Trunslation Squire,Sunders Dempsey L.LP. () the evaluation report provided by the Acquisition Consultant regarding the issuing price of the Specially-Purposed Company's stocks to be listed overseas. If a Domestic Company targets an overseas company holding any equity shares of a Specially-Purposed Company as the main body through which overseas listing thereof will be made,the Domestic Company must submit application documents as required below: (① the incorporation certificate and articles of association of the targeted overseas company; (i) detailed descriptions on the transaction arrangements and price conversion assessment made by and between the Specially-Purposed Company and the targeted overseas company regarding the equity interests of the acquired Domestic Company. Article 45 MOFCOM shall issue an official reply of principle approval if it consents to the documents submitted under Article 44 hereof after its preliminary examination.With such official reply,the Domestic Company shall submit listing application documents to the securities supervisory authority under the State Council, which shall determine whether or not it shall grant approval within twenty (20) working days. After approval is granted,the Domestic Company shall apply to obtain the formal Approval Certificate from MOFCOM.MOFCOM shall issue such a Approval Certificate with the remark indicating that"This is to certify the equity shares of the overseas Specially-Purposed Company,valid within one (1)year from the issuance date of the business license."("Remarked COA"). In the event of any change in the equity interests of the Specially-Purposed Company due to acquisition,the Domestic Company or the natural person holding equity shares of such Specially-Purposed Company shall,with its FIE Remarked COA,handle formalities with MOFCOM for change of registration of the Specially-Purposed Company in regard to overseas investment and establishment of enterprise,and also with the local forex control authority for change of registration of the overseas investment forex. Article 46 Within thirty (30)days upon its receipt of the Remarked COA,the Domestic Company shall handle formalities with the authorities in charge of registration and forex administration for change of relevant registrations.These authorities shall issue a FIE Business License and a FIE Forex Certificate to the Domestic Company,respectively,both of which shall be remarked to indicate that "This certificate shall remain valid within fourteen (14)months from the date of issuance”(Remarked BL”and“Remarked Forex Certificate. When the Domestic Company handles formalities for change of registrations with the relevant registration authority,it shall provide in advance documents signed by the legal representative of the Domestic Company for the purpose of future restoration of its equity structure,if applicable,including but not limited to the letter of application 16