Operational Rules for the Settlement of Transaction Funds of Southern United Assets & Equity Exchang

2019-10-21

Article 1 These Rules are formulated in accordance with the Measures for the Supervision and Administration of the Transaction of the State-owned Assets of Enterprises, the Operational Rules for the Transaction of State-owned Properties of Enterprises, the General Transaction Rules of Southern United Assets & Equity Exchange and the other applicable rules and regulations in order to regulate the act of the exchange market of Southern United Assets & Equity Exchange (hereinafter referred to as "SUAEE") to settle transaction funds.

Article 2 The SUAEE shall establish an independent transaction fund settlement account to provide unified settlement services for all parties involved in  fund settlement.

These Rules shall apply to the settlement of transaction funds for the transaction of properties of state-owned and collective enterprises within SUAEE. SUAEE, member entities, fund settlement parties and designated settlement banks shall abide by these Detailed Rules. The settlement of funds by SUAEE for other types of transaction can be carried out with reference to these Detailed Rules.

Article 3 The transaction funds referred to herein shall include, but not limit to earnest money, security deposit, transaction price and related service charges.

Earnest money refers to the monetary fund that the potential transferee pays to meet the specific transaction requirements according to the transfer information announcement.

Security deposit refers to the monetary fund paid by various transaction subjects according to the requirements of the information announcement and the applicable regulations of SUAEE in order to ensure their commitments to comply with the applicable transaction rules and agreements, and ensure their performance of the relevant transaction obligations and transaction commitments. Such fund shall serve as the guarantee to compensate the loss of the other relevant subject in the case where a transaction subject has a violation of regulations of agreements.

Transaction price refers to the monetary fund paid by the transferee to purchase the transfer subject matter to the transferor through the SUAEE in accordance with the transaction contract.

Related service charges refer to the fees paid by the relevant transaction subjects to SUAEE or its members for their provision of transactions, consulting, brokerage, agency and other related services.

Article 4 If a transaction subject pays transaction funds, it shall indicate in the remarks column of the bank remittance voucher the information about the name of the transaction project, the purpose of the payment and any other relevant information. In case of the disqualification of a transaction party for transaction due to its failure to set forth the relevant information, or in case of its relevant violation or default, such transaction party other than SUAEE shall assume the responsibilities arising therefrom at its cost.

Article 5 In principle, the transaction funds shall not be collected or paid by any third party other than SUAEE and the transaction subjects. If the transaction subject has special circumstances resulting in the transaction funds to be collected or paid by others, it must submit written application documents and relevant supporting documents for the review and approval of SUAEE.

Article 6 The transaction funds are generally settled in RMB. In the case where the transaction funds are settled in foreign currency, both parties to the transaction shall apply to SUAEE in advance and settle in such competent currency that is specified by the foreign exchange administration.

Article 7 SUAEE shall establish an independent fund settlement account, organize the collection and payment of transaction funds, provide efficient and high-quality services for the settlement of transaction funds, and ensure the accuracy, security deposit and integrity of fund settlement, and shall ensure the transaction funds will not be used for other purposes.

Article 8 After the transferor and the transferee sign a transaction contract, the security deposit paid by the transferee may be converted into transaction price, performance security deposit, etc. according to the agreement.

For any other eligible potential transferee not recognized as a transferee, without the any of the circumstance as set forth in Article 13 of Operational Rules for Security Deposit of Southern United Assets & Equity Exchange, the security deposit paid shall be returned by SUAEE at the original amount via the original route within 5 business days after the determination of the final transferee.

Article 9 The transaction price shall be settled uniformly by the SUAEE.

Article 10 Where the transaction price is settled in RMB, it shall be handled with the following procedures:

(1) After the transaction parties sign the transaction contract, the transferee shall deliver the transaction price to the SUAEE settlement account within the payment period agreed upon in the contract, and the SUAEE shall issue a receipt to the transferee and notify the transferor as required;

(ii) SUAEE shall transfer the transaction price according to the applicable regulations or agreements. If the conditions for the transfer of the transaction price are met, SUAEE shall, within 3 business days from the day following the receipt of the transaction price and the relevant service charges paid in full by the parties, complete the transfer of the transaction price without interest;

(iii) The transferor shall issue a receipt to the SUAEE within 3 business days from the date of receipt of the transaction price.

Article 11 Where the transaction price is settled in foreign currency, both parties to the transaction shall cooperate with each other to handle the settlement procedures according to the applicable regulations from the foreign exchange administration and SUAEE.

Article 12 Where both parties to the transaction have a special agreement on the collection, payment and transfer of the transaction price, which is in line with the applicable policies of the State and Guangdong Province, such agreement may prevail after it is reviewed and approved by SUAEE.

Article 13 The transaction price shall be denominated in RMB and settled in the form of currency through SUAEE. If it is unable to settle through the SUAEE for special reasons, the transferor shall provide the written opinion of the transfer reviewing and approving authority and the payment voucher of the transferee.

Article 14 In principle, the transaction price shall be paid in lump sum within 5 business days from the date when the contract comes into effect.

If the transaction price is of large amount and is difficult to pay in lump sum, it may be paid by installments. In the case of the payment by installments, the down payment shall not be less than 30% of the total transaction price, and shall be made within 5 business days from the effective date of the contract; the remaining amount shall be provided with the legal and valid guarantee approved by the transferor and paid with interest for the corresponding delay period at the rate for bank deposits in the same period and the payment period shall not exceed 1 year.

Article 15 Both parties to the transaction shall pay the service charges to SUAEE in accordance with the charging standards of and within the agreed time limit agreed by SUAEE. Where both parties to the transaction entrust a member of SUAEE to provide relevant transaction services, they shall pay the service charges to such member in accordance with the agreement between the parties.

SUAEE and member entities will issue a receipt after receiving the relevant service charges.

Article 16 These Rules shall be interpreted by SUAEE.

Article 17 These Rules shall be filed with and subject to the supervision and guidance of Guangdong Provincial Government Joint Meeting on the Construction of Market of Equities and its Office.

Article 18 These Rules shall come into force on January 1, 2017, and the Operational Rules for the Settlement of Transaction Funds of Southern United Assets & Equity Exchange (Amendment 2014) shall be abolished from the implementation date of these Detailed Rules.

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