The Company Law of the People's Republic of Chinahas been amended and adopted at the 18th session of the Standing Committee of the Tenth National People's Congress of the People's Republic ofChinaon October 27, 2005. The amended Company Law of the People's Republic ofChinais promulgated hereby and shall go into effect as of January 1, 2006.

　　　　　　　　　　　　 The President of the People's Republic ofChinaHu Jintao

　　　　　　　　　　　　　 October 27, 2005

The Company Law of the People's Republic ofChina

(revised in 2005)

(Adopted at the Fifth Session of the Standing Committee of the Eighth National People's Congress on December 29, 1993. Revised for the first time on December 25,1999 inaccordance with the Decision of the Thirteenth Session of the Standing Committee of the Ninth People's Congress on Amending the Company Law of the People's Republic ofChina. Revised for the second time on August 28,2004 inaccordance with the Decision of the 11th Session of the Standing Committee of the 10th National People's Congress of the People's Republic ofChinaon Amending the Company Law of the People's Republic ofChina. Revised for the third time at the 18th Session of the 10th National People's Congress of the People's Republic ofChinaon October 27, 2005)

Contents

 Chapter I General Provisions

 Chapter II Incorporation and Organization of a Limited Liability Company

 Section 1 Incorporation

 Section 2 Organization

 Section 3 Special Provisions on One-person Limited Liability Companies

 Section 4 Special Provisions on wholly State-owned Companies

 Chapter III Transfer of Stock Right of a Limited Liability Company

 Chapter IV Incorporation and Organization of a Joint Stock Limited Company

 Section 1 Incorporation

 Section 2 Assembly of shareholders

 Section 3 Board of Directors, Managers

 Section 4 Board of Supervisors

 Section 5 Special Provisions on the Organization of a Listed Company

 Chapter V Issuance and Transfer of Shares of a Joint Stock Limited Company

 Section 1 Issuance of Shares

 Section 2 Transfer of Shares

 Chapter VI Qualifications and Obligations of the Directors, Supervisors and Senior Managers of a Company

 Chapter VII Company Bonds

 Chapter VIII Financial Affairs and Accounting of a Company

 Chapter IX Merger and Division of a Company; Increase and Deduction of Registered Capital

 Chapter X Dissolution and Liquidation of a Company

 Chapter XI Branches of a Foreign Company

 Chapter XII Legal Liabilities Chapter

 Chapter XIII Supplementary Provisions

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