In order to conscientiously implement the decision-making arrangements of the CPC Central Committee and the State Council on reducing the logistics cost of the whole society, further promote the logistics industry to reduce costs and increase efficiency, scrap and update trucks, and reduce pollution emissions, the Municipal Transportation Commission, the Traffic Management Bureau of the Municipal Public Security Bureau, the Municipal Bureau of Commerce and the Municipal Bureau of Ecology and Environment jointly issued the Notice on Priority Access of New Energy Logistics Distribution Vehicles in the Fifth Ring Road of this Municipality, Issue a day pass for new energy trucks (hereinafter referred to as the "pass"), and facilitate the passage at times other than the morning and evening peak hours (7-9: 00 and 16-19: 00) on the roads where trucks are not set up day and night signs in the city.

　　Combined with the actual production and life in this city, the circular clarifies the types of necessary materials for day transportation, including: express delivery to distribution centers, distribution outlets and other places; Lunch boxes and barreled meals entering various schools; Types of rice flour, grain, oil, meat, eggs, milk and other materials entering supermarkets, restaurants, farmers’ markets, wholesale markets and other places.

　　The pass can be applied as required, and any unit or its carrier that has the above-mentioned demand for day transportation materials can apply for it. On November 15th, it was launched on the website of Beijing Municipal Transportation Commission. It can be processed online in the whole process, and an electronic pass will be issued within three working days, providing the applicant with an integrated service with clear and transparent work flow and traceable progress of the whole process.

　　A new energy truck applying for a pass must meet the following four conditions:

　　First, vehicles should be included in the Catalogue of Announcement of Road Motor Vehicle Manufacturers and Products. There are three types of vehicles: van, fender truck and heavy tractor (none of the above vehicles includes mini-van), and the power source is pure electric (driven by electric motor with rechargeable battery as the sole power source) or hydrogen fuel cell.

　　Second, the vehicle is the license plate issued by the city and registered under the name of the material demand unit or its carrier.

　　Third, relevant data such as vehicle positioning and transportation information must be uploaded to the government platform.

　　Fourth, there are no abnormal conditions such as overdue safety technical inspection, unfinished accident, and overdue traffic insurance.

　　The applicant needs to access the vehicle positioning data in advance, log in and declare after registering on the website, and submit information such as vehicles, materials and transportation. The relevant departments can verify the status of illegal accidents of vehicles, confirm the necessity of day transportation of materials and evaluate the use of documents through the system, and generate electronic documents after verification. The applicant can view, download and print the pass in the system.

　　When passing through with a pass, you should abide by the provisions of road traffic safety. The public security traffic control department will continue to strengthen daily supervision and law enforcement, and relevant departments will also strengthen supervision after the event, and strive to create a safe, orderly and civilized road traffic environment.

　　In addition, on September 24th, our city issued the Detailed Rules for Beijing to Further Promote the Scrapping and Updating of Old Trucks and Large and Medium-sized Buses with National Emission Standards 4 and below, and eligible car owners can get subsidies ranging from 35,000 yuan to 170,000 yuan. Under the linkage of the above policies, old fuel trucks can be scrapped and updated into new energy trucks, which can not only get subsidies, but also get priority.

　　Ten questions and ten answers

　　1. Why should we formulate the priority traffic policy for new energy logistics distribution vehicles in the Fifth Ring Road of this city?

　　[Solution]

　　In order to conscientiously implement the decision-making arrangements of the CPC Central Committee and the State Council on reducing the logistics cost of the whole society, supporting equipment renewal and trade-in of consumer goods, and promoting the popularization and application of new energy vehicles in the transportation industry, optimize the energy structure of trucks in this city, and reduce pollutant emissions, combined with the recent series of incentive policies for scrapping and updating diesel trucks operated by the National Fourth Company in this city, we will further strengthen policy convergence and coordination, and effectively benefit the industry.

　　According to the Law of the People’s Republic of China on Road Traffic Safety, Regulations of Beijing Municipality on Prevention and Control of Air Pollution, Regulations of Beijing Municipality on Road Transportation and other relevant regulations, combined with the needs of urban production and life, this Municipality has set up a day transport pass for new energy trucks in the Fifth Ring Road (hereinafter referred to as the "pass") to facilitate the passage of new energy trucks that meet the requirements and ensure the transportation of necessary materials in the Fifth Ring Road. Pass can be applied on demand, and the demand unit or its transportation unit that transports necessary materials by day can apply. The types of materials and the requirements for trucks are introduced in detail later.

　　Considering the above factors comprehensively, we will implement traffic measures by vehicle type, time period and region, increase policy support and guidance, and promote cost reduction and efficiency improvement and new energy utilization of trucks in this city.

　　2. Please introduce the legal basis for issuing this notice.

　　[Answer] This circular is formulated in accordance with the Road Traffic Safety Law of the People’s Republic of China, the Regulations of Beijing Municipality on the Prevention and Control of Air Pollution and the Regulations of Beijing Municipality on Road Transportation, as follows.

　　First, Article 39 of the Road Traffic Safety Law of the People’s Republic of China stipulates that "the traffic management department of the public security organ may take measures such as diverting, restricting traffic and prohibiting traffic for motor vehicles, non-motor vehicles and pedestrians according to the specific conditions of roads and traffic flows".

　　Second, Article 25 of the Regulations on Road Transportation in Beijing stipulates that night transportation shall be the main mode, supplemented by day transportation. The city implements total control, classified management and optimal allocation of freight vehicles engaged in day transportation in the central area of the city, and gradually implements it; This Municipality shall publish the conditions of freight operators engaged in day transportation in the central area of the city, and the standards for the models, appearance, safety and environmental protection of freight vehicles; Determine the freight operators who meet the requirements in an open, fair and just way, and establish an elimination and withdrawal mechanism.

　　Third, Article 71 of the Regulations on the Prevention and Control of Air Pollution in Beijing stipulates that "the Municipal People’s Government may take traffic management measures to restrict motor vehicles in a certain area according to the quality of the atmospheric environment".

　　3. What are the types of daily transportation materials in this city?

　　[Answer] In order to ensure the normal production and life of the city, some materials can apply for a pass if they really need to be transported by day. After combing, there are mainly the following types: express goods entering distribution centers, distribution outlets and other places, and doing a good job in the distribution service of online shopping goods; Enter the rice flour, grain, oil, meat, eggs and milk dishes in supermarkets, restaurants, farmers’ markets and wholesale markets to ensure the transportation of daily necessities for the general public; Lunch boxes and barrel meals distributed to various schools have solved the problem that some primary and secondary schools do not have canteens, so that teachers and students can eat hot meals in time. In addition, there are temporary truck traffic needs such as moving companies.

　　4. What conditions do vehicles applying for a pass need to meet?

　　[Answer] A new energy truck applying for a pass must meet the following four conditions:

　　First, vehicles should be included in the Catalogue of Announcement of Road Motor Vehicle Manufacturers and Products. There are three types of vehicles: van, fender truck and heavy tractor (none of the above vehicles includes mini-van), and the power source is pure electric (driven by electric motor with rechargeable battery as the sole power source) or hydrogen fuel cell.

　　Second, the vehicle is the license plate issued by the city and registered under the name of the material demand unit or its carrier.

　　Third, relevant data such as vehicle positioning and transportation information must be uploaded to the government platform.

　　Fourth, there are no abnormal conditions such as overdue safety technical inspection, unfinished accident, and overdue traffic insurance.

　　5. Which specific sections of this city can licensed new energy trucks pass through at which specific time periods?

　　[Solution]

　　Traffic time: The city requires the management of limited trucks during the day. At present, trucks in this city are prohibited from passing within the Fifth Ring Road (excluding) from 6: 00 to 23: 00 every day. In order to ensure the demand for day transportation materials in the Fifth Ring Road, a day transportation pass for new energy trucks was set up. However, in order to avoid the overlapping of truck traffic and bus traffic in the daytime and alleviate the traffic congestion in the morning and evening rush hours, the daytime transportation time is set at 6-7, 9-16 and 19-23.

　　In terms of road sections: certified new energy trucks can pass through the roads in the city without the day and night ban sign for trucks within the specified time period. Here are three points to emphasize:

　　First, the roads where trucks are forbidden to pass day and night, such as Chang ‘an Avenue, cannot pass with certificates. The documents state the roads where trucks are forbidden to pass all day. Please read them carefully and pay attention to traffic signs during driving.

　　Second, licensed vehicles can pass through the truck-restricted areas set up in various districts outside the Fifth Ring Road (except the roads where trucks are forbidden to pass all day), but it is forbidden to pass through the main roads of the Second, Third and Fourth Ring Roads from 6: 00 to 23: 00.

　　Third, the morning and evening peak hours specified in the certificate, whether in the Fifth Ring Road or outside the Fifth Ring Road, must be strictly observed. In addition, please observe the relevant regulations on road traffic safety when driving, such as height limit and speed limit.

　　6. How many types of documents are there? Please introduce the validity of the certificate.

　　[Answer] According to the duration of validity of certificates, passes can be divided into three types: long-term certificates, short-term certificates and temporary certificates. The long-term certificate is valid for three months, which is suitable for day transportation needs with relatively fixed distribution objects and high frequency of use; Short-term certificate is valid for 1 month, which is suitable for the staged daytime transportation demand; The temporary certificate is valid for 7-15 days, which is suitable for temporary day transportation needs.

　　In order to promote the peak shifting of relevant vehicle positioning data and orderly access to the government platform, a short-term certificate will be issued before the end of 2024, valid for one month; From 2025, the necessity of material transportation demand and the efficiency of document use will be comprehensively judged, and three kinds of documents will be issued as a whole.

　　7. Where can I get a pass?

　　[Answer] In order to provide the applicant with an integrated service with clear and transparent work flow and traceable progress of the whole process, relevant departments are currently studying the integrated handling method, which will be launched on the website of Beijing Municipal Transportation Commission from November 15th. After the integration service goes online, it can be processed online all the time, and electronic passes will be issued within 3 working days.

　　8. What is the workflow for applying for a pass?

　　[Answer] The workflow is as follows:

　　First, the applicant needs to access the vehicle positioning data through the "Beijing Smart Freight Integrated Service Platform" in advance; Before the end of 2024, "access to positioning data" is considered as a tolerance for vehicle-related verification, as long as the applicant promises to access data before the end of 2024. Please carry out data access work in a staggered and orderly manner;

　　Second, after the integrated service is launched on November 15th, the applicant can register and log on the website of Beijing Municipal Transportation Commission to declare and submit information such as vehicles, materials and transportation.

　　Third, the Municipal Transportation Commission, the Municipal Bureau of Commerce, the Municipal Public Security Traffic Management Bureau and other departments have systematically confirmed the necessity of day transportation of materials, evaluated the use of documents, and verified the handling of vehicle accidents;

　　Fourth, after the vehicle passes the verification, the system generates the electronic code and electronic certificate, and the applicant can view, download and print the pass in the system.

　　9. What are the access methods and requirements for vehicle positioning data?

　　[Answer] The applicant accesses the "Beijing Intelligent Freight Integrated Service Platform" through the direct connection of the vehicle terminal, and the data reported by the terminal shall conform to the Technical Specification for Remote Service and Management System of Electric Vehicles.
Part 3: Communication Protocol and Data Format (GB/T 32960.3-2016) or Terminal Communication Protocol and Data Format of Satellite Positioning System for Road Transport Vehicles (JT/T
808-2019) standard requires that the frequency of positioning data fields is not more than 10 seconds, and the number of effective transmissions is not less than 30.

　　10. What information should I fill in to declare my certificate?

　　[Answer] To declare documents, you need to fill in three types of information, such as the applicant, the vehicle and the document requirements, including the name of the demanding unit, the name of the carrier, the license plate number, the brand model of the vehicle, the total mass, the type of goods transported, and the start and end time of the document requirements.

　　Comprehensive: Beijing issued according to Beijing Traffic Subscription Number.

Original click on the starboard food table on the right

Did everyone eat zongzi on Dragon Boat Festival ~

Even during the Chinese New Year, we have to distinguish between "jiaozi School" and "Tangyuan School", but this Dragon Boat Festival, Zongzi is always a fixed program.

In order to visit the best zongzi in the country, Taiwan and Taiwan have gone deep into six provinces in the north and south and traveled tens of thousands of kilometers.

Our lens has recorded the most famous fresh meat dumplings in Jiaxing, the oldest yellow rice dumplings in Jinzhong in the north, Chaozhou double-spelling dumplings with a clever combination of salty and sweet flavors, as well as Quanzhou roasted meat dumplings, Zhaoqing steamed dumplings, Yunnan rice dumplings and Hainan five-color dumplings. ……

In the past, I only knew whether it was a sweet dumpling or a salty dumpling battle. I didn’t expect to subdivide it. There are many kinds of zongzi in our country, far beyond my imagination!

The zongzi that I want to share with you today is golden and transparent, sticky and sweet, and has a slight sweetness without adding sugar. It is the great predecessor of the zongzi industry-alkaline water zongzi.

Suanshui Zongzi first appeared in the Western Jin Dynasty, so it is not an exaggeration to say that it is the "ancestor" of Zongzi!

The ancient taste of alkaline rice dumplings is the taste of many people’s childhood, and our guest, Mr. Aike, has a "obsession" with it.

This year’s Dragon Boat Festival, please ask Mr. Aike to take us to recreate the taste in this memory ~

Make dumplings.

The traditional alkaline rice dumplings are made of alkaline water from plants, and it is more suitable to use the ashes from the shells of rice straw or tea seeds.

Using plant ash’s soda water test method, the process is very similar to making coffee by hand.

Prepare a filter basket, put a basin under it, put the ash into the filter bag and smooth it, and slowly and evenly pour boiling water on it.

Let the filtered grey water stand for 30 minutes, take out the clear part of the upper layer, and cool it to normal temperature.

Put the washed and drained round glutinous rice into clear alkaline water, soak it for 30 minutes, and then filter it for later use.

Fresh zongzi leaves can’t be wrapped directly, so they should be boiled in clear water for 5-10 minutes, and then soaked in cold water for later use.

Teacher Aike shared two kinds of alkaline dumplings, one made of sappan wood and the other made of bean paste. When you are ready, just open the bag ~

01 | Sumu Suan Shui Zongzi

It is an ancient practice to wrap hematoxylin in alkaline rice dumplings.

Sappan not only has the effects of promoting blood circulation, removing blood stasis, reducing swelling and relieving pain, but also is a natural plant dye.

The cooked Sumu alkaline rice dumplings will reveal a faint deep red color in the golden glutinous rice, which is very beautiful.

The bought sappan wood should be trimmed first and cut into thin strips of uniform size with a knife.

Take a leaf of zongzi, fold it into a funnel shape, fill it with glutinous rice, and put a piece of hematoxylin in the middle.

Compact the rice, and tie the zongzi firmly with zongzi rope.

