decision on capital reduction, merger, split-up, dissolution, or application for bankruptcy, or entering into the bankruptcy procedure or being ordered to close down according to law;

(10)

Any major action, arbitration in which the company is involved, or where the resolution of the shareholders' assembly or the board of directors has been cancelled or declared invalid;

(11)

The company is investigated, given any criminal penalty or gross administrative punishment by virtue of any violation of law or regulation by the competent organ, or any director, supervisor or senior manager of the company is investigated or subject to mandatory measures because of any violation of law or discipline by the competent organ;

(12)

Any law, regulation, rules or industrial policy newly promulgated that may significantly impact the company;

(13)

A resolution made by the board of directors on the new stock offering plan or any other refinancing plan or equity incentive plan;

(14)

A court ruling which deterring the controlling shareholder from alienating its shares; or 5% or more of the shares any shareholder holds is pledged, frozen, judicially auctioned, kept in custody or in trust, or the voting rights of such shareholder are restricted;

(15)

The primary assets have been sealed up, detained, frozen, mortgaged or pledged;

(16)

The primary or whole businesses have ceased;

(17)

Providing any significant external guaranty;

(18)

Obtaining such extra gains of a large sum as government subsidy that may significantly affect the assets, liabilities, rights and interests or business achievements of the company;

(19)

Alterations in the accounting policies or accounting assessment;

(20)

The disclosed information contains any error or false record, or the company fails to disclose information as required so that the company is ordered to make corrections by the related organ or the board of directors of the company decides to make corrections: and

(21)

Other circumstances as provided for by the CSRC.

Article 31

A listed company shall perform the obligation to disclose the information about any significant event in a timely manner when any of the following circumstances is the first to arise:

(1)

A resolution about the significant event is made by the board of directors or board of supervisors;

(2)

A letter of intent or agreement on the significant event is concluded by the parties concerned; or

(3)

The directors, supervisors or senior managers acquainted with the significant event and report it.

In case any of the following circumstances happens prior to the incurrence of the circumstances as mentioned in the preceding paragraph, the listed company shall disclose the present situation and the risk factors that may impact the progress of the significant event in a timely manner:

(1)

It is difficult to keep confidential such significant event;

(2)

Such significant event has been divulged or there is already any hearsay about it in the market; or

(3)

There exists any abnormal dealing of the corporate securities or derivatives thereof.

Article 32

After a significant event disclosure by a listed company, in case the progress or alteration of this major event may significantly impact the dealing prices of its securities and the derivatives thereof, the listed company shall disclose the progress or alteration as well as its possible consequences in a timely manner.

Article 33

For the incurrence of any significant event as mentioned in Article 30 of the present Measures in a subsidiary controlled by a listed company, in case it may significantly impact the dealing prices of the listed company's securities and the derivatives thereof, the listed company shall perform obligation of information disclosure.

In case any significant event that may significantly impact the dealing price a listed company's securities and the derivatives thereof occurs in a company participated by the listed company through shares, the listed company shall perform the obligation of information disclosure.

Article 34

In case the acquisition, merger, split-up, issuance or re-purchase of shares of a listed company causes any significant alteration in its total stock capital, shareholders or actual controllers, the information disclosure obligor shall perform the obligation of reporting or announcing, disclosing the alteration in the rights and interests.

Article 35

A listed company shall focus on the abnormal dealings of its own securities and the derivatives thereof as well as the medium's reports on this.

In the case of any abnormal dealing or where any media information of securities and the derivatives thereof may significantly impact the dealing, the listed company shall timely investigate the facts from all aspects and may produce inquiries in written form where necessary.

A listed company's shareholders, actual controllers and the concerted parties thereof shall, in a timely and accurate manner, notice the listed company about whether any such significant event as equity transfer or asset reorganization, etc., will arise, and assist the listed company to conduct the work of information disclosure appropriately.

Article 36

In case any dealing of the corporate securities and the derivatives thereof is confirmed as abnormal by CSRC or the stock exchange, the listed company shall timely investigate the factors causing such abnormal dealing, and shall timely disclose them.

