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I. The listed company shall have a complete and well-operated organization,sound

operations, and meet the following requirements:

1. It has legally valid articles of association and a sound system for shareholders’ meetings, the board of directors, the board of supervisors, independent directorswhich are able to perform their duties effectively in accordance with the law;

completeness, reasonableness and effectiveness of its system of internal controls;

3. Its current directors, supervisors and senior officers have the corresponding qualifications, are able to perform their duties with loyalty and diligence, have not violated the provisions of Articles 148 and 149 of the Company Law, have not been subject to administrative penalties by CSRC within the last 36 months, and have not been publicly censured by a stock exchange within the last 12 months;

4. The listed company is separate from its controlling shareholder or actual controller in terms of personnel, assets and finance, has an independent structure and business, and is able to manage its business independently; and

5. It has not provided an improper external guarantee within the last 12 months.

II. The listed company shall be profitable on an ongoing basis and meet the

following provisions:

1. It has been profitable for the last three financial years; the lower of net profit before or after non-recurring losses and profits shall be used as the basis for calculation;

2. Its business and profit sources are relatively stable and do not rely heavily on its controlling shareholder or actual controller;

3. Its current main business or investment directions can be developed sustainably, its business model and investment plan are prudent, its main products or services have good market prospects, and no substantial adverse change in the industry business environment or market demand is either currently in existence or foreseeable;

4. Its senior officers and core technical staff are stable and have not undergone any substantial adverse change within the last 12 months;

5. Its major assets, core technologies and other substantial rights and interests have been obtained legally and can be used sustainably without any substantial adverse change either currently in existence or foreseeable;

6. It is not affected by any guarantee, litigation, arbitration or other major event likely to materially affect its continuing operation; and

7. Where it has issued securities to the public within the last 24 months, its business profit in the year in which the securities were issued was more than 50% lower than in the previous year.

III. The listed company shall have sound finances and meet the following

provisions:

unqualified audit reports, the matters covered in the explanatory paragraphs have had no major adverse impact on the issuer, or the major adverse impact has been eliminated before the issue;

3. Its assets are of sound quality. Non-performing assets shall not have a major adverse impact on the financial status of the company;

4. Its business results are genuine and cash flows are normal. Confirmation of business income and costs and expenses shall strictly comply with the provisions of relevant state accounting rules, and impairment provisions incurred in the last three years shall be sufficient and reasonable, without any manipulation of business results; and

5. Cumulative profits distributed in the last three years in cash or stock represent no less than 20 percent of annual distributable profits realized the last three years.

IV. The listed company's financial statements for the last 36 months shall contain

no false records, and none of the following major unlawful acts shall have

occurred:

1. Violations of laws, administrative rules and regulations on securities that have subjected the company to administrative penalties or criminal penalties;

2. Violations of laws, administrative rules and regulations on industry and commerce, taxation, land, environmental protection or customs that have subjected the company to administrative penalties and the circumstances of which have been serious, or have subjected the company to criminal penalties; and

3. Violations of other laws, administrative rules and regulations in which the circumstances have been serious.

V. The amount of funds raised by listed companies and the use of such funds

shall meet the following provisions:

1. The amount of funds raised shall not exceed what is needed for the proposed projects;

2. The funds raised shall be used for purposes that comply with national industrial policies and provisions of laws and administrative rules concerning environmental protection and land administration;

3. Other than for financial enterprises, the funds raised on this occasion cannot be held for trading financial assets or available for sale financial assets, lending to others, investments managed by third parties, or other financial investments; nor can they be invested directly or indirectly in companies mainly engaged in the trading of securities;

4. The investment projects, when implemented, will not result in horizontal competition with the controlling shareholder(s) or the actual controller(s), nor affect the independence of the company’s production and operating activities; and

VI. The listed company shall be barred from offering securities to the public

under any of the following circumstances:

1. The current application documents include any false records, misleading statements or major omissions;

2. The purposes for which funds raised in the previous public offer of securities have been used have been altered without authorization and suchconduct has not been redressed;

3. The listed company has been subject to a public censure from a stock exchange within the last 12 months;

4. The listed company and its controlling shareholders or actual controllers have engaged in acts that havenot honoredundertakings made to investors within the last 12 months;

5. The listed company or its incumbent directors or senior managers have been investigated by the judicial authorities for suspected criminal offences or investigated by CSRC for suspected violations of laws or regulations; and

6.Other circumstances where the lawful rights and interests of investors and the public interest have been seriously infringed.