Click on the picture above to see four ways to wrap zongzi.

The shape of zongzi varies according to preferences. We have shared four ways to wrap zongzi, so let’s review them ~

Sumu alkaline rice dumplings taste sticky and elastic, with a little fragrance of rice, and a touch of sweetness in the faint alkaline taste.

When eating, take out the hematoxylin and dip it in white sugar or osmanthus sauce to eat it best.

02 | Dumplings with bean paste and alkaline water

Sweet alkaline rice dumplings are a good match with delicate bean paste, with a Q-shaped skin, full stuffing and sweet mouth.

First, knead the bean paste stuffing and put it in the refrigerator for later use-if it is soft and collapsed, glutinous rice will be embedded in the stuffing, and the dumplings will not look good!

When wrapping bean paste dumplings, you should first lay the bottom with glutinous rice, add the bean paste stuffing, and then fill it with glutinous rice.

Be careful not to let the rice grains leak out, wrap them and tie them tightly with zongzi rope.

When both kinds of zongzi are wrapped, you can start cooking.

Put zongzi in cold water and cook for two hours. After turning off the fire, continue to soak until it cools, and you can peel it off and enjoy it.

It’s amazing to make zongzi with alkaline water. The ashes of rice straw are made into alkaline water, soaked in rice, and wrapped into zongzi. It’s more beautiful to make the best use of the hair color and fragrance.

What are the characteristics of Zongzi in your hometown? What’s your favorite flavor? Share it with Taiwan ~

Everyone, Dragon Boat Festival is healthy!

Text | Ruka

Figure | Zhong Heng

Original title: "Dragon Boat Festival Ankang, send you an" ancient early rice dumpling ",sweet without sugar! 》

Read the original text

Twenty-three departments jointly issued nineteen measures.
Accelerate the release of demand and expand residents’ consumption

With the consent of the State Council, 23 departments, including the National Development and Reform Commission, the Publicity Department of the Communist Party of China and the Ministry of Finance, jointly issued the Implementation Opinions on Promoting Consumption Expansion, Upgrading and Accelerating the Formation of a Strong Domestic Market (hereinafter referred to as the Opinions). The Opinions put forward 19 measures to promote consumption expansion and quality improvement from six aspects: market supply, consumption upgrading, consumption network, consumption ecology, consumption capacity and consumption environment, and help form a strong domestic market.

Expanding consumption is an important focus to hedge the impact of the epidemic.

The COVID-19 epidemic has had an impact on China’s consumption at present and even in the future, especially in the fields of shopping, catering, tourism, culture, education and entertainment.

"Releasing the suppressed and frozen consumer demand, cultivating and growing the new consumption and upgraded consumption that were born in the prevention and control of the epidemic, and making the physical consumption and service consumption be replenished, is one of the important points to hedge the impact of the epidemic." Chang Tiewei, deputy director of the Employment Income Distribution and Consumption Department of the National Development and Reform Commission, said that it is of great significance to promote consumption expansion and quality improvement while doing a good job in epidemic prevention and control.

Since last year, the CPC Central Committee and the State Council have deployed a series of policies to promote consumption, and various localities have successively introduced a number of targeted measures, such as Beijing, Tianjin, Shanghai and other places to build a new platform for consumption upgrading by cultivating night economy.

"The Opinions are the inheritance and development of previous policies." Chang Tiewei said that it not only inherited the previous policy orientations such as updating consumption and cultural tourism consumption, but also integrated into the new models, new formats and new industries in the current new consumption development.

To expand consumption, the key is to conform to the upgrading trend of residents’ consumption, break through the "blocking point" and "pain point" in the consumption field, break down the institutional and institutional obstacles that restrict consumption, and improve the governance capacity in the consumption field. The "Opinions" adhere to the structural reform of the supply side as the main line, seize the most potential consumption areas and focus on improving supply, constantly improve consumption policies, optimize the consumption environment, and stabilize consumption expectations.

Chang Tiewei introduced that the Opinions pay more attention to service consumption in terms of consumption types; Highlight holiday and night consumption in terms of consumption time; Accelerate the cultivation of new models such as online and offline integration in terms of consumption patterns; Focus on launching the county consumption engine in the consumption area; In terms of consumer groups, we will focus on enhancing the consumption power of low-and middle-income groups, and urge the vast number of urban and rural residents to consume, be willing to consume, and dare to consume.

Accelerate the construction of information infrastructure and build a "smart+"consumption ecosystem.

Cloud fitness, cloud shopping, cloud shopping, cloud reading … Since the outbreak, "cloud business" has developed rapidly. "Mobile phone ordering and delivery to home" has become the first choice for people to buy fresh food, medicines and other necessities during their stay at home.

"The new consumption formats and new models represented by online shopping have shown strong development potential in this epidemic." Chang Tiewei said that in 2019, the online retail sales of physical goods in China accounted for 20.70% of the total retail sales of consumer goods, which was about 8.52 trillion yuan. It is expected that the online retail sales of physical goods will exceed 10 trillion yuan this year.

"With the gradual control of the epidemic, China’s consumer market will usher in a new round of rapid development opportunities." Wei Wang, director of the Institute of Market Economy of the State Council Development Research Center, said that innovative online service models, especially in the fields of entertainment, education and medical care, have been recognized and accepted by consumers, which will greatly promote the further improvement of new formats and new models and drive more online service consumption.

The "Opinions" put forward four specific measures to cultivate new consumption formats and new models, and accelerate the construction of a "smart+"consumption ecosystem.

Accelerate the construction of a new generation of information infrastructure. Accelerate the construction and commercialization of information infrastructure such as 5G networks.

Encourage the development of new consumption patterns such as online and offline integration. Improve the "internet plus" consumption ecosystem, and promote online and offline interaction and business travel style coordination.

Encourage consumers to use green smart products. Encourage enterprises to use the Internet of Things, cloud computing, artificial intelligence and other technologies to promote the intelligent upgrade of various electronic products, and accelerate the development of new information products such as virtual reality and wearable devices.

Vigorously develop the consumption pattern of "internet plus Social Service". All departments will promote the online and offline integration of education and training, medical care, aged care services, infant care, sports events and other service consumption.

"The Opinions proposes to build a’ smart+’consumption ecosystem to adapt to the development trend of smart and online consumption at this stage. While promoting consumption expansion and quality improvement, we will better lead the industry to intelligent and green development and promote the dual upgrading of industry and consumption. " Wang Yun, a researcher at China Macroeconomic Research Institute, said.

Continuously improve consumption capacity and build a consumption network integrating urban and rural areas.

The consumption pattern is wired online and offline, and there are cities and towns in the consumption space. To improve the quality and expand the consumption, it is necessary to realize the coordinated and interactive development of the urban and rural markets. What other "hard bones" are there to break through urban and rural consumption and expand grassroots and rural consumption?

"There is still a’ stuck neck’ link in the current consumer infrastructure." Chang Tiewei said, for example, the service consumption infrastructure is not perfect, the shortcomings of consumption facilities in some emerging urban areas and rural areas are prominent, and the distribution of urban commercial facilities is unreasonable.

Wei Wang said that in order to build a consumption network integrating urban and rural areas, on the one hand, we should promote the construction and development of consumption center cities, accelerate the development of middle and high-end consumption and service consumption markets, and form a group of international consumption center cities with large consumption scale, strong consumption radiation driving effect, outstanding consumption innovation leading ability and international influence, and become a leading demonstration base for China’s consumption upgrading and expansion.

The "Opinions" propose to further improve the tax-free industry policy and improve the supply of imported goods. We will support central cities to strengthen the "first-store economy" and "first-time economy", encourage internationally renowned brands to launch or simultaneously list new products in the China market, and adjust and optimize the collection links of some consumption tax items.

"On the other hand, we should speed up the sinking of the consumer market, build a platform for cooperation and exchange between Internet companies and poverty-stricken areas, promote the two-way circulation of industrial products to the countryside and agricultural products to the city, boost the sales of agricultural products with characteristics and advantages in rural areas, especially in deep poverty-stricken areas, and better meet the consumer demand in rural markets and carry out consumption poverty alleviation in depth." Wei Wang said.

The income level of residents is directly related to their consumption ability, and the expansion and upgrading of consumption cannot be separated from the improvement of consumption ability.

"To improve the consumption power of residents, we should pay attention to improving the income capacity of middle-income groups and enhancing basic security, and promote the reform of the income distribution system." Wei Wang said, smooth the upward flow channels for low-income groups, steadily expand middle-income groups, strive to narrow the income gap among residents, and accelerate the improvement of the income incentive mechanism for knowledge-based, skilled and innovative workers. (Reporter Li Xinping)

　　On November 1st, the international version of Xingtu officially ushered in the market, and the price range of the new car was 228,900-238,900 yuan, with three versions. The new car will continue to be equipped with a 2.0T engine +8AT transmission, with a maximum torque of 400 N m.. Today, we will test drive this model and feel what upgrades and changes have been made in the international version of Starway Moon.

　　In terms of appearance, Starway Moon International Edition still adopts the family-style design style, but it has changed in some details. The biggest change is the use of a brand-new octagonal air intake grille with horizontal decorative strips, which looks domineering enough.

　　The light group adopts a penetrating design. When the lights are turned on at night, the middle light band will be lit. The position of the eyebrows of the headlights uses a blackened design, which also reflects the personalization of the car. In addition, chrome-plated decorative strips are added to the air inlets on both sides of the front bumper, which adds a lot of fashion to the car.

　　The shape change of the side of the car body is not great, and the through waistline design is still used, and the traditional door handle shape is retained, so the use convenience is still very high. In terms of body size, the length, width and height of the new car are 4970x1940x1792mm and the wheelbase is 2900mm respectively.

　　The shape of the rear end of the international version of Starway Moon Tour has not changed much, and the design of the through taillight group is still retained, which effectively increases the layering of the rear end. The rear bumper is decorated with a chrome trim strip, and equipped with a double exhaust layout, and the vertical reflectors on both sides are also preserved.

　　There is no change in the design of the interior, mainly reflected in some details, such as the addition of all-black color matching, which also provides consumers with more choices. In addition, the dual wireless charging panel of the new car is also decorated with suede, and the maximum power can reach 50W.

　　Although it is a fuel SUV, the car uses a two-spoke steering wheel, with bronze decoration and multi-function touch panel, as well as a panel with a sense of space, which enhances the luxury of the whole interior. Shift paddles are also reserved on the steering wheel, which can effectively improve the driving pleasure of the vehicle.

　　The international version of "Journey to the Moon" retains the penetrating triple screen design, and the 12.3-inch LCD instrument panel can display a lot of driving information of vehicles, including speed, driving mode, speed, entertainment information, navigation information, cruising range, etc., and the display clarity is still very high.

　　HUD head-up display is also very easy to use. When navigation is not turned on, HUD can display information such as vehicle speed and rotation speed. When navigation is turned on, HUD can display navigation information, including text and dynamic images, with good clarity.

　　Lion5.0 lion system will be used in the central control screen. The UI design of the whole screen is very user-friendly, and the delamination application is in place. The commonly used functions can be found at the bottom of the screen. The screen can support online navigation, online entertainment, mobile phone interconnection, voice interaction, OTA upgrade and other functions, which can fully meet our daily use.

　　The intelligent driving system of the new car can also be selected and set on the screen, and the whole interface is easy to understand. In addition, the air conditioning, seats and other functions of the vehicle are also placed on the screen, which can be controlled by voice or from the screen, and the sense of technology is still very high.

　　The sliding cover is still reserved in the central channel. After opening, the wireless charging panel of the mobile phone below is made of suede, which looks more advanced and feels very good. The maximum power of the wireless charging panel of the mobile phone is 50W, and a cooling vent is designed at the lower position, so that the mobile phone will not generate heat even if it is charged for a long time.

　　A small touch panel is also designed in the rear position. Here, it integrates the control of one-button start of the vehicle, double flashing, air conditioning air volume adjustment, defogging of front and rear windows, internal and external circulation, etc. It needs to be familiar with it for the first time, but the overall luxury temperament is still very good.

　　The car we test-drive today is a 6-seat model of the international version of Starway Moon. The seat configuration of the car is also rich enough. The front seats are not only equipped with electric adjustment, but also have functions such as seat heating, ventilation, memory and massage. At the same time, there are speakers in the headrest, which is more clear and specific when playing music or broadcasting road conditions.

　　The second row uses two separate seats, which are also electrically adjustable. Although the distance of the slide rail is not very long, it can also meet the riding needs of passengers in the second row or even the third row. The comfort of the second row of seats is also relatively high, and even if you ride for a long time, you won’t feel tired.

　　The third row of seats also uses two independent seats, the softness of the seat cushion is also very good, not as thin as expected, and the head and leg space is acceptable. The backrest is also designed with 5/5 points, all of which are manually adjusted, and the support of the backrest is average.

　　There is no change in the power of the international version of the Star Way Lunar Rover, and it is still consistent with the current models on sale. It uses a 2.0T engine with a maximum power of 261 HP and a maximum torque of 400N·m, which is matched with an 8AT transmission.

　　When we put this car on the road, the first thing that impressed us was not how strong the power was, but the suspension adjustment of this car. As a 6-seater /7-seater model, the suspension adjustment of the international version of Starway Moon Landing is soft, which can also handle the bumps on the road well and increase the comfort of the members in the car.

　　On the other hand, in terms of power, the new car is also equipped with a four-wheel drive system, so even in the economy and comfort mode, the power performance is relatively good, and the response time of the accelerator pedal is relatively fast. When we switch to the sport mode, the speed of the vehicle when shifting gears has changed obviously, and the feeling of shifting gears is also more obvious. Together with the use of shifting paddles, it also increases the driving pleasure of the vehicle to the greatest extent.

　　In terms of quietness, when the vehicle is driving at 80km/h, the control of wind noise and tire noise is very in place. However, when the vehicle speed is raised above 100km/h, the wind noise will increase obviously, but it is within the acceptable range. The tire noise and chassis performance are still excellent, and there is no sound coming out.

　　In terms of handling, although the car is large in size, the steering wheel is very flexible, even continuous line changing or one-handed operation can be easily completed. When turning around in a corner, the turning radius of the vehicle is quite satisfactory, but fortunately, the body is higher and it can have a better view.

　　The intelligent driving performance of the new car is also satisfactory, including ACC adaptive cruise, lane departure warning, rear car reminder and other functions are very easy to use, which also greatly relieves our fatigue when driving at high speed, and also improves the safety of the vehicle to a certain extent.

　　Summary:

　　As an SUV model for home use, Starway Moon International Edition has achieved the leading level of the same price in terms of appearance, interior technology, interior materials, intelligent driving performance and space. After all, the price range of this car is 22.89-23.89 million yuan, so it still has strong market competitiveness. So as a dad, will you consider this medium and large SUV?