Chapter V Management of Information Disclosure Affairs

Article 37

A listed company shall constitute rules on managing information disclosure affairs, including:

(1)

the information which ought to be disclosed and the disclosure criterions:

(2)

procedures for transmitting, checking and disclosing undisclosed information;

(3)

the duties in the work of information disclosure for the administrative department for information disclosure affairs and the person-in-charge thereof;

(4)

the duties of reporting, deliberation and disclosure for the directors and the board of directors, supervisors and the board of supervisors, as well as senior managers, etc.;

(5)

the rules on recording and preserving the fulfillment of duties by the directors, supervisors and senior managers;

(6)

the measures for keeping confidential the undisclosed information, the range and confidentiality responsibilities of the insiders of the inside information;

(7)

the internal control and supervision mechanism for the finance management and accounting calculation;

(8)

the flow of applying for, checking and announcing information publicly, and the information communication with the investors, securities service institutions, media, etc. as well as the related rules;

(9)

the archival management of documents and materials regarding information disclosure;

(10)

the rules on managing and reporting information disclosure affairs involving the subsidiaries of the listed company; and

(11)

the mechanism concerning the investigation and punishment for failure to disclose information as required, the measures for handling violators.

A listed company's rules on managing information disclosure affairs shall, upon deliberation and adoption of its board of directors, be reported to the securities regulatory bureau at the place where it is registered and to the stock exchange for archival filling.

Article 38

The directors, supervisors and senior managers of a listed company shall be diligent and duteous to focus on the preparation of information disclosure documents, guarantee that the periodic reports and temporary reports can be disclosed within the prescribed time limits, and shall assist the listed company and other information obligors to perform the obligation of information disclosure.

Article 39

A listed company shall constitute the procedures for preparing, deliberating and disclosing periodic reports. Such senior managers as the managers, financial person-in-charge, secretary of the board of directors, etc., shall timely compile draft periodic reports and report them to the board of directors for deliberation. The secretary of the board of directors shall take charge of serving the aforesaid drafts on the directors for deliberation. The chairman of the board of directors shall take charge of convening and presiding over the meetings of the board of directors for deliberating periodic reports. The board of supervisors shall take charge of examining and approving the periodic reports compiled by the board of directors. The secretary of the board of supervisors shall take charge of organizing the periodic report disclosure.

Article 40

A listed company shall constitute the procedures for reporting, transmitting, examining, checking and disclosing significant events. When the directors, supervisors and senior managers acquaint with a significant event, they shall perform their reporting obligation in time according to the provisions of the company. When receiving the report, the chairman of the board of directors shall report it to the board of directors at once and urge the secretary of the board of directors to organize the temporary report disclosure.

Article 41

When communicating with the institutions and individuals in terms of the business operations, financial status and other events by ways of holding introduction meetings, analyzers' meetings, road shows, accepting the investors' investigation, etc.,,, a listed company may not provide any inside information.

Article 42

The directors shall acquaint with and continuously focus on the company's business operations and financial status, and the significant events already occurred or about to occur as well as the consequences thereof, conduct investigations on their own initiative so as to acquire information necessary for decision-making.

Article 43

The supervisors shall make supervision over the fulfillment of information disclosure duties by the directors and senior managers of the company, focus on information disclosures. In case any violation therein is founded, they shall investigate it and put forward a suggestion on disposal of it.

The board of supervisors shall issue written opinions on the examination of a periodic report, which shall indicate whether or not the preparation and examination procedures comply with the laws, administrative regulations, and the provisions of CSRC, and whether or not the contents of the report can authentically, accurately and completely reflect the factual circumstances of the listed company.

Article 44

The senior managers shall report the significant events occurring in the business operations or financial aspect of the company, the progress and alterations of the events already disclosed, as well as other related information to the board of directors in time.

Article 45

The secretary of the board of directors shall take charge of organizing and coordinating the work of information disclosure of the company, collecting the information which ought to be disclosed by the listed company and reporting it to the board of directors, as well as continuously focusing on the media's reports on the company and verifying the authenticity of the reports on his own initiative. He is entitled to attend the shareholders' assembly, meetings of board of directors, meetings of the board of supervisors and related meetings of the senior managers, acquaint with the financial status and business operations, as well as refer to all documents in relation to information disclosure.

The secretary of the board of directors shall take charge of the affairs concerning the announcement of the listed company's information to general public. The information of the listed company shall be disclosed in the form of announcements of the board of directors, except for the announcements of the board of supervisors. In the absence of written authorization of the board of directors, no director, supervisor or senior manager may, without the written authorization of the board of directors, announce any undisclosed information of the listed company to the general public.

Convenient conditions shall be provided by the listed company to the secretary of the board of directors for performing his duties. The financial person-in-charge shall cooperate the secretary of the board of directors in his work involving the financial information disclosure.

