Regulations Governing Foreign Exchange Business of Securities Enterprises Article 39

When a securities enterprise intends to act as the local mandated agent of an offshore fund institution and conduct private placement to specified counterparties (hereinafter referred to as “offshore fund private placement business”), the securities enterprise shall apply to the Bank for approval by submitting documents provided in Article 7 herein, and in addition, the following documents:1.A statement to comply with the provisions in Article 52 of the “Regulations Governing Offshore Funds”. Such statement is not required if the counterparties are entities provided in Subparagraph 1, Paragraph 1, Article 52 of the Regulations.2.Business plan (including business profile, primary information of the offshore fund, operating process and receipt/payment procedure).