Group photo of Chinese and foreign guests attending the award ceremony of the 4th China-ASEAN Friendship and Cooperation Theme Short Video Competition.

　　On March 26th, the award ceremony of the 4th China-ASEAN Friendship and Cooperation Theme Short Video Competition was held in Nanning, Guangxi. Chen Jiwa, executive director of China Economic and Social Council and former chairman of Guangxi Zhuang Autonomous Region CPPCC, Du Zhanyuan, director of China Foreign Languages Bureau, Chen Yijun, member of the Standing Committee of Guangxi Zhuang Autonomous Region Party Committee and Minister of Propaganda Department, Miao Qingwang, vice chairman of Guangxi Zhuang Autonomous Region People’s Government, Hou Yanqi, ambassador of China to ASEAN, Wei Xin, counselor of the Asian Department of the Ministry of Foreign Affairs, Yan Xi, deputy director of the International Cooperation Department of the State Administration of Radio and Television, Song Peng, Lao Ambassador to China, and Horn Qingwei, State Secretary of the Cambodian Ministry of Information. Deputy Secretary-General of ASEAN Egpa, Myanmar’s Permanent Representative to ASEAN Aung Miaomin, Deputy Director of the Office of the Minister of Information of Cambodia and consultant of the Ministry of Information Tang Kunyu Liang and other key guests attended the event. Lu Cairong, deputy director of China Foreign Languages Bureau, presided over the speech session of the award ceremony.

　　The event also invited representatives of the competent departments of ASEAN countries such as the ASEAN Secretariat and the Thai People’s Union Office, ambassadors of ASEAN countries such as Malaysia, Myanmar and Indonesia in China, and consuls-general of ASEAN countries such as Laos, Malaysia, Myanmar, Vietnam and Cambodia in Nanning. As well as representatives of mainstream media in ASEAN countries such as Cambodia National Radio, Laos National Television, Myanmar National Radio and Television, Voice of Vietnam Radio, Cambodia National Television and Laos National Radio, representatives of Chinese missions in ASEAN, heads of enterprises and universities such as China Architecture, China Railway, Migu Culture and Huaqiao University, representatives of relevant government departments, universities, enterprises and media in Guangxi, and nearly 200 guests, including Chinese and foreign winners and youth representatives from China and ASEAN.

Chen Yijun made a welcome speech.

　　Chen Yijun said that Guangxi has thoroughly implemented a series of important consensuses reached by the Chairman of the Supreme Leader and ASEAN leaders, actively implemented the global civilization initiative, and promoted exchanges and mutual learning among civilizations. Guangxi will join hands with all parties to expand the "circle of friends" of audio-visual communication, keep a sound and a picture for China-ASEAN friendly cooperation, jointly prosper the "Hundred Flowers Garden" of world civilization, deepen the mutual learning and learning of China-ASEAN "Generation Z", and help build a community of human destiny.

Du Zhanyuan delivered a speech

　　Du Zhanyuan said that the short video contest on the theme of China-ASEAN friendship and cooperation is rooted in the deep friendship between China and ASEAN people, and it is a new cultural force to promote the building of a community of China-ASEAN destiny. China Foreign Languages Bureau will continue to enhance the breadth, depth and heat of people-to-people exchanges, focus on the theme of friendly cooperation, and tell the story of "building five homes together"; Apply new media and new technologies to promote the innovation of communication format; Broadly unite the joint efforts of all parties to help the contest develop better and make new contributions to building a closer China-ASEAN destiny community.

Song Peng delivered a speech

　　Song Peng said that China-ASEAN friendly cooperation has injected a strong impetus into enhancing regional mutual trust and promoting social and economic development, which is conducive to global peace and stability. 2024 is the year of people-to-people exchanges between China and ASEAN, and it is also the year when Laos holds the rotating presidency of ASEAN. We will further strengthen the friendly cooperation between China and ASEAN, better promote regional integration, sustainable development and international people-to-people exchanges, and strengthen people-to-people cooperation with the help of short video contests and other platforms, so as to build a bridge connecting people’s hearts.

Speech by Horne Qingwei

　　Horn Qingwei said that this short video contest reflects the close ties and cooperation between Cambodia and China and regional countries, and enhances understanding and friendship through media and technical strength. Cambodia is committed to developing digital TV platforms, digital broadcasting and continuously strengthening digital capacity building. It hopes to continuously strengthen cooperation with China under the framework of the "Belt and Road Initiative" and Lancang-Mekong River cooperation, and further promote interconnection between the two sides.

Speech by Yan Xi

　　Yan Xi said that in recent years, China and ASEAN countries have continuously deepened all-round exchanges and cooperation in the field of radio, television, audio and video, and achieved fruitful results in joint production, mutual translation and broadcasting, copyright trade and technology industry. In the future, they will take the opportunity of the China-ASEAN People’s Exchange Year to further deepen cooperation with their partners in ASEAN countries and make new and greater contributions to building the "Five Homes" of peace, tranquility, prosperity, beauty and friendship.

Egpa delivered an online speech.

　　Egpa said that the short video contest on the theme of China-ASEAN friendship and cooperation witnessed the rich cultural diversity and close ties between China and ASEAN people, and promoted cross-cultural understanding and mutual cooperation through visual narration. At present, ASEAN and China have established a comprehensive strategic partnership oriented to peace, security, prosperity and sustainable development. ASEAN will continue to strengthen the dialogue between China and ASEAN and promote the common aspiration of the people.

Hou Yanqi delivered an online speech

　　Hou Yanqi pointed out that the short video works let us see the positive impact of friendly and pragmatic cooperation between China and ASEAN on ordinary people, and feel the common expectations and efforts of the people of both sides for building a peaceful, peaceful, prosperous, beautiful and friendly home. 2024 is the year of China-ASEAN people-to-people exchanges. The two sides will work together to implement the global civilization initiative, further create a pluralistic and interactive cultural blending pattern, and jointly promote people-to-people friendship and civilization progress.

Ang Miaomin delivered an online speech

　　Aung Miaomin said that this year is the year of China-ASEAN people-to-people exchanges, and it is of great significance to hold a short video contest on the theme of China-ASEAN friendly cooperation for deepening the dialogue between China and ASEAN. It is hoped that young people in China and ASEAN countries can establish close ties with each other through vivid, touching and creative stories and jointly create a better future.

Lu Cairong presided over the guest speech session.

The guests presented awards to the winners and organizations.

　　Gold, Silver, Bronze and Excellence Awards have been set up in this competition, and the list of winning works has been published on the official website of the competition. At the award ceremony, the leading guests presented awards to the winners from China, Viet Nam, Cambodia, Laos, Indonesia and other countries. In addition, Huaqiao University and Cambodian National Television were awarded the Excellent Organization Award, and the Propaganda Department of Guangxi Zhuang Autonomous Region Party Committee (Information Office of the Autonomous Region Government) was awarded the Special Contribution Award.

Signing ceremony of strategic cooperation agreement between China Foreign Languages Bureau and Propaganda Department of Guangxi Zhuang Autonomous Region Party Committee

　　During the award ceremony, the Foreign Languages Bureau of China held a signing ceremony for strategic cooperation with the Propaganda Department of the Party Committee of Guangxi Zhuang Autonomous Region, giving full play to the comprehensive advantages of the Foreign Languages Bureau in international communication and Guangxi’s location advantages adjacent to ASEAN. Based on the principles of complementary advantages, long-term cooperation and mutual benefit and win-win, the China-ASEAN cultural exchange and mutual learning model was continuously enriched and innovated, the international communication capacity adapted to Guangxi’s development orientation was greatly enhanced, Guangxi’s international influence was effectively expanded, and the majestic forces supporting the construction of magnificent Guangxi in the new era were gathered at home and abroad.

Launching Ceremony of China-ASEAN Short Video Creation and Communication Plan

　　During the event, the China Foreign Languages Bureau, the International Cooperation Department of the State Administration of Radio, Film and Television, and the Information Office of the People’s Government of Guangxi Zhuang Autonomous Region jointly launched the China-ASEAN short video creation and communication plan with mainstream media in ASEAN countries such as Cambodia National Radio, Cambodia National Television, Laos National Television, Laos National Radio, Myanmar National Radio and Television, and Voice of Vietnam Radio, aiming at promoting pragmatic cooperation between China and ASEAN, deepening cultural exchanges between the two sides, and building a short video communication platform with regional characteristics.

China-ASEAN Friendship and Cooperation Theme Short Video Contest Theme Logo Solicitation Ceremony

　　In order to build the China-ASEAN Friendship and Cooperation Theme Short Video Contest as a platform for young people’s cultural exchanges and further stimulate the creative enthusiasm of China-ASEAN people, the organizers launched a campaign to collect the theme logos of the contest for China and ASEAN people, and the selected theme logos will be announced at the award ceremony of the 5th China-ASEAN Friendship and Cooperation Theme Short Video Contest.

　　At the China-ASEAN short video story meeting, the organizers invited representatives from Cambodian Bayon TV Station, Guangxi Daily’s ASEAN Reporting Department, China Railway Indonesia Jakarta-Bandung High-speed Railway Project Management Department and short video bloggers from China, Indonesia, Vietnam, the Philippines and other countries to share and exchange ideas on topics such as digital media technology empowerment, corporate image international communication and short video creation experience, so as to encourage more young people to be ambassadors of China-ASEAN cultural exchange and friendly cooperation.

Before the event, the leading guests visited the excellent works photo exhibition and non-legacy exhibition of the 4th China-ASEAN Friendship and Cooperation Theme Short Video Competition.

　　The award ceremony of this competition was hosted by Chinese Mission to ASEAN, Myanmar Permanent Mission to ASEAN, ASEAN Secretariat, China Foreign Languages Bureau, Asian Department of Chinese Foreign Ministry, International Cooperation Department of China State Administration of Radio and Television, Information Office of Guangxi Zhuang Autonomous Region People’s Government, hosted by China Foreign Languages Bureau International Communication Development Center and Migu Culture and Technology Co., Ltd., and co-organized by Guangxi Daily, Guangxi Radio and Television Bureau, Guangxi Radio and Television Station and Beijing Zhongdao Public Welfare Foundation.

　　The China-ASEAN Friendship and Cooperation Theme Short Video Contest was founded in 2020 and has been held for four consecutive years. The theme of this year’s contest is "Building a Dream with Heart". Since its official launch in September 2023, more than 20,000 works have been collected, and related topics have been displayed on new media platforms at home and abroad for nearly 25 million times, reaching more than 6 million ASEAN audiences.

　　　

　　On October 3rd, new minerals were discovered by researchers Ge Xiangkun, Fan Guang and Li Ting of China Nuclear Geological Science and Technology Co., Ltd. (Beijing Geological Research Institute of Nuclear Industry).Nioboaotite (Nioboaotite)It was officially approved by the Committee on New Minerals, Nomenclature and Classification (IMA CNMNC) of the International Mineral Association with the approval number IMA 2022-127a. This was discovered nearly 70 years after the establishment of China’s nuclear geological system.The 13th new mineralIt is another original new discovery of CNNC’s in-depth implementation of innovation-driven development strategy and strong support for basic innovation.

　　The niobium Baotou deposit is found in the world-famous Bayanobo deposit in Baotou City, Inner Mongolia, and occurs in niobium-rare earth-iron ore. It is brown to black, columnar or tabular, semi-autogenous to heteromorphic, and its particle size is about 20-80μ m。 Niobium Baotou ore is a silicate mineral rich in Ba, Nb, Ti, Fe and Cl, and its ideal formula is Ba4(Ti2.5Fe2+1.5)Nb4Si4O28Cl, belonging to tetragonal crystal system and space group I41a (# 88).

　　Backscatter electron image of Niobium Baotou mine

　　In the picture, Bao-Nb— Niobium Baotou mine, Py— Pyrite, Mnz-Ce— Cerium monazite, Dol— Dolomite, Qz — Shi Ying, Clb-Mn— Keywords manganese-niobite, Aes-Ce-Ce refractory stone, Bsn-Ce— Keywords bastnasite, Syn-Ce— parisite

　　Baiyunebo deposit is rich in mineral species. Up to now, more than 150 minerals have been discovered, including 16 new minerals. Nb-Baotou mine is the 17th new mineral discovered in this deposit, and it is a Nb-rich analog discovered in Baotou mine in 1960s. Through this study, the problem of electricity price balance in Baotou mine, which has been debated for a long time in the international mineral circles, has been solved, and it has also laid a theoretical foundation for the research of niobium Baotou mine. Nb-rich Nb-bearing Baotou mine not only increases the types of niobium minerals in the deposit, but also provides a new research perspective for the mechanism of niobium enrichment and integration, and provides a new direction for the development of strategic key metals such as niobium.

　　Crystal structure diagram of niobium Baotou ore [001]

　　The discovery and research of new minerals belong to the category of basic scientific research, which is an important embodiment of human beings’ continuous understanding and discovery of unknown things in nature, and reflects the mineralogical research level of a country. Beijing Geological Research Institute of Nuclear Industry of China National Nuclear Corporation has given full play to the leading role of scientific and technological innovation, systematically established a mineral research technology system, and made new breakthroughs in the field of new mineral research in recent years, leading to the discovery of 11 new minerals, which has made important contributions to China’s new mineral research.

Su Jian zhi an〔2020〕123number

Housing and Urban-Rural Development Bureau (Project Construction Committee), Ecological Environment Bureau, Urban Management Bureau, Nanjing, Wuxi, Suzhou and Nantong Gardens (Municipal) Bureau:

In order to implement the Emergency Plan for Heavy Pollution Weather in Jiangsu Province, do a good job in classified control of dust pollution prevention and control on construction sites, implement the exemption policy for control and support the smooth progress of construction projects, according to the Emergency Plan for Heavy Pollution Weather in Jiangsu Province issued by the general office of the provincial government (Su Zhengban made [2019〕fiveNo.), the Provincial Department of Housing and Urban-Rural Development and the Provincial Department of Ecology and Environment jointly formulated the Emergency Work Plan for Dust Control on Construction Sites in Heavy Pollution Weather in Jiangsu Province (attached), and relevant local departments are requested to seriously implement it.

Contact: Xu Jiaxiang,025-51868699. Mailbox:707373088@qq.com.　

　

　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 　 Jiangsu Provincial Department of Housing and Urban-Rural Development　　 　　　　Jiangsu Provincial Department of Ecological Environment

　 　 　 　 　2020yeareightmoonsixsun　

(This piece is publicly released)

　

　

Dust from construction sites in heavily polluted weather in Jiangsu Province

Control emergency work plan (for Trial Implementation)

　

First, set the purpose

Implement the Emergency Plan for Heavy Pollution Weather in Jiangsu Province, establish and improve the working mechanism for dust prevention and control at construction sites in heavy pollution weather, and effectively control and reduce the impact of dust on air quality at construction sites.