Article 46

In case any shareholder or actual controller of the listed company is under any of the following circumstances, it/he shall, on their own initiative, inform the board of directors of the listed company and assist the listed company to perform the obligation of information disclosure:

(1)

A significant alteration in the shares of the shareholders holding 5% or more of the company's shares or in the controlling by the actual controllers:

(2)

A court ruling that deters the controlling shareholder from alienating its shares; or 5% or more of the shares held by any shareholder is pledged, frozen, judicially auctioned, kept in custody or in trust, or the voting rights of such shareholder are restricted;

(3)

A plan to significantly restructure assets or businesses of the listed company; or

(4)

Other circumstances as prescribed by the CSRC.

Prior to the disclosure of information which ought to be disclosed, in case the related information has been transmitted in the media and the dealings of the corporate securities and derivatives thereof have been abnormal, the shareholders or actual controllers shall, in a timely and accurate manner, submit a written report to the listed company and assist it to announce timely and accurately.

Any shareholder or actual controller of a listed company may not abuse the shareholder's rights or its predominant position, or request the listed company to provide inside information.

Article 47

The controlling shareholders, actual controllers, and parties to whom the stocks are issued shall, when a listed company makes a private offering of stocks, timely provide the related information to the listed company and assist it to perform the obligation of information disclosure.

Article 48

The directors, supervisors, senior managers, shareholders holding 5% or more of the shares of a listed company and the concerted parties thereof, and the actual controllers shall summit a name list of the associated parties of the listed companies and a statement on the association to the board of directors in time. The listed company shall observe the procedures for deliberating associated transactions and severely carry out the rules on the disqualification in the voting involving associated transactions. None of the parties to such transactions may, through hiding the associated relationship or by other means, dodge the procedures for the deliberation of associated transactions and the information disclosure obligation of the listed company.

Article 49

In case a shareholder or actual controller holds 5% or more of the shares of a listed company through accepting entrustment or trust, it/he shall notice the listed company about the information of the entrusting party in time and assist the listed company to perform the obligation of information disclosure.

Article 50

An information disclosure obligor shall provide its hired sponsor or securities service institution with all practice-related materials and shall guarantee the authenticity, accuracy and completeness of such materials and it may not reject such offer or conceal or falsely offer.

In case the sponsor or securities service institution, when issuing a special document on information disclosure, finds any false record, misleading statement or severe omission in the materials offered by the listed company or by any other information obligator, or finds any other serious violation, it shall require a supplement or correction. In case the information obligor fails to do so, the sponsor or securities service institution shall report it to the securities regulatory bureau at the place where the company is registered and the stock exchange in time.

Article 51

When dismissing an accounting firm, a listed company shall, after such resolution is made by the board of directors, inform the accounting firm in time. The accounting firm shall be allowed to state its opinions when the shareholders' assembly votes on the dismissal. After the resolution on dismissing or changing the accounting firm is made by the shareholders' assembly, the listed company shall, in the disclosure, state the concrete reasons for the alteration, and the opinions of the accounting firm.

Article 52

The sponsor or securities service institution who issues special documents for performing the information disclosure obligation by the information disclosure obligors shall be diligent, duteous, honest and faithful. It shall, according to the operating rules, industrial norms and moral criterions, express its professional opinions and guarantee the authenticity, accuracy and completeness of its issued documents.

Article 53

A certified public accountant shall adhere to the belief in risk-oriented audit, earnestly complement the practicing rules and related provisions on certified public accountants, consummate the authentication procedures, scientifically choose the authentication methods and technologies, fully acquaint with the entity to be authenticated and the environment thereof, prudently focus on the risk of significant wrong reports, obtain abundant and proper proofs so as to issue reasonable authentication conclusions.

Article 54

An asset assessment institution shall scrupulously follow the professional ethics, seriously observe the assessment rules and other assessment norms, properly select a assessment method, propose hypotheses with satisfying the actual situation, acquire abundant proofs for the legality of the transactions, revenues, expenses and investments of the assessee, and the reliability of future forecasts, sufficiently think over the various probabilities and the consequences thereof so as to make reasonable assessment conclusions.

Article 55

Any institution or individual may not illegally acquire, provide or transmit any inside information of any listed company, or purchase, sell or propose others to purchase or sell the corporate securities and the derivatives thereof by taking advantage of the inside information it (he) obtains, or utilize inside information in such documents as investment value analysis reports, research reports, etc..

