【正文】
hority under the State Council. Article 42 Securities shall be traded in spot transaction or such other ways as may be so prescribed by the State Council. Article 43 The business persons of the stock exchanges, securities panies and securities registrar and clearance institutions, the staff members of the securities regulatory authorities, and other persons prohibited by laws or administrative regulations from participating in share trading shall not, while in office or within the statutory periods of time, hold, purchase or sell any shares directly or under assumed names or names of other persons, nor shall they receive or accept any shares given by others. At the time of being a person as described in the preceding paragraph, one must have his previously held shares transferred pursuant to law. Article 44 The stock exchanges, securities panies and securities registrar and clearance institutions shall keep their clients’ accounts confidential pursuant to law. Article 45 Securities service institutions and their staff members that produce such documents as auditing reports, asset valuation reports and legal opinions for share issuance shall not purchase or sell such shares during the period of underwriting and within six months thereafter. In addition to the provisions in the preceding paragraph, securities service institutions and their staff members that produce such documents as auditing reports, asset valuation reports and legal opinions for listed panies shall not purchase or sell the shares concerned from the date of accepting the entrustment of the listed panies until five days after such documents are made known to the public. Article 46 The fees charged for securities transactions must be reasonable and the items for which fees are charged, the rates of the fees and methods of fee collection must be made known to the public. The uniformed charging items, standards and measures for securities trading shall be prescribed by the relevant departments in charge under the State Council. Article 47 Where a director, supervisor or senior manager of a listed pany, or a shareholder who holds 5% or more of the shares of a listed pany sells the shares of the pany within six months of purchasing such shares, or repurchases the shares within six months of selling such shares, the gains therefrom, if any, shall belong to the pany, and the board of directors of the pany shall recover such gains. However, if a securities pany es to hold 5% or more of the shares as a result of absorbing the unsold shares under the terms of an underwriting on a principal basis, it shall not be subject to the restriction of the sixmonth period when selling such shares. Where the board of directors of the pany fails to take action in accordance with the provisions of the preceding paragraph, the shareholders of the pany shall have the right to demand it to act within 30 days. Where the board of directors of the pany fails to take action within the said time limit, the shareholders shall have the right to initiate, in their own name, a lawsuit directly in a people’s court for the benefit of the pany. Where the board of directors of the pany fails to take action in accordance with the provision of the first paragraph, the directors who are accountable thereto shall be held jointly and severally liable pursuant to law. Section 2 Listing of Securities Article 48 To apply for the listing and trading of securities, the applicant shall submit an application to a stock exchange, which shall, pursuant to law, examine and the application before giving consent, both sides shall enter into a listing agreement. Stock exchanges shall arrange the listing and trading of government bonds according to the decision of the department authorized by the State Council. Article 49 For applying for the listing and trading of shares, corporate bonds convertible into shares or such other securities which are subject to the sponsorship system as prescribed by laws or administrative regulations, it is necessary to engage the institutions with sponsorship qualifications to act as sponsors thereof. The provisions of the second and third paragraph of Article 11 of this Law are applicable to sponsors for listing. Article 50 To apply for the listing of shares, a pany limited by shares shall meet the following conditions: (1) Its shares have been issued publicly with the approval of the securities regulatory authority under the State Council。 (3) Its publiclyoffered shares amount to 25% or more of the total shares of the pany。 and (4) The pany has not mitted any major violations of law and has made no false entries in its financial statements in the three years immediately preceding the application. Stock exchanges may set higher conditions for listing than the ones provided under the preceding paragraph, and submit them to the securities regulatory authority under the State Council for approval. Article 51 The State encourages the panies that conform to the industrial policies and meet the conditions for listing to have their shares listed for trading. Article 52 To apply for the listing and trading of shares, a pany shall submit the following documents to a stock exchange: (1) the listing submission?! ?3) the articles of association of the pany?! ?5) the financial statements of the pany covering the three years immediately preceding the application which are audited by an accounting office pursuant to law?! ?7) the most recent prospectus?! ?2) the name list of the top 10 shareholders of the pany and their respective shareholdings。 and (4) the names of the directors, supervisors and senior managers and their respective holdings of the shares and bonds of the pany. Article 55 Where a listed pany is under any one of the following circumstances, the stock exchange shall decide to suspend the listing for trading of its shares: (1) It no longer meets the condition