Second, the basis for formulation

Notice of the State Council on Printing and Distributing the Three-year Action Plan for Winning the Blue Sky Defence War (Guo Fa [2018〕22No.), Notice of the Provincial Government on Printing and Distributing the Implementation Plan of Jiangsu Province’s Three-year Action Plan to Win the Blue Sky Defence War (Su Zhengfa [2018〕122No.), Emergency Plan for Heavy Pollution Weather in Jiangsu Province (Su Zhengban made [2019〕fiveNo.) and other documents.

Third, the scope of application

Dust prevention and control in the construction, reconstruction, expansion, landscaping and demolition of housing construction and municipal infrastructure projects in the province under the condition of heavy pollution weather.

Fourth, the working principle

Construction, urban management and ecological environment departments at all levels shall, under the unified leadership of the local people’s government, follow the principle of "graded responsibility, timely response, coordination and dynamic control".,Do a good job in the prevention and control of dust on construction sites in heavily polluted weather, respond to emergency warning in time, quickly implement emergency measures, strengthen communication and cooperation between departments, and improve joint prevention and control and rapid response capabilities. According to the early warning information, start the corresponding level of response, and make corresponding adjustments with the change of early warning information.

Five, early warning classification and emergency response measures

According to the Emergency Plan for Heavy Pollution Weather in Jiangsu Province (Su Zhengban made [2019〕fiveNumber), early warning from low to high is divided intoⅢ、Ⅱ、IThree levels are marked with yellow, orange and red respectively, and the red warning is the highest level.

(1) Yellow warning: predict the future.48Hourly air quality index of districts and cities (AQI) the average value is reached200Above, or monitoring to districts and cities.SO₂Hourly concentration reached500microgram/More than cubic meters, and did not meet the high-level warning conditions.

startⅢLevel emergency response, emergency response measures are as follows：

1. Increase the frequency of law enforcement inspections on construction sites;

2. Stop blasting, crushing, building demolition, concrete mixing without closure, and stop spraying and painting on outdoor construction sites and shotcreting on slope protection;

3. Earthwork excavation, road surface excavation, road surface washing and planing, earthwork transportation (except that it is transported by closed muck trucks above the national standard 5), floor garbage cleaning and mechanical operations such as crushing, cutting and sawing are suspended;

4. Increase the frequency of sprinkling water on the construction site to reduce dust, mechanically flush the roads at the entrance and exit of the construction site, and strengthen the coverage of the exposed ground that is not hardened, the material yard that is easy to raise dust, and the shutdown site (see Annex for coverage requirements, methods and scope)one）。

(2) orange warning:Predict future persistenceseventy-twoHourly air quality index of districts and cities (AQI) the average value is reached200Above, or monitoring to districts and cities.SO₂Hourly concentration reached650microgram/More than cubic meters, and did not meet the high-level warning conditions.

startⅡLevel emergency response, emergency response measures are as follows:

1. Increase the frequency of law enforcement inspections on construction sites;

2. Stop blasting, crushing, and concrete mixing without closure, and stop painting and shotcreting for slope protection in outdoor construction sites;

3. Except for livelihood security projects, other open-air demolition and construction site operations are suspended (continuous concrete pouring can be carried out normally for technical requirements);

4. Increase the frequency of sprinkling water on the construction site to reduce dust, implement mechanized flushing on the roads at the entrance and exit of the construction site, and strengthen the coverage of the exposed ground that is not hardened, the material yard that is prone to dust, and the shutdown site;

5. Transport vehicles such as bulk materials, coal, coke, slag, sand and earthwork are all prohibited (excluding ready-mixed commercial concrete and mortar, steel, etc.);

6. All fuel engineering machinery is stopped.

(3) Red warning:Predict future persistence96Hourly air quality index of districts and cities (AQI) the average value is reached200Above, or predict the future.24Hourly air quality index of districts and cities (AQI) the average value is reached450Above, or monitoring to districts and cities.SO₂Hourly concentration reachedeight hundredmicrogram/More than cubic meters.

startILevel emergency response, emergency response measures are as follows:

1. Increase the frequency of law enforcement inspections on construction sites;

2. Stop blasting, crushing, and concrete mixing without closure, and stop painting and shotcreting for slope protection in outdoor construction sites;

3. All open-air demolition and construction site operations are suspended (continuous concrete pouring can be carried out normally for technical requirements);

4. Increase the frequency of sprinkling water on the construction site to reduce dust, implement mechanized flushing on the roads at the entrance and exit of the construction site, and strengthen the coverage of the exposed ground that is not hardened, the material yard that is prone to dust, and the shutdown site;

5. Transport vehicles such as bulk materials, coal, coke, slag, sand and earthwork are all prohibited (excluding ready-mixed commercial concrete and mortar, steel, etc.);

6. All fuel engineering machinery shall be stopped (except for emergency rescue).

Early warning at all levels must strictly implement the emergency emission reduction measures for heavily polluted weather stipulated by the state and the province and other response measures specified in the emergency plan.

Construction sites and processes listed in the emergency control exemption list (see annex2), the operation can be carried out in accordance with the exemption management measures during the early warning period.

The early warning information of heavy pollution weather is released or released by the office of the provincial heavy pollution weather emergency command center, and the information is sent to the people’s government of the emergency response city, and the information is also released to the media and the public. The people’s governments of all districts and cities shall, according to the instructions of the Office of the Emergency Command Center for Heavy Pollution Weather or the changing trend of air quality in this Municipality, designate relevant departments to issue or remove early warning information for heavy pollution weather.

VI. Job Requirements

(1) Strengthen leadership and make careful arrangements.Construction, urban management, ecological environment and other departments at all levels should fully understand the importance of prevention and control of dust pollution in construction sites, do a good job in classified management and control, and implement the policy of exemption from management and control, not only to ensure the control of atmospheric environment, but also to support the smooth progress of engineering construction projects. It is necessary to do a good job in the classification and grading control of concrete enterprises, and ensure that the process requiring continuous concrete pouring can be carried out normally from the source. Local construction administrative departments should urge the construction site to take effective measures to realize "six hundred percent" of enclosure around the construction site, stacking and covering of dust-prone materials, wet earthwork excavation, road hardening, cleaning of vehicles entering and leaving, and closed transportation of muck vehicles, and install online monitoring and video monitoring equipment.

(two) rotating consultation, strengthen cooperation.The Provincial Department of Housing and Urban-Rural Development and the Provincial Department of Ecology and Environment have established a monthly rotating consultation mechanism to regularly communicate, exchange work information and study intersection issues. Departments of city construction, urban management and ecological environment can refer to this model, regularly strengthen research on issues of common concern and concern, and formulate scientific, reasonable and effective emergency control measures for heavy polluted weather while doing a good job in dust control at the construction site, so as to prevent frequent shutdown of the construction process and bring greater risks to safety production. Local construction administrative departments should master the management of construction sites during emergency control, assess the impact of heavily polluted weather on engineering construction, and report to the Provincial Department of Housing and Urban-Rural Development in a timely manner.

(3) Strengthen joint law enforcement and implement precise punishment.Local construction, ecological environment and urban management departments should make full use of the provincial comprehensive monitoring platform for pollution prevention and control, weave and compile the "tight encirclement" for monitoring environmental pollution, integrate online monitoring facilities of construction, urban management, ecological environment and other departments, further strengthen information sharing, and implement online dynamic management of pollutant discharge. To carry out joint law enforcement actions on a regular basis, the construction administration of each district and city.The competent department shall put forward the "six hundred percent" implementation requirements (see the annex for the "six hundred percent" implementation reference suggestions)three) to provide a basis for the subsequent implementation of joint precision law enforcement.The outstanding and difficult problems found in the inspection are entered into the comprehensive supervision platform, and the whole process is tracked and supervised to ensure timely rectification. Local construction administrative departments should increase the frequency of inspections during the emergency control of heavy polluted weather, and immediately order rectification if they find that illegal construction and dust control measures are not in place; It is necessary to urge construction units to strengthen dust prevention and control education; For construction sites that have not stopped or resumed work without authorization, severe punishment methods such as fines, notification, credit scoring, and restrictions on market access should be adopted to force the construction unit to implement the responsibility of dust prevention and control.

(4) Improve the positive incentive mechanism and implement differentiated management.Exemption policy is an important mechanism to encourage the development of environmental protection. Local construction administrative departments should urge construction enterprises and construction sites to strengthen pollution control, improve the pollution control level against industry benchmarks, and meet the conditions stipulated in the Administrative Measures for Exemption of Production Stop and Production Limit in Autumn and Winter in Jiangsu Province and Supplementary Notice on Strengthening Exemption Management of Production Stop and Production Limit in Autumn and Winter in Jiangsu Province, and encourage enterprises and project departments to actively submit exemption applications to local housing and construction departments. The construction department should take the lead in dynamic management of the exemption list of emergency management and control, include the qualified ones in the exemption list of emergency management and control, ensure that the incentive policies are put in place, and strengthen the clear orientation of "doing well is different from doing badly" in environmental protection. During the emergency exemption period, if any behavior contrary to the exemption conditions is found, the exemption qualification will be cancelled, and no application can be made again within six months. If the circumstances are serious, the relevant acts shall be carried out in accordance with the provisions of the housing construction credit score.

　

Attachment:1. Coverage requirements, methods and scope

2. Emergency control exemption process scope

3."Six hundred percent" implementation reference suggestions
attachmentone

　

Coverage requirements, methods and scope

　

I. Coverage requirements

Construction sites should strengthen management measures such as sealed storage or covering of cement and other fine-grained building materials that are easy to fly.Strengthen the coverage of exposed ground, material storage yard and shutdown site. Dust prevention measures such as dust prevention net covering and vegetation planting can be adopted for all kinds of exposed ground, mound and foundation pit excavation. Dust prevention net covering or vegetation planting should be adopted for vacant areas according to the service period and function. When building materials such as sand and stone and construction waste are piled in the open air, dust prevention net should be used for covering. For temporary construction, the exposed area and time of earthwork should be reduced as much as possible.

Second, the way of coverage

Dust-proof coverage in the construction area can adopt single coverage or composite coverage. Single coverage refers to the coverage method of using only dust-proof net, and the density of dust-proof net should be as dense as possible, and the dust-proof net with flat wire of more than four needles should be used for coverage to achieve the effect of dust prevention and dust fixation. By planting vegetation, before the greening effect is achieved, the dust-proof net should be used to cover it separately to form a composite cover, so as to achieve the effect of dust prevention and dust suppression. The dust-proof covering net in the construction area must be compacted firmly, which can play a good wind-proof and dust-proof effect in a certain period of time.

III. Coverage

In view of the shallow groundwater level in some areas of our province, the soil is sticky, the water retention is good, and the excavation is mostly wet soil, which is not easy to produce dust. In addition, the muck is generally covered with dense mesh, and the material is easy to age, the recovery rate is low, it is non-degradable, and it is easy to produce secondary pollution. Therefore, the covering requirements for the following procedures in the construction site are defined.

1. Requirements for muck covering in pile foundation engineering

Radius and periphery of working face of pile driver10-15mScope of the site, can not cover; The site should be paved with temporary roads, and the roads should be kept clean.

2. Requirements for muck coverage of foundation pit (trench) engineering

In the process of foundation pit (trench) excavation, the bottom of foundation pit may not be covered; If the foundation pit (groove) is sloping, the slope may not be covered; Parts involved in safety observation may not be covered; Hardened channels should be laid on the upper and lower ramps of the foundation pit, and the channels should be kept clean without covering the ramps; The wet muck can be stored in the shield tunnel section and the soil pit of the mining method tunnel without covering.

3. Requirements for muck coverage of municipal road engineering

Filler soil, waste soil and lime soil piled on site shall be covered; Earthwork or lime-soil subgrade shop48After hours, it has not been compacted, or the surface layer is dry and loose with dust after compaction, which should be covered; Water-stable inorganic binder base, after compaction, the surface layer is dry, loose and dusty, which should be covered; Effective dust prevention measures should be taken when dust-prone operations such as lime-soil mixing, pavement unification, cutting and chiseling are carried out.

4. Requirements for muck coverage of earthwork backfilling and greening in the later period.

Radius and periphery of mechanical working surface10-15mScope of the site, can not cover; After stopping the operation or after the completion of the operation, it should be in48Covering in time within hours.

5. Coverage requirements along the ground of high-speed rail or subway

In the construction site near the high-voltage catenary of high-speed rail or subway, the dust-proof net may be moved by typhoon, tornado and other forces, which may affect the safety of the high-voltage catenary. It is not appropriate to cover it with dust prevention net (refer to the relevant regulations of railway and subway protection zones for the safety distance), and it is appropriate to plant vegetation to achieve the effect of greening and solid settlement.

attachment2

　

Emergency control exemption process scope

　

On the premise of achieving excellent evaluation according to the Construction Site Dust Prevention and Control Inspection Scoring Form (see the attachment of Jiangsu Province Construction Site Dust Special Control Work Plan for details), the following procedures are exempted:

A, the main body and foundation construction

Underground waterproof construction, underground continuous wall grooving, scaffolding, formwork support and erection, steel binding, prestressed tensioning, component hoisting, lifting equipment dismantling, internal wall masonry, steel structure construction except painting, etc.

Second, building decoration and energy saving

Curtain wall installation, external wall plastering, external wall waterproofing, external wall thermal insulation, interior decoration and assembly decoration, etc.

Third, the building roof

Roof paving, waterproof and thermal insulation construction, etc.

Four, building water supply, drainage and heating

Water supply, drainage and heating construction of buildings other than ground-breaking operations such as outdoor trench excavation and backfilling.

Five, outdoor gardens and supporting facilities

Outdoor gardens and supporting line erection, installation, construction, etc. except ground-breaking operations such as outdoor trench excavation and backfilling.

VI. Urban Rail Transit Project

Underground excavation construction (shield, mining method), electricalSystem installation, underground track laying andConstruction requiring continuous operation due to the safety of process or surrounding environment and its upstream and downstream supporting operations.

Seven, municipal road and bridge engineering (including elevated section of track engineering)

Steel processing, formwork support, prestressing tendon tensioning and hole grouting, beam and slab hoisting and installation, etc.

Eight, pipeline engineering (including drainage, heating, gas, etc.)

Pipe jacking operation, trenchless pipeline repair construction, etc.

Nine, prefabricated buildings

The prefabricated assembly rate meets the Comprehensive Evaluation Standard for Assembled Buildings in Jiangsu Province (DB32/T　3753-2020) limit requirements of prefabricated building engineering construction (above the ground), etc.

X. Others

Water supply engineering, power supply engineering, electrical installation engineering construction, etc.; Road rescue projects due to road surface collapse or possible collapse accidents, emergency repair construction of drainage, heating and gas pipelines, etc.
attachmentthree

　

"Six hundred percent" implementation reference suggestions

　

First, the enclosure around the construction site is closed

oneConstruction sites in urban areas and built-up areas should choose enclosure types according to engineering characteristics to ensure enclosure tightness. Time limit exceededsixA month and don’t need to change frequently, should adopt a fixed enclosure with a closed bottom; Time limit for a project issixTemporary enclosures such as water yards can be used for those less than a month or those that need to be changed frequently on site.

