Article 115 The board of directors of a company may 
decide to appoint a member of the board of directors to concurrently take the 
post of the manager.
Article 116 No company may, directly or via its 
subsidiary, lend money to any of its directors, supervisors or senior 
managers.
Article 117 A company shall regularly disclose to its 
shareholders the information about remunerations obtained by the directors, 
supervisors and senior managers from the company. Section 4 the Board of 
Supervisors
Article 118 A joint stock limited company shall set up a 
board of supervisors, which shall comprise at least 3 persons. 
The board of supervisors shall include representatives of 
shareholders and an appropriate percentage of representatives of the company's 
employees. The percentage of the representatives of employees shall account for 
not less than 1/3 of all the supervisors, but the concrete percentage shall be 
specified in the articles of association. The representatives of employees who 
serve as members of the board of supervisors shall be democratically elected 
through the meeting of representatives of the company's employees, shareholders' 
meeting or by other means. The board of supervisors shall have one chairman, and 
may have a deputy chairman. The chairman and deputy chairman shall elected by 
more than half of all the supervisors. The chairman of the board of supervisors 
shall convene and preside over the meetings of the board of supervisors. If the 
chairman of the board of supervisors is unable or fails to perform his duties, 
the deputy chairman of the board of supervisors shall convene and preside over 
the meeting of the board of supervisors. If the deputy chairman of the board of 
supervisors is unable or fails to perform the duties, the supervisor jointly 
recommended by half or more of the supervisors shall convene and preside over 
the meetings of the board of supervisors. No director or senior manager may 
concurrently act as a supervisor. 
The provisions of 
Article 53 of this Law on the term of office of the supervisors of a limited 
liability company shall apply to that of the supervisors of a joint stock 
limited company.
Article 119 The provisions of Articles 54 and 55 of this 
Law on the functions of a limited liability company shall apply to that of the 
board of supervisors of a joint stock limited company. The expenses necessary 
for the board of supervisors to exercise its authorities shall be borne by the 
company.
Article 120 The board of supervisors shall hold at least 
one meeting every 6 months. The supervisors may propose to convene temporary 
meetings of the board of supervisors. The discussion methods and voting 
procedures of the board of supervisors shall be prescribed in the articles of 
association, unless it is otherwise provided for by this Law. 
The board of supervisors shall prepare records for the 
decisions on the matters discussed at the meeting, which shall be signed by the 
supervisors in presence. 
Section 5 Special Provisions 
on the Organizational Structure of a Listed Company
Article 121 The term "listed company" as mentioned in 
this Law refers to the joint stock limited companies whose stocks are listed and 
traded in a stock exchange.
Article 122 Where a listed company purchases or sells 
any important assets, or provides a guarantee of which the amount exceeds 30% of 
its total assets, a resolution shall be made by the shareholders' meeting and 
adopted by shareholders representing 2/3 of the voting rights of the 
shareholders in presence.
Article 123 A listed company shall have independent 
directors. And the concrete measures shall be formulated by the State 
Council.
Article 124 A listed company may have a secretary of the 
board of directors, who shall be responsible for the preparation of the sessions 
of shareholders' meeting and meetings of the board of directors, preservation of 
documents, management of the company's stock rights, information disclosure, and 
etc.
Article 125 Where any of the directors has any 
relationship with the enterprise involved in the matter to be discussed at the 
meeting of the board of directors, he shall not vote on this resolution, nor may 
he vote on behalf of any other person. The meeting of the board of directors 
shall not be held unless more than half of the unrelated directors are present 
at the meeting. A resolution of the board of directors shall be adopted by more 
than half of the unrelated directors. If the number of unrelated directors in 
presence is less than 3 persons, the matter shall be submitted to the 
shareholders' meeting of the listed company for deliberation.
 
Chapter V Issuance and 
Transfer of Shares of a Joint Stock Limited Company 
Section 1 Issuance of Shares
Article 126 The capital of a joint stock limited company 
shall be divided into shares, and all the shares shall be of equal value. 
The shares of the company are represented with stocks. A 
stock is a certificate issued by the company to certify the share held by a 
shareholder.
Article 127 The issuance of shares shall comply with the 
principle of fairness and impartiality, and the shares of the same class shall 
have the same rights and benefits. The stocks issued at the same time shall be 
equal in price and shall be subject to the same conditions. The price of each 
share purchased by any organization or individual shall be the same.
Article 128 The stocks may be issued at a price equal to 
or above the par value, but not below the par value.
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