Detailed Rules for the Implementation of the State Tobacco Monopoly Bureau on Pre-Examination of Domestic and Foreign Initial Public Offerings and Listing of E-cigarette-related Enterprises

Chapter I General Provisions

Article 1 These Detailed Rules are formulated in accordance with the Law of the People's Republic of China on Tobacco Monopoly, Regulations on the Implementation of the Tobacco Monopoly Law of the People's Republic of China, Measures for the Administration of Electronic Cigarette and other laws and regulations to regulate the initial public offering and listing of shares by relevant enterprises of e-cigarette.

Article 2 The department of Tobacco Monopoly Administration under the State Council shall exercise prudent supervision over the listing of e-cigarette-related enterprises at home and abroad, give full play to the standard restraint and positive incentive role of listing financing, and strictly restrict the financing for listing of enterprises that do not comply with industrial policies and industrial regulations.

Article 3 The department of Tobacco Monopoly Administration under the State Council shall conduct pre-examination of the initial public offering and listing of shares within and outside the territory of the People's Republic of China by the relevant enterprises of e-cigarette established and legally existing within the territory of the People's Republic of China, and these Rules shall apply. Enterprises related to e-cigarette referred to in these Rules include:

(1) The subject of the proposed listing is the electronic cigarette manufacturing enterprise that has obtained the license of the tobacco monopoly manufacturing enterprise (including the enterprises producing products, processing agents, brand holding enterprises, etc., the same below), the vapor production enterprises and the nicotine production enterprises for electronic cigarettes;

(2) The subject to be listed has not obtained the tobacco monopoly production enterprise license, but the enterprise has obtained the tobacco monopoly production enterprise license within the scope of the consolidated statement;

(3) enterprises related to e-cigarette recognized by the department of Tobacco Monopoly Administration under the State Council.

Article 4 E-cigarette-related enterprises intending to issue shares for initial public offering and listing at home and abroad shall submit the application documents for pre-examination and relevant materials to the department of Tobacco Monopoly Administration under the State Council, and shall not perform the procedures for subsequent issuance and listing after examination and approval by the department of Tobacco Monopoly Administration under the State Council.

Article 5 The pre-examination of the application for initial public offering and listing of shares by an electronic cigarette-related enterprise shall not indicate that substantial judgment or guarantee shall be made on the investment value of the securities or the return of investors.

Chapter II Application Method and Materials

Article 6 E-cigarette related enterprises intending to issue shares for initial public offering and listing at home and abroad shall submit the application form for pre-examination (see Annex 1 for details) and relevant materials (see Annex 2) through the government website of the department of Tobacco Monopoly Administration under the State Council, and submit or mail the paper application form and materials on site. Electronic materials shall be consistent with written materials.

Chapter III Review Process

Article 7 After receiving the application documents, the department of Tobacco Monopoly Administration under the State Council shall make a decision on whether to accept the application within 5 working days. In case of inadmissibility, the applicant shall be informed of the reasons.

Article 8 Where the application materials meet the requirements, the department of Tobacco Monopoly Administration under the State Council shall issue examination opinions within 20 working days from the date of accepting the application. If the review opinion cannot be issued within 20 working days, it may be extended for 10 working days, and the applicant shall be informed of the reasons for extension.

Article 9 If the application materials fail to meet the requirements, the relevant enterprises of e-cigarette may submit the relevant materials once within 10 working days. If the supplementary materials still fail to meet the requirements or the supplementary submission is waived, the department of Tobacco Monopoly Administration under the State Council shall have the right to refuse to accept the application and return the relevant application. After 6 months from the date of return of the application, the enterprise concerned may apply again.

Article 10 Where an e-cigarette-related enterprise applies for examination and approval, the department of Tobacco Monopoly Administration under the State Council shall issue a pre-examination opinion letter, which shall be valid for 12 months.

Article 11 Where an electronic cigarette-related enterprise fails to pass the examination and examination, the enterprise concerned may apply again six months from the date when the department of Tobacco Monopoly Administration under the State Council makes the opinion of failure to pass the examination.

Article 12 Where an e-cigarette related enterprise submits to the department of Tobacco Monopoly Administration under the State Council any false record, misleading statement or major omission in the application documents for pre-examination, misleading statements or major omissions, defrauds the examination and approval by fraudulent means, interferes with the examination work of the department of Tobacco Monopoly Administration under the State Council by improper means, the signature or seal of the electronic cigarette related enterprise or its controlling shareholders, actual controllers, directors, supervisors or senior management personnel is forged or altered, except in accordance with the relevant provisions of the relevant laws and regulations. The department of Tobacco Monopoly Administration under the State Council shall terminate the examination and refuse to accept the application for the initial public offering and listing of shares of the relevant enterprise of the e-cigarette within 36 months.

Chapter IV Supplementary Provisions

Article 13 Where an application for pre-examination has not been filed with the department of Tobacco Monopoly Administration under the State Council, but the securities regulatory authority under the State Council determines that it is necessary for the department of Tobacco Monopoly Administration under the State Council to issue a pre-examination opinion, these Rules shall prevail.

Article 14 Electronic cigarette related enterprises shall issue shares to unspecified qualified investors and list them on the Beijing Stock Exchange in accordance with these Detailed Rules.

Article 15 The initial public issuance and listing of shares of other new tobacco products manufacturing enterprises shall be implemented in accordance with the relevant provisions of these Rules.

Article 16 These Rules shall be interpreted by the department of Tobacco Monopoly Administration under the State Council.

Article 17 These Rules shall come into force as of the date of promulgation.