2. Before the demolition, the demolition part shall be closed and fenced at the expropriation site where the household relocation is completed.

Second, the material stacking cover

one．Set up a special stacking area for easy-to-dust materials, so as to take them as you use them and cover them as you use them.

2Set up temporary garbage storage yard reasonably, and pile up construction garbage in a centralized and classified way.24If it cannot be removed in time within hours, dust prevention measures such as 100% coverage and sprinkling water shall be taken.

threeWet soil may not be covered, and the dried soil shall be cleaned, transported, turned over or covered in time. About wet soil (moisture content>5%) can be confirmed by observing that there is no obvious dust on the surface, squeezing free water or being able to twist and shape.

Three, earthwork excavation wet operation

oneDuring earthwork excavation, sufficient fog gun dust suppression equipment should be equipped, and the road should be cleaned, but water and ice should be prevented from causing potential safety hazards.

2For wet soil that does not produce dust, water spraying or spraying is not required. The specific judgment method is the same as above.

Fourth, pavement hardening

oneTemporary hardened pavement on the construction site shall be cast-in-place concrete or prefabricated panels that can be recycled.

2In the foundation construction stage, it is suggested to use temporary steel plates with satisfactory rigidity to harden the pavement, but it should be ensured that the temporary roads do not slip, dislocate or be damaged in use, and should be replaced in time after being damaged.

Five, in and out of the vehicle cleaning

one. All the body and wheels of engineering vehicles leaving the construction site should be cleaned, and equipped with automatic washing facilities. Only after washing can they enter the social road.

2Use information technology to strengthen supervision. For the construction site where the site conditions permit, it should be required to be equipped with vehicle unwashed capture equipment or video surveillance, and the relevant data should be pushed to the regulatory authorities with law enforcement power.

Six, muck vehicles closed transportation

Accelerate the upgrading of muck transport vehicles, and gradually force the use of closed muck transport vehicles (recommendedPvcFlat-push sealing mode) to solve the problems of vehicle overload, spilling and dripping.

　　Beijing, January 25th (Reporter Shangguan Yun), a client of Zhongxin. com, "I was busy entertaining New Year guests on the morning of the first day of the year. The streets are crowded with farmers wearing new clothes, men, women and children, bustling, eating and selling, going to pubs, buying decals (that is, New Year pictures), watching tricks, and crowded everywhere. " This is a reunion scene described by Feng Zikai in "Chinese New Year".

　　"the first day of the first month" refers to the first day of the first month, and it is also the "spring festival" today. On this day, the younger generation will pay New Year greetings to their elders, prepare refreshments to entertain guests, and welcome the New Year and spring.

Data Map: As the Spring Festival approaches, people in Beijing buy New Year pictures. China News Service reporter Futian photo

　　The Spring Festival with a long history

　　"In addition to the sound of firecrackers at the age of one, the spring breeze warms Tu Su. Thousands of families always change new peaches for old ones. "

　　After New Year’s Eve, the first day of the first month followed. Du Taiqing in the Sui Dynasty said in the Five Candles Collection: "The first month is the end of the month, and one day is the Yuan Day, which is also a cloud, and it is also a cloud." After the Revolution of 1911, the Gregorian calendar was adopted to count the years, so it was called "New Year’s Day" on January 1st of the Gregorian calendar and "Spring Festival" on the first day of the first lunar month.

　　Therefore, in this sense, Chinese has a long history of celebrating the Spring Festival. Moreover, in the old folk tradition, the Spring Festival started in La Worship in the twelfth lunar month, or the sacrificial stoves on the 23rd and 24th of the twelfth lunar month did not end until at least the 15th day of the first month (Shangyuan Festival), and the days passed slowly.

　　"Because it appeared very early, the Spring Festival-related celebrations have existed since their own written records." Wang Juan, a folklorist, said that it was just that the initial activity time was not fixed, and it was not until the Han Dynasty had a standardized calendar that the date was determined.

　　In the farming society, Chinese New Year is a rare reunion and leisure time in a year. Spring Festival or Spring Festival is more like a continuous process, reaching its climax on New Year’s Eve and the first day of the first month. From the first day of junior high school to the seventh day of junior high school, every day has some exquisite and corresponding customs.

　　The first day of the first month is "Chicken Day"

　　The first day of the first month plays a very important role in the whole New Year custom.

Data map: The picture shows that the shops are full of new year’s goods with a strong flavor. Photo by Yellow River

　　Legend has it that from the first day of the first month to the seventh day of the first month, Nu Wa made chickens, dogs, pigs, sheep, cows and horses in the first six days, and made people on the seventh day. Therefore, these seven days are called chicken day, dog day, pig day, sheep day, cow day, horse day and human day respectively.

　　That is to say, the first day of the first month is also the "Chicken Day". The ancients paid special attention to the chicken and called it "the bird of five virtues". The Biography of Korean Poetry said that it has a crown on its head and is a virtue; There is a distance behind the foot to fight, which is a martial virtue; It is brave for the enemy to dare to fight before; It is benevolence to have food to greet the same kind; It is faith to keep vigil and dawn.

　　There is also a legend that "chickens eat ghosts". On this day, people will paint chickens and stick them on the doors to show their sincerity. The earliest chicken shape was carved on the door, and later it was derived from paper cutting, New Year pictures and other forms: the cock’s mouth was full of "five poisons", that is, scorpions, lizards, etc., which meant to ward off evil spirits.

　　Celebrate New Year’s greetings to elders and prepare refreshments to entertain guests.

　　After the New Year’s Eve dinner, I also received the Kitchen God, and stepped on the scraps of firecrackers and paper. As usual, on the first day of the first month of the first month, I was going to "pay New Year greetings" to my relatives and elders. People put on new clothes, prepare refreshments and sweets, and entertain guests.

Data Map: Various shapes of "Rat" lanterns. Photo by Luo Bo

　　This is also a way for people to bid farewell to the old and welcome the new and express their best wishes to each other. Generally speaking, New Year’s greetings begin at home. On the morning of the first day, after the younger generation gets up, they should first pay New Year’s greetings to their elders, saying auspicious words such as wishing good health. The elders should also give some lucky money to the younger generation, and everyone is happy.

　　After that, neighbors, relatives and friends will also visit each other for New Year’s greetings or get together for drinks. Gu Tieqing, a Qing Dynasty man, described in Qing Jia Lu, "Men and women worship their parents twice, and the master leads a humble family, leaving relatives and friends of their neighbors … … Even those who don’t meet for the rest of their lives, at this time, they also worship each other at the door … …”

　　During the Spring Festival, people who are familiar with each other meet on the road. They should say "Congratulations on getting rich" and "Best wishes in the four seasons" to each other, or simply say "Happy New Year". Although there are not many words, they are soaked with the festive spirit of the New Year.

　　With the development of the times, the ways of New Year greetings are constantly changing, adding new contents and forms, such as WeChat New Year greetings and telephone New Year greetings.

　　Why are you not allowed to "move the broom" on this day?

　　During the Spring Festival, ancient scholar-officials had the custom of greeting each other with famous cards. Wen Zhiming, a great painter of the Ming Dynasty, described it in the poem "New Year"; "I don’t want to meet each other, but I want to pay tribute, and the famous paper is full of cover; I also throw a few papers with people, and the world hates simplicity and is not too empty. "

Data map. China News Service reporter Liu Xinshe

　　The above-mentioned "name thorn" and "name nickname" are a bit like "New Year cards" later. They are convenient and practical for connecting feelings and exchanging greetings, and they are still popular today.

　　In addition, it is said that the first day of the first month is the birthday of the broom, so you can’t move the broom on this day, otherwise it will sweep away all the good luck. If you have to sweep the floor, you have to sweep the house from the outside, so you won’t "break the money".

　　In the same way, you can’t throw water out and take out the garbage on this day. People clean their homes on New Year’s Eve. On the first day of the lunar new year, they don’t take out brooms or take out garbage, and then they prepare a big bucket to hold waste water.

　　Today, those taboos are naturally superstitious, but in terms of real life, they also have another meaning: I hope people will work less and have more rest during the New Year.

　　In addition to jiaozi, there are these foods on the first day of the first month.

　　Jiaozi is a must-have food during the Spring Festival. In addition, in ancient times, people also paid attention to eating eggs and spicy dishes. In the Jin and Zhou Dynasties, the local customs record says: "Zhengdan, when you swallow a chicken, it is called refined shape. I also spit five spicy dishes in the morning to help make five Tibetan qi. "

Data Map: jiaozi posed as a fish. Photo by Wang Yizhao

　　The vegetables put in the five-spice plate are not exactly the same everywhere. Generally, there are five kinds of spicy vegetables, such as onion and leek, and some places will put coriander and spring vegetables. Different dishes have different meanings. But on the whole, "Xin" is homophonic for "new", which means welcoming the new year.

　　From the perspective of traditional Chinese medicine, eating spicy food is also an adjustment to the body: turbid qi accumulates in the body all winter. The ancients believed that eating spicy herbs is conducive to releasing those turbid qi, and eating "new" things at the beginning of the new year echoes the coming spring.

　　"If you have money and no money, go home for the New Year." Spring Festival is of great significance in Chinese’s life. Up to now, the old custom has long been a culture that needs no explanation and has been integrated into people’s blood. Even though I have been away from home for many years, I am still haunted by dreams.

editorial comment/note

In order to improve the thinking ability of commercial trials in Shanghai No.2 Intermediate People’s Court and the courts in its jurisdiction, improve the quality and effectiveness of commercial trials, and improve the unified mechanism of applying laws, the Commercial Court of Shanghai No.2 Intermediate People’s Court conducted a typological investigation and exploration on the application of factor-based trial methods in some commercial cases. In this issue, "Guidelines for Factor-based Trial of Equity Transfer Disputes (Trial)" was published, which was jointly written by the Commercial Court of Shanghai No.2 Intermediate People’s Court and the Commercial Court of Huangpu Court, and was discussed and passed at the meeting of professional judges of the Commercial Court of Shanghai No.2 Intermediate People’s Court, providing reference for commercial trials of courts in the jurisdiction.

Common trial elements and their review points

Equity transfer, a changes in equity based on legal acts, is a private law act in which the transferring shareholder and the transferee conclude an equity transfer contract and transfer the equity. Articles 71 to 75 of Chapter III of People’s Republic of China (PRC) Company Law (hereinafter referred to as the Company Law) make special provisions on this. Equity transfer contracts have the characteristics of general civil contracts. The general provisions on the validity of civil legal acts (invalid, undetermined and revocable) and their consequences in the General Part of People’s Republic of China (PRC) Civil Code (hereinafter referred to as the Civil Code) and the provisions on the validity of contracts in the Contract Part of the Civil Code are applicable to equity transfer contracts. The provisions on the conclusion, performance, liability for breach of contract, and dissolution of the contract in the Civil Code are also applicable to the equity transfer contract. The equity transfer contract is an unnamed contract, the subject matter of which is equity, and it is a special sales contract. According to the provisions of Articles 467 and 646 of the Civil Code, in the absence of other laws, disputes over equity transfer can be resolved by referring to the relevant provisions of applicable sales contracts. These Guidelines closely follow the right attribute of equity, and focus on the typical problems that distinguish equity transfer contracts from sales contracts, including: the relationship between state supervision and contracts, the relationship between restrictions on equity transfer by laws or articles of association, the relationship between company capital system and contracts, etc., and collect information on case elements, sort out specific review points, and use them as reference for similar cases. It should be noted that these guidelines mainly focus on the review points in the trial of disputes over equity transfer contracts.If it involves the transfer of equity as a disciplinary action, special instructions will be made. In addition, this guideline does not involve disputes over equity transfer contracts of financial institutions and share transfer contracts of listed companies.

one

Ordinary equity transfer contract

Obtaining complete equity based on equity transfer is a gradual process, which first occurs between the transferor and the transferee, then between the transferee and the company, and finally between the third party (including the transferor’s creditors, transferee’s creditors, company creditors, etc.) and the company. When the equity appears purely as a target, the contractual rights and obligations mainly involve both parties to the equity transfer. Such disputes may be more about whether the contract law is fully fulfilled or whether there are problems such as dissolution after the contract purpose cannot be achieved. The determination of the rights and obligations of both parties should follow the true meaning of the parties. Usually, after the equity transfer contract comes into effect, the main payment obligations of both parties to the equity transfer contract are that the transferor transfers the equity and the transferee pays the equity transfer money.

1. Obligations of the assignor

As for the assignor’s obligations, the reasons for the dispute between the two parties or the assignee’s defense are mainly as follows: first, the restrictions on equity transfer in the articles of association have not been observed, the consent of other shareholders has not been obtained or clearly obtained, or the preemptive right of other shareholders has not been respected. Second, the company has not completed the internal procedures, including the changes recorded in the register of shareholders, the failure to issue a capital contribution certificate, and the failure to amend the articles of association. Third, the change registration of shareholders in the company registration authority has not been completed. The main points of the review of the first point have been sorted out in part (b). Regarding the second and third points mentioned above, although there is great controversy about the changes in equity model in theory and practice, for both parties to the equity transfer contract, how to determine the transferor’s obligations and whether to complete the main payment obligations should respect the agreement of both parties and seek the true meaning. The main points of review are as follows:

① If it is stipulated in the contract that the transferor shall cooperate with the target company to complete the renewal of the investment certificate, change the records in the register of shareholders, modify the articles of association and change the company registration, the transferor shall fulfill the corresponding obligations according to the contract. If the assignor fails to perform the above obligations, the assignee may request to order the assignor to perform the corresponding obligations. If the assignor refuses to perform, the assignee may exercise the right of rescission according to law.

(2) If there is no explicit agreement in the contract, it shall be determined whether the contents agreed by both parties include that the transferor shall ensure that the transferee’s shareholder status is confirmed by the company, and whether it includes the obligation to ensure that the company completes the registration of the transferee as a shareholder. After confirming the assignor’s obligations, it is further judged whether the assignor has breached the contract or not, and whether it constitutes a fundamental breach of contract, which leads to the failure to achieve the contract purpose.

③ Unless otherwise agreed in the contract, the signing of the contract presumes that the transferor agrees to transfer the equity to the transferee, and the transferor shall inform the company of the equity transfer. If the transferor fails to inform the company of the transfer in time, the transferee may request the transferor to perform the corresponding obligations.

④ According to Article 73 of the Company Law, it is the legal obligation of the company to record the transferee in the register of shareholders, issue a capital contribution certificate, modify the shareholders’ clauses in the Articles of Association, and register the change of shareholders at the company registration authority, which is not an obligation under the equity transfer contract. If the transferor has notified the company of the equity transfer, but the company fails to complete the above changes in time, the transferee has the right to require the company to fulfill its legal obligations and claim compensation for losses.

