Trunstution Squire,Sanders Dempsey L.L.P. The Provincial Level Examination and Approval Authorities shall forward to MOFCOM for examination and approval the application documents for FIE to be established after acquisitions that,pursuant to laws,administrative regulations or departmental rules or regulations,are of a particular type or in a particular industry that requires the examination and approval of MOFCOM.The decision whether or not to grant approval shall be made by MOFCOM,in accordance with the law. Article 11 Application shall be made to MOFCOM for examination and approval of the acquisition of any company inside China affiliating to a Domestic Company, enterprise or natural person,which is made in the name of an overseas company lawfully established or controlled by such Domestic Company,enterprise or natural person. The parties concerned shall not circumvent any requirements set forth above by means of making domestic investment through a FIE or otherwise. Article 12 A party concerned in the acquisition by foreign investor of a domestic enterprise obtains the actual controlling rights of such enterprise shall apply to MOFCOM for examination and approval if such acquisition involves in any major industry,or has or may have an impact on the state economy security,or may result in transfer of the actual controlling right of the domestic enterprise owning any famous trademarks or traditional Chinese brands. If such party concerned fails to make application to MOFCOM and its acquisition causes or may cause significant impact to the state economy security,MOFCOM together with relevant authorities in charge can then demand that such party ceases the transaction transfers relevant equity interests,assets or take any other effective actions in order to eliminate the impact of such acquisition on the security of the national economy. Article 13 If a foreign investor carries out an Equity Acquisition,the FIE established after the acquisition shall succeed to the claims and debts of the acquired Domestic Company. If a foreign investor carries out an Asset Acquisition,the domestic enterprise that sold the assets shall bear its existing claims and debts. The foreign investor,the domestic enterprise to be acquired,creditors and/or other parties may otherwise agree on the disposal of the claims and debts of the domestic enterprise to be acquired,provided that such agreement does not prejudice the interests of a third party or the public.An agreement on the disposal of claims and debts shall be submitted to the examination and approval authority. A domestic enterprise that sells its assets shall dispatch a notice to its creditors and publish an announcement in a provincial or higher level newspaper distributed nationally fifteen (15)days before the investor submits relevant application documents to the examination and approval authority in charge. Article 14 The parties concemned in the acquisition shall use the evaluation results provided by the relevant asset appraisal organ regarding the value of the equity