Article 56

The media shall objectively and authentically report the listed companies' related information and bring into play to the supervisory functions of public opinions.

Any institution or individual may not provide or spread any information of a listed company that is false or may mislead the investors.

For violating the provisions of the preceding 2 paragraphs, where any loss is caused to the investors, it (he) shall assume the liability of compensation.

Chapter VI Supervision, Management and Legal Liabilities

Article 57

CSRC may request a listed company and other information obligors, or the directors, supervisors and senior managers thereof to explain, introduce or offer related materials for the relevant problems of information disclosure, and request the listed company to provide the professional opinions issued by the sponsor or securities service institution.

In case CSRC suspects the authenticity, accuracy and completeness of any document issued by the sponsor or securities service institution, it may require related institutions to explain or supplement, and consult its working papers.

The listed company and other information disclosure obligors, sponsor and securities service institution shall response in time and assist CSRC to carry out inspections and investigations.

Article 58

The directors, supervisors and senior managers of a listed company shall be responsible for the authenticity, accuracy, completeness, timeliness and fairness of the information disclosed by the company, unless enough evidence testifies they have fulfilled the obligation of being diligent and duteous.

The directors, managers, and the secretary of the board of directors of a listed company shall assume main liability for the authenticity, accuracy, completeness, timeliness and fairness of the information as disclosed in the company's temporary reports.

The directors, managers and financial person-in-charge of a listed company shall assume main liability for the authenticity, accuracy, completeness, timeliness and fairness of the company's financial reports.

Article 59

In case an information obligor or any director, supervisor and senior manager thereof, or any of the shareholders, actual controllers, purchasers, directors, supervisors and senior managers of a listed company violates the present Measures, CSRC may adopt the following supervisory measures:

(1)

ordering it (him) to make corrections;

(2)

holding supervisory talks;

(3)

issuing a letter of warning;

(4)

recording the violation, non-performance of public commitment and other information in its (his) credit archives, and making an announcement;

(5)

determining him as improper to assume his position; and

(6)

taking other supervisory measures according to law.

Article 60

In case a listed company fails to formulate rules on managing information disclosure affairs of the listed company according to the present Measures, CSRC shall order it to make correction. Where it rejects to do so, CSRC shall render a warning and a pecuniary punishment thereto.

Article 61

In case an information obligor fails to perform the obligation of information disclosure within the provisioned time limit, or where there is any false record, misleading statement or serious omission in its disclosed information, CSRC shall punish it according to Article 193 of the Securities Law.

Article 62

In case an information obligor fails to submit the related reports within the provisioned time limit, or there is any false record, misleading statement or serious omission in any submitted report, CSRC shall punish it according to Article 193 of the Securities Law.

Article 63

In case a listed company dodges the information disclosure or reporting obligation through hiding the associated relationship or by any other means, CSRC shall punish it in accordance with Article 193 of the Securities Law.

Article 64

In case any shareholder or actual controller of a listed company fails to assist the listed company to perform the obligation of information disclosure, or illegally request the listed company to offer inside information, CSRC shall order it to make corrections, and impose a warning and a pecuniary fine.

Article 65

In case a sponsor or securities service institution, which issues special documents for performing the information disclosure obligation by an information obligor, or any of its personnel violates the Securities Law, any administrative regulation, or any of the provisions of CSRC, CSRC shall take such supervisory measuresas ordering it or him to make corrections, holing supervisory talks, issuing a letter of warning, recording the violation in its or his credit archives, etc.. In case it is necessary to impose an administrative punishment, CSRC shall do so according to law.

Article 66

In case any institution or individual divulges any inside information of a listed company, or buys and sells securities and the derivatives thereof by taking advantage of any inside information, CSRC shall punish it/him according to Articles 201 and 202 of the Securities Law.

Article 67

In case any institution or individual makes up or spreads any false information to disturb the securities market, or any medium transmit any untrue or un-objective information about the listed company, it/he shall be punished by the CSRC according to Article 206 of the Securities Law.

In case anyone makes any false statement or provides any misleading information in the dealings of securities and the derivatives thereof, he shall be punished by the CSRC according to Article 207 of the Securities Law.

Article 68

In case anyone, by a news report or by other transmission means, extorts a listed company, CSRC shall order him to make corrections, and send a letter of supervisory suggestion to the related department. The related department shall investigate legal liabilities in accordance with law.