⑤ Even if the company has not registered the change of company, if the transferee has participated in the shareholders’ meeting as a shareholder and received dividends, and there are no other special provisions in the equity transfer contract, and the transferor has not refused to cooperate, if the transferee refuses to pay the equity transfer fee just because the company has not registered the change, its claim will be difficult to support. You can explain to the transferee that you can sue the company separately.

2. Obligations of the assignee

2.1 Review points of equity transfer payment

In the equity transfer contract, the transferee’s main payment obligation is to pay the equity transfer money, and the key points of review are as follows:

① Determination of equity transfer payment. Disputes over the amount of equity transfer money mostly occur when the equity transfer contract kept by the parties and the equity transfer contract filed by the registration authority have different stipulations on equity transfer money. This kind of "yin-yang contract" is mostly caused by the parties’ tax avoidance and tax evasion. In this case, we should explore the true meaning of both parties in combination with the negotiation process, contract agreement and contract performance, and determine which contract or the price in which contract reflects the true meaning of both parties. It is forbidden for judges to determine the price by themselves according to the company’s assets and financial information, and according to the "fairness principle".

(2) On the exercise of the right of defense for simultaneous performance. If the transferee refuses to pay the equity transfer payment on the grounds that the transferor has not delivered the company license and account books, it should pay attention to examining whether the equity transfer contract has a corresponding agreement on the transferor’s obligation to deliver the company license and account books, and whether this obligation corresponds to the obligation to pay the equity transfer payment.

2.2 One party requests to confirm that the equity transfer contract is invalid or cancel the equity transfer contract because of dissatisfaction with equity transfer price.

Equity is a special "commodity". There is no unified market for the equity of a limited liability company, and its value is difficult to determine. Besides the company’s assets, the company’s cash flow is also an important factor for both parties to determine the price. For both parties to the transaction, the determination of equity transfer price is the "subjective" judgment of the commercial subject. In addition, the company’s industry and industry development will also have an impact on the equity value. In addition, changes in equity involves many links, and the parties may go back on their word during this period, which is also an important reason for the frequent disputes over equity transfer. After the signing of the equity transfer contract, if one party requests to confirm that the equity transfer contract is invalid or request to cancel the contract because of disagreement with the equity price, the main points of the review are as follows:

(1) the price factor itself is not the reason for determining that the contract is invalid. Whether the contract is invalid or not should be determined according to the relevant provisions of the Civil Code on the invalidity of legal acts.

(2) After the signing of the equity transfer contract, if one party requests to cancel the equity transfer contract on the grounds of major misunderstanding, obviously unfair, fraud, etc. because of disagreement with the equity price, it shall be reviewed according to the relevant provisions of the Civil Code on the cancellation of legal acts and combined with specific cases.

(3) If there is no such situation, the parties to the contract should not support their objections to the effectiveness of the contract just because they have objections to the equity price or the equity price changes greatly, which is the risk that the parties should bear. Even if there is a change of circumstances, it will be handled by the court at the request of the parties according to the legal provisions and specific circumstances under the premise that the equity transfer contract is valid.

3. Review of other contract disputes.

3.1 Equity transfer contract for shareholders who have not completed the capital contribution period, shareholders who have not fulfilled or fully fulfilled their capital contribution obligations, and shareholders who have withdrawn their capital contribution.

(1) The shareholders who have not completed the capital contribution period transfer their shares to the outside world, and the main points of review are as follows:

(1) Shareholders who have not completed the capital contribution period can still transfer their equity according to law, and the corresponding equity transfer contract shall be deemed valid if there are no other reasons that affect the effectiveness of the contract.

(2) The rights and obligations of the transferor and the transferee shall be determined according to the stipulations of the equity transfer contract, but the obligations of both parties to the company and its creditors shall be determined according to relevant laws. It is worth noting that at present, the Company Law and judicial interpretation do not directly stipulate the obligations of the transferor in this case, but the first paragraph of Article 88 of the Second Revised Draft of the Company Law stipulates this situation: "If a shareholder transfers the equity that has subscribed for capital contribution but has not yet paid the capital contribution period, the transferee shall bear the obligation to pay the capital contribution; If the transferee fails to pay the capital contribution in full and on time, the transferor shall bear supplementary responsibilities for the capital contribution that the transferee fails to pay on time. " In the trial practice, we should continue to pay attention to the revision of the Company Law. Before the revision of the Company Law is completed, we can handle such disputes with reference to this spirit.

(2) Shareholders who have not fulfilled or not fully fulfilled their capital contribution obligations transfer their shares to the outside world. The main points of review are as follows:

① Shareholders who fail to fulfill or fully fulfill their capital contribution obligations transfer their equity to the outside world, and the validity of the corresponding equity transfer contract is determined as above.

(2) The rights and obligations of the transferor and the transferee shall be determined according to the agreement on equity transfer. According to Article 18 of the Supreme People’s Court’s Provisions on Several Issues Concerning the Application of the Company Law of People’s Republic of China (PRC) (hereinafter referred to as Interpretation III of the Company Law), if a shareholder fails to perform or fails to fully perform his capital contribution obligations, the transferee knows or should know that the company has the right to request the shareholder to perform his capital contribution obligations and the transferee is jointly and severally liable for it, and the company’s creditors have the right to request the shareholder with capital contribution obligations to bear supplementary liability for the unpaid part of the company’s debts within the scope of principal and interest, and the transferee shall bear joint liability. Paragraph 2 of Article 88 of the Second Revised Draft of the Company Law also stipulates that "if a shareholder fails to pay the capital contribution in full on schedule or the actual price of non-monetary property as capital contribution is significantly lower than the subscribed capital contribution, if the transferee knows or should know the above situation, he shall be jointly and severally liable with the shareholder within the scope of insufficient capital contribution."

(3) Withdrawing the capital contribution shareholders to transfer their shares to the outside world, and the main points of review are as follows:

(1) If the shareholder who withdraws the capital contribution transfers the equity to the outside world, the validity of the corresponding equity transfer contract shall be determined as above.

(2) The rights and obligations of the transferor and the transferee shall be determined according to the agreement on equity transfer, but the obligations of both parties to the company and its creditors shall be determined according to relevant laws. At present, the Company Law and judicial interpretation do not directly stipulate the assignee’s obligations in this case. If the withdrawal of capital contribution is understood as an infringement of the company’s property rights, it seems that there is no legal basis for requiring the assignee to bear joint liability for the relevant responsibilities of the assignor without assisting the assignor to withdraw capital contribution. However, if the transferor withdraws the capital contribution immediately after the capital contribution, the situation is not much different from that of the non-capital contribution. If the transferee knows or should know of the above situation, it can refer to the provisions of Article 18 of Interpretation III of the Company Law.

3.2 The effectiveness of the equity transfer contract during the existence of the husband-wife relationship

This kind of cases mostly occur at the stage of divorce proceedings between husband and wife or before they are ready to file divorce proceedings. Plaintiffs usually regard the equity as the common property of husband and wife, and take their spouses and equity transferees as defendants on the grounds that their spouses and equity transferees are not approved by the plaintiff, that is, both parties to the equity transfer contract are told to the court and request to confirm that the equity transfer contract is invalid. Key points for review of such cases:

(1) the equity acquired during the marriage relationship or the equity invested by the husband and wife’s joint property is not necessarily the joint equity of the husband and wife. The ownership of equity and the determination of shareholders’ qualifications should be determined according to the articles of association, the register of shareholders and the company registration.

② Shareholders have the right to dispose of foreign transfer of equity without the consent of their spouses.

③ The corresponding equity transfer contract shall be deemed valid if there are no other reasons that affect the effectiveness of the contract.

3.3 Equity transfer contract for nominal shareholders to transfer equity under the condition of holding equity on behalf of others.

Article 25 of Interpretation III of the Company Law stipulates, "If a nominal shareholder transfers, pledges or disposes of the equity registered in his name, and the actual investor requests that the disposition of the equity is invalid on the grounds that he has actual rights over the equity, the people’s court may refer to the provisions of Article 311 of the Civil Code. If the nominal shareholder disposes of the equity and causes the actual investor to lose money, and the actual investor requests the nominal shareholder to bear the liability for compensation, the people’s court shall support it. " In practice, stock holding can be divided into two situations: complete anonymity and incomplete anonymity. The main points of review are as follows:

(1) completely anonymous. In this case, for the company, other shareholders and the transferee, the investor is a shareholder and cannot be called a "nominal shareholder". The investor has the right to dispose of the equity transfer, and the equity transfer contract is valid. changes in equity is no different from ordinary equity transfer, so there is no room for the application of Article 25 of Interpretation III of the Company Law.

② Incomplete anonymity. In this case, within the company, all other shareholders admit that the actual investor is a shareholder, and the nominal shareholder is not a shareholder in essence. Therefore, the nominal shareholder’s unauthorized transfer of equity constitutes no right to dispose of it. In this case, as a burden, the equity transfer contract shall be deemed valid unless there are other circumstances that affect the effectiveness of the contract. For the effectiveness of punishment, we can refer to the provisions of Article 311th of the Civil Code on bona fide acquisition.

two

Restrictions on equity transfer by laws or articles of association and equity transfer contract

The object of the equity transfer contract is equity, and equity, as a right facing the company organization, should be adjusted by the relevant legal norms of the company organization in the Company Law. The restrictions on equity transfer in the Company Law and other laws or articles of association will inevitably have an impact on the equity transfer contract.

1. The preemptive right of other shareholders and the equity transfer contract

1.1 Shareholders’ preemptive right

1.1.1 "Company Law" on the provisions of shareholders’ preemptive right

The Company Law restricts the equity transfer of a limited liability company. If the transferring shareholder transfers the equity to the outside world, other shareholders shall enjoy the preemptive right under the same conditions.

In view of the fact that the exercise of the preemptive right of other shareholders and the remedies after the preemptive right is infringed will have an impact on the equity transfer contract, it is necessary to sort out the main points of the review of the exercise of the preemptive right of shareholders first:

(1) The subject and conditions for exercising the preemptive right. According to the second paragraph of Article 71 of the Company Law, specifically:

① Other shareholders in a limited liability company except the transferring shareholder.

(2) transfer shareholders to transfer equity to people other than shareholders.

③ Where there are other provisions in the articles of association on equity transfer, such provisions shall prevail.

(2) The consent right of other shareholders (first notice). According to the provisions of Paragraph 2 of Article 71 of the Company Law and Paragraph 1 of Article 17 and Article 22 of Interpretation 4 of the Company Law, shareholders of a limited liability company shall notify other shareholders when transferring their equity to persons other than shareholders, specifically:

(1) notification method. The transferring shareholder may be notified in writing or in other reasonable ways to ensure knowledge. According to the provisions of Article 137 of the Civil Code, the notice shall come into effect when other shareholders know its contents. If it is made in a non-dialogue way, it will take effect when it reaches other shareholders; If the non-dialogue notice is in the form of data message, if other shareholders designate a specific system to receive the data message, the data message will take effect when it enters the specific system; if no specific system is designated, other shareholders know or should know that the data message will take effect when it enters its system. The notification obligor shall be the transferring shareholder.

② Where the equity is transferred to a person other than the shareholders through auction, the method of "written notice" and "notice" shall be determined according to the legal provisions in Item ① above and the laws and regulations related to auction. When transferring state-owned shares in a legally established property rights exchange, the way of "written notice" and "notice" can refer to the trading rules of the property rights exchange.

③ Proportion of agreed transfer. It must be agreed by more than half of other shareholders, which is determined by "number of shareholders" here, not by voting rights, and the company is not allowed to relax the conditions of consent in its articles of association.

(4) the period of consent and the change of disagreement and consent. Other shareholders shall reply within 30 days from the date of receiving the written notice. If they fail to reply, they shall be deemed to have agreed to the transfer. Shareholders who do not agree to the transfer shall purchase the transferred equity; Do not buy, as agreed to transfer.

(3) The preemptive right of other shareholders (second notice). According to the provisions of Paragraph 3 of Article 71 of the Company Law and Paragraph 2 and Paragraph 3 of Article 17 of Interpretation 4 of the Company Law, Article 18, Article 19 and Article 22, other shareholders may exercise the preemptive right under the same conditions:

(1) the way of notification. Shareholders may notify in writing or in other reasonable ways to ensure knowledge.

② The same conditions. When judging whether it meets the "equal conditions", we should consider the quantity, price, payment method and time limit of the transferred equity. The same conditions are not limited to specific fixed factors, as long as all kinds of factors that are reasonably valued by the transferor and can have a substantial impact on the transaction are listed here, such as the obligation of subordinate payment that cannot be replaced or can not be valued by money, the commitment to employee placement, the commitment to debt commitment, equity swap, etc.

(3) Where the equity is transferred to a person other than a shareholder by auction, the "written notice", "notice" and the determination of "equivalent conditions" shall be determined according to relevant laws and judicial interpretations. When transferring state-owned shares in a legally established property rights exchange, the methods of "written notice" and "notice" and the determination of "equivalent conditions" can refer to the trading rules of the property rights exchange.

(4) other shareholders exercise their rights within a reasonable period of time. Shareholders who claim the priority to purchase the transferred equity shall, after receiving the notice, make a purchase request within the exercise period stipulated in the articles of association. If the exercise period is not specified in the Articles of Association or is unclear, the period specified in the notice shall prevail; if the period specified in the notice is shorter than 30 days or the exercise period is unclear, the exercise period shall be 30 days.

(4) Two-in-one notification procedure. In practice, after the transferring shareholder and the potential transferee negotiate the terms of the contract or the basic transaction conditions, the two notices are merged into one notice, which should also be deemed to be in compliance with the relevant provisions of the law. If other shareholders are willing to accept the contract on the same terms, both parties can directly conclude the contract. We should also pay attention to the relevant provisions of the revised company law. At present, Article 84 of the Revised Draft of the Company Law only stipulates one notice, that is, "if a shareholder transfers his equity to a person other than a shareholder, he shall notify other shareholders in writing, and other shareholders shall have the preemptive right under the same conditions".

(5) Transfer the shareholders’ right of estoppel. According to Article 20 of Interpretation 4 of the Company Law, the transferring shareholder has the right to go back on his word:

(1) Unless otherwise stipulated in the Articles of Association, if the transferring shareholder does not agree to transfer the equity after other shareholders claim the preemptive right, the claim of preemptive right of other shareholders shall not be supported.

(2) the right of estoppel shall not be abused.

③ If the transferring shareholder goes back on his word, other shareholders may claim that the transferring shareholder should compensate his reasonable losses.

