Article 5 An issuer shall complete the following preparatory work when applying for the listing of bonds:

(1) The issuer shall engage certified public accountants that have the qualification for practice of securities to make audit on the financial statements in recent three complete fiscal years, and it shall not exceed 9 months from the day of the recent financial statements to the day of bonds listing. If the issuer does not implement the system of auditing by certified accountants as prescribed by the Ministry of Finance, it shall have the reply of the competent department of finance to the recent three final settlements on the issuers;
(2) The issuer engages certified public accountants that have the qualification for practice of securities to make verification on the capital collected through issuing bonds, and issue capital verification report; and
(3) Other work as required by CSRC or this Stock Exchange.

Article 6 An enterprise shall submit the following documents to this Stock Exchange when applying for the listing of bonds:

Bonds listing application letter;

Documents of the department authorized by the State Council on approval of bond issuance;

Resolutions of the Board of Directors on applying for the listing of bonds;

Letter of Recommendation for listing signed by the members of this Stock Exchange;

Articles of association of the enterprise;

Business license of the enterprise;

Measures for bonds collection, announcement on bonds issuance, summary report on bonds issuance, and underwriting agreement;

Credit rating report on the bonds;

Capital verification report on the capital collected through the bonds;

Listing Announcement; (For the contents and design, see Annex II)

Auditor’s report issued by the certified public accountants that have the qualification for practice of securities or the relevant reply of the competent department of finance;

Financial statements of the guarantor in recent three years and other credit standing information and guarantee agreement (if the bonds are issued under guaranty);

Name list of the debenture holders and the statements on bonds trusteeship;

Legal opinions on the bonds issuance and listing for this time, which are issued by the law firms that have the qualification for practice of securities;

The certificates of qualification for the practice of securities of each intermediary institution and signatory; and

Other documents required by CSRC or this Stock Exchange.

Article 7 The issuer that applies for the listing of bonds shall ensure that the contents it submits to this Stock Exchange be truthful, accurate, and complete, and have no false statements or misrepresentations, or great omissions.

Article 8 This Stock Exchange shall apply the listing recommenders system for bonds listing. Should any bond be applied for being listed at this Stock Exchange, it shall be recommended by one to two institutions recognized by this Stock Exchange with the issuance of the recommendation letter for listing.

Article 9 A recommender for listing shall comply with the following conditions:

It is a member of this Stock Exchange;

It has the qualification of a leading underwriter for stock issuance and has good credit standing;

It has no act of grave violation of laws and regulations in recent one year;

The major managerial personnel who are responsible for the recommendation work shall be familiar with the Bylaws of this Stock Exchange and the relevant business rules;

The members that have the conditions shall file an application to this Stock Exchange when recommending the listing of the bonds, after the application is examined and confirmed by this Stock Exchange, the members shall have the qualification of a recommender for listing;

The issuer shall sign a listing recommendation agreement with the recommender for listing, stipulating the rights and obligations of the two parties during the period of applying for listing and within one year after the listing. The listing recommendation agreement shall comply with the bond listing rules of this Stock Exchange and the relevant provisions of the listing agreement.

Other conditions as required by this Stock Exchange.

Article 10 A recommender for listing shall fulfill the following obligations:

To confirm that the bond issuer complies with the listing conditions;

To ensure that the directors of the bond issuer know of the nature of the liabilities they undertake, and undertake the liabilities listed in the listing rules of this Stock Exchange and the listing agreement;

To assist the bonds issuer in carrying out the work of application for bonds listing;

To submit listing recommendation letter to this Stock Exchange;

To ensure that the listing documents be truthful, accurate, and complete, and comply with the prescribed requirements, and the materials attached in the documents having been verified;

To assist the bonds issuer and this Stock Exchange to arrange the listing of the bonds;

Other obligations as stipulated in the listing recommendation agreement concluded by the recommender for listing and the issuer; and

Other obligations that shall be performed by the recommender for listing as prescribed by this Stock Exchange.

Article 11 A recommender for listing shall ensure that there be no false statement, misrepresentation, or great omission in the listing application materials of the issuer, listing announcement, and other relevant publicity materials, and ensure to undertake liabilities jointly for it.

Article 12 A recommender for listing shall not carry out insider trading by making use of the insider information it obtains during the process of making listing recommendation for the purpose of seeking interests for itself or others.

Article 13 In case any recommender for listing fails to abide by the aforesaid provisions, this Stock Exchange may request CSRC to give it punishment according to the relevant laws and regulations.