Contracts Management Procedures

Chapter I General Provisions

Article 1 These Procedures have been formulated in accordance with the provisions of the

P.R.C Contract Law and other relevant laws and regulations in conjunction with the actual conditions of the company in order to make the contracts management of the Company standardized

and procedural to improve the quality and efficiency of contracts management and to protect

the lawful rights and interests of the Company. Article 2 Contracts management referred to herein means a series of such activities as the

planning, organization, control, mediation,

litigation and supervision and inspection by the Company as a subject to the economic legal relationship pursuant to law, in relation to the

signature, performance, modification and rescission of and disputes over contracts.

Article 3 Contracts management shall be subject to the management system integrating the

assumption of the responsibility for contracts management by the persons handling contracts

and department managers, the review of contracts by legal counsels and the

examination and approval thereof by the leaders. Article 4 These Procedures shall apply to various departments of the company and all branches thereof. Chapter II Signature of Contracts

Article 5 Signature of contracts must comply with state laws, regulations and policies under

the principles of equality and mutual benefit, consensus through consultations and making compensation for equal value in order to protect the interest of the Company. No contracts may

be signed illegally, and no contracts to the disadvantage of company may be entered into.

Article 6 Before entering into a contract, we shall know of in all respects such conditions

as the cooperating party 's creditworthiness and capability to perform the contract to be entered into. No contracts may be entered into with

entities/individuals without good creditworthiness

and the capability to perform investigations

on the cooperating party 's

creditworthiness and capability to perform a contract include but are not limited to:

1. Its business license and other license if it is in

a licensed operation industry and status

of annual inspection by industrial and commercial

authorities;

2. Its economic type and articles of association;

3. The information on the opening of its basic account (including account name, bank

and number);

4. Its financial statements;

5. Its operation history, market shares and recent developing tendency;

6. The conditions of other performance by it

7. If the cooperating party is a natural person, we shall know of in all respects his/her

identity, habitual residence address, and job background as well as the status of his/her personal and family properties

Article 7 In making a contract, we shall examine