(6) Remedies for infringement of preemptive right. According to Article 21 of Interpretation 4 of the Company Law, the remedies for infringement of preemptive right include claiming priority and damages, as follows:

(1) advocate the realization of preemptive right. Where the transferring shareholder fails to seek the opinions of other shareholders on the transfer of its equity, or damages the preemptive right of other shareholders by means of fraud or malicious collusion, other shareholders may claim to purchase the transferred equity under the same conditions, but they shall do so within 30 days from the date when they know or should know the same conditions for exercising the preemptive right, except that more than one year has passed since the date of registration of equity change. These "30 days" and "one year" are the same period, and the provisions of suspension, interruption and extension are not applicable.

(2) claim damages. If the infringed shareholder is unable to exercise the preemptive right for reasons other than his own, he may claim damages.

(3) Other shareholders only request to confirm the equity transfer contract and the validity of changes in equity, and do not advocate to purchase the transferred equity under the same conditions at the same time, so their application shall not be supported, except that other shareholders cannot exercise the preemptive right due to their own reasons, and claim damages.

1.1.2 Special Provisions on Shareholders’ Right of Consent and Preemptive Right of Foreign-invested Enterprises

Articles 11 and 12 of the Provisions of the Supreme People’s Court on Several Issues Concerning the Trial of Disputes in Foreign-invested Enterprises (I) stipulate the validity of the equity transfer contract when the shareholders’ consent rights and preemptive rights of foreign-invested enterprises are infringed, which is different from the relevant provisions of the Company Law of People’s Republic of China (PRC) (hereinafter referred to as the Company Law) and the Provisions of the Supreme People’s Court on Several Issues Concerning the Application of the Company Law of People’s Republic of China (PRC) (IV) (hereinafter referred to as the Company Law Interpretation IV), and should be paid attention to.

① If a shareholder of a foreign-invested enterprise transfers all or part of its equity to a third party other than the shareholder, it shall be unanimously agreed by other shareholders, who have the right to request cancellation of the equity transfer contract on the grounds that they have not obtained their consent. Exceptions: firstly, there is evidence that other shareholders have agreed; secondly, the transferor has given a written notice on the transfer of equity, and other shareholders have not given a reply within 30 days from the date of receiving the written notice; thirdly, other shareholders do not agree to the transfer and do not buy the transferred equity.

② If a shareholder of a foreign-invested enterprise transfers all or part of its equity to a third party other than the shareholder, other shareholders have the right to request cancellation of the equity transfer contract on the grounds that the equity transfer infringes on their preemptive right. Unless other shareholders know or should know that they have not claimed the preemptive right within one year from the date of signing the equity transfer contract.

(3) If the transferor or transferee requests that the equity transfer contract is invalid on the grounds of infringing the preemptive right of other shareholders, it shall not be supported.

1.2 Infringe on the preemptive right of other shareholders and the performance of the equity transfer contract

The exercise of the shareholders’ preemptive right and the remedies after the infringement of the preemptive right are often related to the performance of the equity transfer contract between the transferring shareholders and the transferee. If the shareholders’ preemptive right is infringed, they can claim to exercise the preemptive right, but the equity transfer contract between the transferring shareholders and the transferee cannot be continued. If the shareholders’ preemptive right is infringed, they can only claim damages, and the equity transfer contract between the transferring shareholders and the transferee may not be affected. According to the contents of Article 9 of the Minutes of the Ninth People’s Congress, the specific review points are as follows:

① The equity transfer contract between the transferring shareholder and the transferee shall be deemed valid if there are no other reasons that affect the effectiveness of the contract.

② The exercise of preemptive right by other shareholders only leads to the transferee’s inability to request the transferring shareholder to continue to perform the equity transfer contract, that is, it only affects the punishment behavior. Although the transferee other than the shareholder’s request to continue to perform the equity transfer contract cannot be supported, it does not affect its request to the transferring shareholder to bear the corresponding liability for breach of contract, and it can also request to terminate the contract on the grounds that the contract purpose cannot be achieved.

(3) Even if the transferring shareholder has completed the company change registration without notifying other shareholders after signing the equity transfer contract with the transferee, it should be recognized that the equity transfer contract between the transferring shareholder and the transferee implies the following obligations, that is, when other shareholders exercise the preemptive right according to law, the transferee should cooperate to re-transfer the equity to the transferring shareholder, including cooperating to handle the corresponding change registration.

2. Equity transfer contract under the condition that the company’s articles of association restrict equity transfer.

Based on the closeness and humanity of a limited liability company, Article 71 of the Company Law stipulates that "if there are other provisions on equity transfer in the articles of association, those provisions shall prevail". If the restrictions on equity transfer in the articles of association are not invalid, the effectiveness and performance of the equity transfer contract that violates the restrictions on equity transfer in the articles of association may cause disputes among the parties. The main points of review are as follows:

① The Articles of Association is an agreement on internal autonomy of the company, not a mandatory provision of laws and regulations. Violation of the Articles of Association does not necessarily lead to the invalidity of the equity transfer contract. If there are no other reasons that affect the effectiveness of the contract, it shall be deemed valid.

(2) If the equity transfer violates the company’s articles of association, so that the transferee cannot obtain the equity, the transferee may claim the liability for breach of contract from the transferring shareholder, or terminate the contract on the grounds that the purpose of the contract cannot be achieved.

③ If the transferee is aware of the relevant restrictions in the Articles of Association when signing the contract, the corresponding losses shall be borne by him.

3. Share transfer contracts that violate legal restrictions.

The shares held by the shareholders of a joint-stock company can be transferred according to law. However, for the shareholders with special status and Dong Jiangao, Article 141 of the Company Law still has certain restrictions on their share transfer. The effectiveness and performance of the equity transfer contract that violates the legal restrictions may cause disputes among the parties. The key points of the case review are as follows:

3.1 In view of the restrictions on the transfer of shares by promoters in the Company Law,

① The shares of the Company held by the promoters shall not be transferred within one year from the date of establishment of the Company. In addition, the shares issued before the company’s public offering of shares shall not be transferred within one year from the date when the company’s shares are listed and traded on the stock exchange.

(2) If the promoters transfer shares within the restricted period stipulated by law, if the equity transfer contract is a contract with a term or conditions, it shall be deemed valid if there are no other reasons that affect the effectiveness of the contract. Both parties have the right to request the other party to perform the contract according to the contract from the date when the term expires or the conditions are fulfilled.

(3) When the promoters transfer their shares within the restricted sale period stipulated by law, they may determine that the disciplinary action is invalid if the contract is deemed to be valid. The transferee should be aware of the relevant legal restrictions before signing the contract, and the corresponding losses should be borne by himself. The signing of the share transfer agreement between the sponsor and the transferee does not exempt them from their legal responsibilities, including the obligations of the sponsor as a shareholder of the company.

3.2 In view of the restrictions imposed by the Company Law on directors, supervisors and senior managers,

① During his term of office, the company’s Dong Jiangao shall not transfer more than 25% of the total shares of the company he holds, and the shares of the company he holds shall not be transferred within one year from the date of listing and trading of the company’s shares. Within six months after leaving his post, he shall not transfer his shares in the Company.

② The review points of the effectiveness of share transfer contract and liability for breach of contract are the same as 3.1.

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State supervision and equity transfer contract

In the trial of equity transfer disputes, we should first pay attention to the effectiveness of the contract, and state supervision has an important impact on the effectiveness and performance of the contract.

1. State supervision and effectiveness of equity transfer contract

1.1 Equity transfer of state-owned enterprises

The transfer of state-owned shares shall follow the principles of equal compensation, openness, fairness and justice, so as to prevent the loss of state-owned assets and damage the legitimate rights and interests of all parties to the transaction. Articles 51 to 57 of the State-owned Assets Transfer Part of Section V of the State-owned Assets Law of People’s Republic of China (PRC) Municipality make relevant provisions on the approval, evaluation and trading place of the equity transfer of state-owned holding and shareholding companies.

(1) The influence of the approval procedure on the equity transfer contract of state-owned enterprises. Attention should be paid to whether the equity transfer of state-owned enterprises should be approved, and the main points of the review are as follows:

(1) if the relevant approval procedures affect the effectiveness of the contract without approval, according to the provisions of Article 502 of the Civil Code, the contract shall be deemed to be ineffective without approval. If the parties request to confirm that the contract is invalid on this ground, it will not be supported.

② If the aforesaid equity transfer contract is deemed to be ineffective because it has not been approved, it will not affect the effectiveness of the clauses in the contract in which the parties perform the obligation of approval and the relevant clauses set due to the obligation of approval.

(3) If the relevant approval procedures do not affect the effectiveness of the contract and are not approved, it will only affect the effectiveness of disciplinary actions or have adverse consequences in administrative supervision according to relevant laws and regulations. If there are no other reasons that affect the effectiveness of the contract, the equity transfer contract shall be deemed to be valid.

Specifically, according to the provisions of Article 25 of the Interim Measures for the Administration of the Transfer of State-owned Property Rights of Enterprises, if the transfer of state-owned property rights of enterprises causes the state to lose its holding position, it shall be reported to the people’s government at the same level for approval. According to the provisions of Article 26, the invested enterprise shall report to the state-owned assets supervision and administration institution at the same level for countersigning with the financial department for approval when deciding on the transfer of major state-owned property rights of its important subsidiaries. If it involves the examination and approval of the government’s social and public management, it shall be reported to the relevant government departments for examination and approval in advance. According to the provisions of Article 32, if the above approval procedures are not fulfilled, the state-owned assets supervision and administration institution or the relevant approval institution for the transfer of state-owned property rights of enterprises shall require the transferor to terminate the transfer of property rights, and if necessary, bring a lawsuit to the people’s court according to law to confirm that the transfer is invalid. Accordingly, if the above situation is not approved, the relevant equity transfer contract will not take effect. Therefore, for the equity transfer of state-owned enterprises, attention should be paid to examining whether there are the above situations or other situations stipulated by law that require the approval of the party to take effect.

(2) Other circumstances that affect the effectiveness of the contract. According to the provisions of Article 32 of the Interim Measures for the Administration of the Transfer of State-owned Property Rights of Enterprises, in the process of the transfer of state-owned shares, the state-owned assets supervision and administration institution or the relevant approval institution for the transfer of state-owned property rights of enterprises shall require the transferor to terminate the transfer of property rights, and if necessary, bring a lawsuit to the people’s court according to law to confirm that the transfer is invalid. In case that the violation of the relevant provisions of the State-owned Assets Law of People’s Republic of China (PRC) on evaluation and trading places causes damage to the national interests, it belongs to the case that the provisions of Article 153 of the Civil Code violate the mandatory provisions of the law, and the relevant contracts shall be deemed invalid. The main points of the review are as follows:

(1) for the transfer of state-owned shares, attention should be paid to whether the review and evaluation procedures conform to the provisions of the Law of People’s Republic of China (PRC) on State-owned Assets of Enterprises.

(2) For the transfer of state-owned shares, attention should be paid to examining whether the trading place complies with the provisions of the Law of People’s Republic of China (PRC) on State-owned Assets of Enterprises.

1.2 Equity transfer of foreign investment

(1) The influence of the approval procedure on the equity transfer contract with foreign investment. According to the provisions of the Supreme People’s Court Municipality on Several Issues Concerning the Trial of Dispute Cases of Foreign-invested Enterprises (I), the main points of the review are as follows:

(1) If the equity transfer contract with foreign investment shall come into effect after being approved by the examination and approval authorities of foreign-invested enterprises according to laws and regulations, it shall come into effect as of the date of approval. Without approval, it shall be deemed that the contract has not come into effect. If the parties request to confirm that the contract is invalid on this ground, it will not be supported.

(2) If the equity transfer contract is deemed to be ineffective because it has not been approved, it will not affect the effectiveness of the clauses in the contract that the parties perform the obligation of approval and the relevant clauses set due to the obligation of approval.

(3) If the supplementary agreement reached by the parties on matters related to foreign-invested enterprises does not constitute a major or substantial change to the approved contract, it shall not be deemed that the supplementary agreement has not taken effect on the grounds that it has not been approved by the examination and approval authority of foreign-invested enterprises. "Major or substantial changes" include: changes in registered capital, company type, business scope, business term, capital contribution subscribed by shareholders, capital contribution mode, company merger, company division and equity transfer.

(2) The influence of negative list on the effectiveness of foreign-invested equity transfer contract. Article 28 of Chapter IV Investment Management of the Foreign Investment Law of People’s Republic of China (PRC) deals with the provisions on equity transfer of foreign-invested enterprises, that is, foreign investors are not allowed to invest in the areas prohibited by the negative list of foreign investment access, and the areas restricted by the negative list of foreign investment access, and foreign investors should meet the conditions stipulated by the negative list when investing. Foreign investment in areas outside the negative list shall be managed in accordance with the principle of consistency between domestic and foreign investment. Articles 2 to 5 of the Supreme People’s Court’s Interpretation on Several Issues Concerning the Application of the Foreign Investment Law of People’s Republic of China (PRC) further clarify the influence of foreign investment-related agreements, including equity transfer contracts, according to the above provisions. The main points of review are as follows:

① Investment contracts formed in areas other than the negative list of foreign investment access need not be approved or registered.

② In the negative list, the relevant equity transfer contract in the field of prohibited investment is invalid.

③ In the field where the negative list restricts investment, the parties concerned do not meet the special management measures for restricted access, and the relevant equity transfer contract is invalid.

Matters needing attention in the trial:

① Before the effective judgment is made, the equity transfer contract is valid if the investment is prohibited or restricted from moving out of the negative list.

② If the relevant contracts were signed before the implementation of the Foreign Investment Law (January 1, 2021), and the dispute over the equity transfer contract is still in the first and second trial proceedings, the new provisions shall apply.

(3) The above provisions shall apply with reference to disputes over equity transfer related to investments in the Mainland by investors from Hong Kong, Macao and Taiwan and China citizens who have settled abroad.

2. Breach and dissolution of the equity transfer contract that fails to fulfill the obligation of approval

The equity transfer contract that must be approved by the administrative organ and come into effect, the agreement related to the obligation of approval comes into effect independently, and the breach and dissolution of such contracts are different from other equity transfer contracts that are all in effect. According to the provisions of Article 502 of the Civil Code and the contents of Articles 38, 39 and 40 of the Minutes of Civil and Commercial Trials of National Courts (hereinafter referred to as Minutes of the Ninth People’s Congress) issued in 2019, the specific review points are as follows:

(1) review of the obligation of approval and relevant breach clauses.

(1) the contract that needs to be approved by the administrative organ to take effect, if there is a special agreement on the obligation of approval and the liability for breach of contract that fails to fulfill the obligation of approval, the agreement will take effect independently.

(2) because the other party fails to perform the obligation of approval, one party has the right to request the termination of the contract and ask it to bear the corresponding liability for breach of contract stipulated in the contract.

(3) The party who undertakes the obligation of approval shall not refuse to perform the obligation of approval on the grounds that the contract has not come into effect, otherwise the other party may go through the relevant formalities by himself and claim damages for the expenses or actual losses arising therefrom.