Article 69

In case a listed company or any other information disclosure obligor violates the Measures and the circumstance is serious, CSRC may ban the liable persons concerned from entering into the securities market.

Article 70

For any violator of the present Measures, in case any crime is constituted, the violator shall be transferred to the judicial organ for criminal liabilities.

Chapter VII Supplementary Rules

Article 71

In the present Measures,

(1)

the term "sponsor or securities services institution issuing special documents for performing the information disclosure obligation by information obligors" means the sponsor, accounting firm, asset assessment institution, law firm, financial consultant institution and credit rating institution which, for the offering, listing and trading of securities, issues recommendation documents, audit reports, asset assessment reports, legal advice, financial consultant reports, credit rating reports, etc..;

(2)

the term "in time" means within 2 trading days as of the date of commencement of calculation or at the time of occurrence of the circumstances under which information disclosures are required.

(3)

the term "associated transactions of a listed company" means events of the transaction of the resources or obligations occurring between the listed company or its holding subsidiaries and the associated parties.

The term "associated parties" contains associated legal persons and associated natural persons.

A legal person under any of the following circumstances shall be an associated party of a listed company:

(a)

A legal person directly or indirectly controlling the listed company;

(b)

A legal person, other than the listed company or its holding subsidiary, who is directly or indirectly controlled by the legal person as mentioned in the preceding sub-item;

(c)

A legal person, other than the listed company or its subsidiary, who is directly or indirectly controlled by an associated natural person, or in which an associated natural person assumes the position of a director or senior manager;

(d)

A legal person holding 5% or more shares of the listed company, or the concerted party thereof;

(e)

The occurrence of any of the aforesaid circumstances during the past 12 months or in the future 12 months on the basis of the arrangement of the related agreement; and

(f)

Any other legal person which is confirmed to have a special relationship with the listed company by CSRC or stock exchange or listed company according to the principle of priority of the essence over the form and such special relationship may cause or has already caused the listed company to incline to its interests.

In case the natural persons fall under any of the following circumstances, they shall be the associated natural persons of the listed company:

(a)

The natural persons directly or indirectly holding 5% or more shares of a listed company;

(b)

The listed company's directors, supervisors and senior managers:

(c)

The supervisors, supervisors and senior managers of the legal person who control the listed company in a direct or indirect way;

(d)

The intimate family members of the persons as referred to in sub-items (a) and (b), including the spouse, parents, children who have attained to the age of 18 and the spouse thereof, brothers and sisters and the spouse thereof, the parents, brothers and sisters of the spouse as well as the parents the children's spouse.

(e)

The occurrence of any of the aforesaid circumstances during the past 12 months or in the future 12 months on the basis of the arrangement of the related agreement; and

(f)

Any other natural person which is confirmed to have a special relationship with the listed company by the CSRC or stock exchange or listed company confirms in accordance with the principle of priority of the essence over the form and such special relationship is likely to cause or has already caused the listed company to incline to its interests.

(4)

The term "designated media" means the newspapers, periodicals and websites as designated by CSRC.

Article 72

The present Measures shall go into effect as of the promulgation date. The Detailed Rules for Complementing the Information Disclosure by Companies Offering Stocks Publicly (for Trial Implementation) (Zheng Jian Shang Zi [1993] No. 43), Circular on Related Matters Concerning the Public Offering of Stocks and Information Disclosure by Listed Companies ([Zheng JIan Yan Zi 1993] No. 19), Circular on Intensifying the Examination of Temporary Reports of Listed Companies (Zheng Jian Shang Zi [1996] No. 26), Circular on Some Matters Concerning the Release of Clarification Announcements by Listed Companies (Zheng Jian Shang Zi [1996] No. 28), Circular on the Electronic Filing of Information Disclosed by Listed Companies (Zheng Jian Xin Zi [1998] No. 50), Circular on Intensifying the Supervision over the Information Disclosed by ST and PT Companies (Zheng Jian Gong Si Zi [2000] No. 63), Circular on the Matters Concerning the Interim Reports of Listed Companies to Issue New Stocks Zheng Jian Gong Si Zi [2001] (No. 69) as well as the Circular Submitting Temporary Announcements of Listed Companies and Related Affixes to the Institutions dispatched by China Securities Regulatory Commission for Archival Filling (Zheng Jian Gong Si Zi [2003] No. 7) shall be concurrently repealed.