If the listed company and the dealing party retain securities service organs, they shall sign confidentiality agreement with the securities service organs immediately.

Article 16 After the listed company signs the contract with the securities service organ, it shall not change the securities service organ without a legitimate reason.

Article 15 The listed company shall retain such securities service organs as independent financial consultants, law firms and accounting firms with qualification for securities business to give opinions regarding the material assets reorganization.

Article 1 The Measures are formulated according to such laws and administrative regulations as the Company Law and the Securities Law to regulate material assets reorganization activities, protect the legitimate rights and interests of listed companies and investors, improve continuously the quality of listed companies, maintain the order of the securities market and safeguard the public interest.

After the listed company finishes the aforesaid public announcement and report, it can complete the securities registration formalities at the stock exchange and the securities registration and clearing company for the specified parties that have purchased the shares.

The Notice of the China Securities Regulatory Commission on Several Issues Concerning Major Purchases, Sales and Exchanges of Assets by Listed Companies (No.105 2001 of the China Securities Regulatory Commission) will be repealed at the same time.

The Measures are not applicable to activities of purchasing assets or making investment overseas by listed companies using the raised fund in accordance with the usage of the raised fund disclosed in the securities issuance documents approved by China Securities Regulatory Commission (hereinafter referred to the CSRC ).

Where the price of the transaction price is based on the assets evaluation results, the listed company shall retain assets evaluation organs with qualification for securities business to issue assets evaluation report.

In these senses, Swensen is completely different from day traders, who are both investing for the short term and trying to beat the most crowded market the market for exchange listed securities.

The securities firm should sign entrustment contracts with securities brokers who accept such entrustment, issue securities broker certificate, define authorized scope of securities broker and supervise working behavior of securities broker.

Where the listed company does not meet the requirements for public issuance of securities before the material assets reorganization, or the material assets reorganization results in the change of the actual controller of the listed company, the listed company can only apply for public issuance of new shares or company bonds at least one complete fiscal year from the completion of the material assets reorganization.

Without securities business license, the securities firm and its domestic branch shall not run securities business.

The securities broker should have securities working qualification.

Securities brokers should work within authorized scope of the securities firm and show securities broker certificates to customer.

Article 56 Where a securities firm carries out securities lending and borrowing but does not have sufficient funds or securities, it can borrow from the securities financial companies.

3 Trade securities or maneuver securities market with insider information

(5) Securities service agencies provided services for a securities firm.

Article 41 A securities firm engaged in securities business for its own account is limited to trading of legally issued stocks, bonds, warrants, securities investment funds or other securities recognized by the securities regulatory agency under the State Council.

Securities brokers shall not handle securities subscription or trading for customers.

Article 20 If a securities firm has two or more kinds of securities brokerage business, securities assets management business, financing with capital and securities, securities underwriting, securities sponsors, its board should set up remuneration and nomination committee, auditing committee and risk control committee to perform rights prescribed in company regulation.

1 Illegally buying securities issued by shareholder of the securities firm or other issuer with major relationship to securities firm against regulation

1 Customers purchase of securities, settlement of securities trading or customers withdrawal

Article 32 A securities firm should establish information inquiring system to ensure customers inquiring entrustment record, trading record, securities and balance during business hours of the securities firm, as well as other information such as name, practice license of the business operator and securities broker of the securities firm, certificate number of securities broker, etc.

Article 26 If a securities firm and its domestic branch are engaged in securities business prescribed in Article 125 of the Securities Law, they should follow the Securities Law and provisions of this Regulation.

Article 38 If a securities firm is engaged in securities brokerage business, it can entrust staff outside of the securities firm as securities broker, engaging in attracting and providing service for customers as agent.

Article 48 Securities lending and borrowing referred to in this article means that in the securities trading at the stock exchange or other securities trading places that have been approved by the State Council, securities firms lend capital or securities to customers for them to buy or sell securities based on the corresponding collaterals provided by the customers.

Securities account opened by the securities firm for securities assets management customer should be submitted to stock exchange for filing within 3 trading days.

Article 44 If a securities firm is engaged in self run securities business, its risk controlling indicators such as ratio of total securities value and company net capital, ratio of value of one type of securities and net corporate capital, and ratio of quantity of one type of securities and total issuing quantity of this type of securities should comply with prescription of the securities regulatory agency under the State Council.

Article 50 A securities firm that carries out securities lending and borrowing business shall sign a securities lending and borrowing contract with the customer, and shall open a customer securities guarantee account with the securities registration and settlement organs, and a customer funds guarantee account with the designated commercial bank in the name of the securities firm in accordance with the provisions of the securities regulatory agency under the State Council.

Article 28 When the securities firm is entrusted by securities registration settlement agency to open securities account for customers, it should audit name and identity authenticity declared by customers according to management rule of securities account.

The securities firm shall not provide customer s capital account and securities account to others.

If the securities firm closes all securities business, disbands, goes bankruptcy or revokes domestic branch, it should publicize in newspaper appointed by the securities regulatory agency under the State Council and submit securities business license to the securities regulatory agency under the State Council for deregistration based on regulation.

(ii) Securities Act

Article 37 If a securities firm is engaged in securities brokerage business, it should audit whether capital and securities in customer s account are sufficient or not.

The Measures for Administration of Material Assets Reorganization of Listed Companies, which were adopted at the 224th President s Meeting of China Securities Regulatory Commission on March 24, 2008, are hereby promulgated and shall come into force as of May 18, 2008.

(3) Where a securities firm violates provisions to entrust others to buy and sell securities

Article 61 The securities firm shall not provide financing or warranty to other people using the assets of the securities brokerage customers or securities assets management customers.

After a securities firm acquiring business license for the securities or domestic branch issued or changed by the corporate registration agency, it should apply to the securities regulatory agency under the State Council for issuing or changing license for securities business.

Article 5 By obeying national regulations, securities firms can issue, trade and sell securities financial products.

Securities brokers can only accept entrustment of one securities firm for customer attracting and service activities.

China Securities Regulatory Commission

a transaction involving securities

Article 45 A securities firm can be engaged in securities assets management business by accepting customer s entrustment or using customer s assets according to the Securities Law and this Regulation.

Article 30 Before the securities firm signs securities dealing entrustment, securities assets management, capital and securities financing contracts with customers, it should appoint specialist to introduce business rule and contract content to customers and let customer sign and confirm on risk disclosure letter.

Experts pointed out that with the return of the securities market to flatness, many brokers sagged this year in results. But the detailed situation of the listed companies is dependent on the detailed development of the corporate business and cannot be generalized.