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Shanghai Stock Exchange Promulgates Listing Rules Of Corporate Bonds

Date 20/09/2007

The Shanghai Stock Exchange (SSE) announced on September 18 that the newly amended "SSE Listing Rules of Corporate Bonds" have been approved by the China Securities Regulatory Commission and are hereby promulgated for implementation.

According to an SSE official, the listing rules have been formulated in accordance with relevant state laws, regulations and the "SSE Constitution" in order to strengthen the regulation of the listing of corporate bonds, promote the healthy development of the corporate bond market, and protect the legitimate rights and interests of investors.

The listing rules consist of eight chapters, including general provisions, bond listing requirements, bond listing application, verification and approval, information disclosure and continuing obligations, trading suspension and resumption, listing suspension and resumption, delisting, sanctions, and supplementary provisions.

According to the listing rules, an issuer applying for the listing of corporate bonds must meet the following conditions: the bonds have been issued following approval by competent authorities; the term of the bonds shall be above one year; the bonds' actual issuance amount must not be less than RMB50 million; the bonds have been rated at high ranking by a credit rating agency; the statutory bond issuance requirements shall be met at the time of bonds listing application; other requirements recognized by the SSE.

The issuer should be bound by the following basic principles of information disclosure after the bonds are listed: all of the issuer's directorate members must guarantee that the information disclosed is truthful, accurate and complete and that no falsehoods, misleading statements or major omissions are contained therein, and assume joint and several liabilities accordingly; the issuer shall disclose information by periodical reports, temporary reports, with the periodical report including the annual and semi-annual reports; prior to the disclosure, the issuer should file its reports with the SSE and submit the reports in an electronic format to the SSE; prior to the disclosure, the issuer's board of directors, all directorate members and other insiders shall have direct responsibilities to ensure a minimum scope of persons with knowledge of the insider information, and may not divulge such insider information; should the publicly disclosed information involve any financial accounting, law, assets appraisal and credit rating, such professional intermediaries as accounting firms (with qualification for practicing in the securities industry), law firms and assets appraisal and rating agencies shall verify related contents and issue written opinions.

Provided the issuer has sufficient reasons to believe that disclosure of relevant information will be detrimental to the enterprise's interests, and that keeping the information in secrecy will not lead to conspicuous fluctuation of the bonds' market prices, the disclosure may be exempted upon approval of the SSE; provided the issuer holds some events unfit for disclosure according to relevant state laws and regulation, the issuer should report to the SSE and state the reasons therein. Then the issuer may be exempted from disclosing the content upon approval by the SSE.

Special code segments for corporate bonds are adopted.

In order to meet the requirements of issuance, listing and trading of corporate bonds, the SSE has decided to allot special securities code segments for corporate bonds. All member units are requested to make relevant preparations.

It is learned that Code Segment 751990-751999 will be adopted for issuance of corporate bonds; 104000-104999 for in and out storage of pledged bonds eligible to participate in trading of new general collateral repos; and 122000-122499 for trading of corporate bonds.