(2) Interpretation of the obligation of approval

① If one party requests the other party to perform the main rights and obligations of the contract, it shall explain to him that the application should be changed to request to perform the obligation of approval. If a party changes the claim, it shall be supported.

(2) If the party refuses to change the claim after the explanation, it shall reject its claim, but it shall not affect it to file another lawsuit.

(3) review of the handling after the judgment has fulfilled the obligation of approval.

(1) after the court ruled that one party performed the obligation of approval, the party refused to perform it, and the other party has the right to request it to bear the liability for breach of contract after compulsory execution.

(2) one party shall perform the obligation of approval according to the judgment, and the administrative organ shall approve it, and the contract shall have full legal effect, and it shall have the right to request the other party to perform the contract. Without the approval of the administrative organ, the contract is not legally enforceable, and one party has the right to request the termination of the contract.

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Equity transfer contract involving the transfer of company control rights and assets.

1. Equity transfer contract involving the transfer of control rights of the company

If the purpose of the equity transfer contract is for the transferee to obtain the control right of the target company, the examination elements of the transferor’s obligations, the corresponding liability for breach of contract and the termination of the contract are different from the above-mentioned ordinary equity transfer contract. While applying the relevant provisions of the Civil Code, we cannot ignore the relevant regulations of the Company Law on company organization and corporate governance.

For the equity transfer contract involving the transfer of control rights of the company, the contract usually includes the following contents: the transferor shall complete the delivery or handover of various financial documents, legal documents, company seals, business licenses, customer information, technical secret information and even personnel in the company; Distribution requirements of corporate governance power, such as re-election of the board of directors or quota allocation, and change of legal representative; The disclosure of the debts of the target company and the relevant commitments and guarantee clauses.

To some extent, this kind of contract dispute is not a simple transaction contract, but has the attribute of organization contract. The main points of review are as follows:

① Whether the agreement of the equity transfer contract conflicts with the relevant provisions of the Company Law and the articles of association.

(2) The obligations of the transferor of such contracts are not limited to notifying the company and assisting in handling all kinds of changes, but may also include ensuring that the company completes the corresponding change registration, as well as other contractual obligations such as license, transfer of financial information, and ensuring the re-election of the board of directors. The assignor’s failure to perform the agreed obligations constitutes a breach of contract. For the termination of the contract, the purpose of the contract should be determined by combining the transaction background and contract content of both parties, and then it should be determined whether the contract purpose can not be realized if the assignor fails to perform according to the contract.

(3) If the transferor fails to disclose the company’s debts truthfully, if the contract commitment and guarantee clauses stipulate the corresponding liability for breach of contract, the parties’ agreement shall be respected; if there is no agreement, the transferor’s liability for breach of contract shall be determined according to the contract purpose of the parties and the losses of the transferee.

④ We should strictly grasp the fundamental breach of contract. With regard to the termination of the equity transfer contract, the provisions on the termination of the contract in the Contract Part of the Civil Code shall apply. For the provisions of the part of the sales contract, it should be determined whether it can be applied according to the characteristics of equity transfer, and the influence of equity transfer on the company organization law should be fully considered, and equity transfer should not be simply equated with the sale of movable property and real estate. In the trial, such disputes will face the question of whether the breach of contract by one party will inevitably lead to the dissolution of the equity transfer agreement when the control right has been transferred. Once this kind of equity transfer contract is performed, if it has actually participated in the company’s operation and management, the company has completed the change registration and invested other resources, the fundamental breach of contract should be strictly grasped, and the frequent termination of the contract may have an adverse impact on the stability of the company’s operation and management.

2. Equity transfer contract involving company assets transfer

There are the following differences between asset transfer and equity transfer: First, the subjects are different. The transferor of assets transfer is the company, and the transferor of equity transfer is the shareholder of the company. Second, the legal effect is different. The transfer of assets is the transfer of property rights. In principle, the buyer does not bear the responsibility of the seller, and the creditor of the seller (company) can only claim rights from the seller (company), but not from the asset buyer. Equity transfer is only the change of the "owner" of the company, and the original creditor’s rights and debts of the company are still borne by the company unless otherwise agreed.

In principle, in the case of equity transfer, in the absence of special agreement, the transferee cannot hold the transferor responsible for the asset defects of the target company, because in the transaction arrangement of equity transfer, the transferor only has the obligation to guarantee the authenticity of the equity, but has no obligation to ensure the authenticity of the corresponding asset value represented by the equity, which is the risk that the transferee should bear. However, if the purpose of signing the equity transfer contract (accepting 100% equity of the target company) is to obtain the assets of the company, the equity transfer agreement makes special provisions on the handover of the assets of the target company and the liability for asset defects, and the agreement of the parties should also be respected.

The main points of relevant case review are as follows:

① Distinguish between asset transfer and equity transfer. In practice, there is a phenomenon that the concepts of asset transfer and equity transfer are confused. We should confirm the transfer object according to the contract agreement, the contents of negotiation between the two parties, the signing background and the performance after signing the contract, so as to determine the nature of the contract and clarify the rights and obligations of the parties to the contract.

②100% equity transfer and asset transfer can be handled according to the same principle. If the target of equity transfer is 100% equity of the target company, there is no essential difference between equity transfer and asset transfer. If the transferee of the asset transfer should bear the responsibility of defect guarantee, the transferee in the 100% equity transfer can also ask the transferor to bear the corresponding responsibility. After all, the equity represents the right holder’s control over the enterprise to a certain extent. The more shares, or the more shares held by the company, the stronger the shareholder’s control over the company.

③ Consideration of enterprise’s "defects" in the case of 100% equity transfer. In the case of 100% equity transfer, the purpose of the contract is usually for the transferee to gain control of the company. As far as an enterprise is concerned, even if there are some material and immaterial defects in the enterprise, it does not mean that the value of the enterprise will be impaired. In the end, the value of the enterprise depends on the cash flow of the enterprise and its value as a whole in the market. Many "defects" in the property or value of the enterprise may not be valued in the transaction of the enterprise, and they are not important under the overall framework of the transaction.

3. Equity transfer contract for the purpose of obtaining the company’s asset qualification.

In part of the equity transfer, in addition to gaining overall control of the company, the more direct purpose is to obtain the asset qualification of the company, such as the equity transfer of mining companies and real estate project companies. The main points of such contract review are as follows:

① If the relevant laws and regulations are clear, administrative approval is the effective requirement of the relevant project transfer contract, and the equity transfer contract also needs to be approved before it can take effect.

(2) If the law stipulates that the relevant administrative examination and approval is only for disciplinary actions, unless there are other circumstances that affect the effectiveness of the contract, the equity transfer contract is valid and binding on the parties, and the transferor takes approval and assistance in approval as one of his main obligations. If the parties are at fault for not being approved, they shall bear the liability for breach of contract.

4. "Equity transfer contract" in which the company is the transferor or transferee.

In practice, there are also "equity transfer contracts" in which the company is the transferor or transferee. Such disputes usually involve the transfer of control rights of the company, so this part will sort them out together:

(1) For the "equity transfer contract" in which the company is the transferor, the review points are as follows:

① According to the specific agreement and performance of the contract, it should be determined that the subject matter of the contract is the company’s assets or equity.

(2) If the object of the contract is equity, the transferor of the contract shall be determined according to the contents of the contract and the contracting process.

(2) For the "equity transfer contract" in which the company is the transferee, the review points are as follows:

① The parties to the equity transfer contract are the transferor and the transferee, and the target company is not a party to the contract, so the target company should not bear the transferee’s share payment obligation.

(2) If the parties to a contract agree that the target company shall perform the payment obligation, or agree that the target company shall assume the guarantee responsibility or provide guarantee for the transferee’s share payment obligation, the assets of the target company may be directly impaired, which may become an act of withdrawing capital in disguise, violating the principle of capital maintenance of the company, and ultimately damaging the independent property of the target company and the interests of creditors, and such an agreement may be deemed invalid according to the individual circumstances.

(3) For the above-mentioned guarantee liability or the guarantee provided by the company, if the target company has fulfilled the corresponding procedures with reference to the relevant provisions of Article 16 of the Company Law on the guarantee provided by the company, and there is no obvious harm to the interests of the creditors of the target company, it should not be deemed invalid on this ground.

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Representation equity transfer contract

In practice, the share repurchase based on the gambling agreement can be classified as such disputes. In addition, the company’s acquisition of shares or shares and the guarantee of share assignment are also classified into this part.

1. Betting on the agreed terms of share repurchase

Gambling agreements, including those involving the agreement on share repurchase, are all contract tools used by investors to solve the problem of information asymmetry in the investment process. For share repurchase, agreements usually stipulate whether the target company will reach the agreed performance target and successfully go public in a certain period of time as the conditions for share repurchase. In the trial practice, when there is a dispute over the gambling agreement that stipulates the terms of share repurchase based on the terms of share repurchase, most of them enter the court on the grounds of equity transfer dispute. For the settlement of such disputes, we should not only pay attention to the agreement between the two parties, but also pay attention to the impact on the company’s organizational level and other stakeholders, so as to avoid the agreement of the parties harming the interests of the company and its creditors.

1.1 Gambling between investors and shareholders

(1) The determination of whether the repurchase clause is this agreement or an appointment, the review points are as follows:

(1) If the repurchase terms clearly stipulate the subject, price, performance period, liability for breach of contract and other substantive contents that affect the rights and obligations of the parties, it shall be deemed that both parties have reached an agreement on the share repurchase, which constitutes this Agreement.

(2) Without the above-mentioned substantive contents affecting the rights and obligations of the parties, the repurchase clause shall be deemed as an appointment, and the corresponding obligations and liabilities for breach of contract shall be determined according to Article 495 of the Civil Code.

(2) The identification of the repurchase period and the consequences of not claiming rights within the repurchase period are as follows:

(1) Under the condition that the repurchase term is not stipulated or unclear in the terms of repurchase, it is believed in principle that investors should be limited by a reasonable period when they ask shareholders or target companies to fulfill their repurchase obligations, and the judgment of a reasonable period should be based on the feasibility of exercising, time interval, fluctuation of equity value and other factors, and make a case judgment on the basis of balancing the interests of both parties.

(2) If the investor fails to claim the rights within the agreed time limit or reasonable time limit, in principle, it is considered that if the agreement is not clearly stipulated, it is not appropriate to assume that the investor’s right to claim repurchase in accordance with the repurchase terms will be extinguished, and the repurchase obligor still needs to perform its obligations as agreed. At the same time, the repurchase obligor may claim the liability for breach of contract for the losses caused by the investor’s overdue exercise.

(3) The adjustment of the share repurchase price, the review points are as follows:

The terms of share repurchase mostly stipulate that the repurchase price is "investment principal+investment income". Whether the above amount needs to be adjusted, especially whether it can be adjusted according to the provisions on the upper limit of interest protection in the Provisions of the Supreme People’s Court on Several Issues Concerning the Application of Laws in the Trial of Private Lending Cases, is controversial, and this issue will also be intertwined with the issue of "real debts of famous stocks". In the case that the parties have made a higher return agreement on high-risk project investment, it is not appropriate to simply adjust the return on investment with the name of equity investment or loan. We should explore the true meaning of the parties and comprehensively identify them according to the investment purpose, actual rights and obligations of the parties.

1.2 Gambling between investors and target companies

According to Article 5 of the Minutes of the Ninth People’s Congress, the relevant provisions of the Civil Code and the Company Law should be applied to the review of this issue. The main points of the review are as follows:

(1) The "gambling agreement" concluded between the investor and the target company shall not be supported if the target company claims that the "gambling agreement" is invalid only on the grounds that there is an equity repurchase agreement.

(2) Where an investor requests the target company to buy back its shares, it shall conduct an examination in accordance with the mandatory provisions of Article 35 of the Company Law that "shareholders shall not withdraw their capital contribution" or Article 142 of the Company Law on share repurchase. If the target company fails to complete the capital reduction procedure, it shall reject the investor’s application.

1.3 Gambling between investors and parties other than shareholders of the target company

Share repurchase is essentially a share transfer. In the case that the main body of the repurchase obligation is a party other than the shareholders of the target company, the performance of the repurchase obligation is restricted by the foreign share transfer in the Company Law, such as the pre-emptive right.

2. About the Company’s Acquisition of Equity

According to the provisions of Articles 74 and 142 of the Company Law, a company shall or may acquire shareholders’ equity or shares under the circumstances prescribed by law, which are discussed here.

2.1 About Limited Liability Company

According to Article 74 of the Company Law, the main points to be examined are as follows:

(1) Conditions for dissenting shareholders to request the company to purchase shares: In any of the following circumstances, the shareholders who voted against the resolution of the shareholders’ meeting may request the company to purchase its shares at a reasonable price: First, the company has not distributed profits to shareholders for five consecutive years, but the company has been making profits for five consecutive years and meets the conditions for distributing profits stipulated in this Law; Second, the company merges, divides or transfers its main property; Third, the business term stipulated in the articles of association of the company expires or other reasons for dissolution stipulated in the articles of association arise, and the shareholders’ meeting adopts a resolution to amend the articles of association to make the company survive. It is noteworthy that the third paragraph of Article 89 of the Second Revised Draft of the Company Law stipulates that the company’s equity acquired by the company in accordance with the first situation mentioned above shall be transferred or cancelled according to law within six months.

② Time limit for prosecution: If the shareholders and the company fail to reach an equity purchase agreement within 60 days from the date of adoption of the resolution of the shareholders’ meeting, the shareholders may sue within 90 days from the date of adoption of the resolution of the shareholders’ meeting.

2.2 About Limited by Share Ltd

According to the provisions of Article 142 of the Company Law, a joint stock limited company may not acquire shares of the company, but this article also provides for exceptions. The main points of review are as follows:

2.2.1 The situation that a joint stock limited company should acquire shares of the company.

Where a shareholder disagrees with the resolution of merger or division of the company made by the shareholders’ meeting and requests the company to purchase its shares, a joint stock limited company shall purchase the shares. After the acquisition of shares, the company shall transfer or cancel it within six months.

2.2.2 The situation in which a joint stock limited company can acquire shares of the company.

Where a joint stock limited company reduces its registered capital, it may purchase its shares. The company’s acquisition of shares of the company due to this situation shall be subject to the resolution of the shareholders’ meeting. After the company purchases shares, it shall cancel them within 10 days from the date of purchase.

Where a joint stock limited company merges with other companies holding shares in the company, it may acquire shares in the company. The company’s acquisition of shares of the company due to this situation shall be subject to the resolution of the shareholders’ meeting. After the company purchases shares, it shall transfer or cancel them within six months.

(3) If a joint stock limited company uses its shares for employee stock ownership plan or equity incentive, it may purchase its own shares. Where a company purchases shares of the company due to this situation, it may pass a resolution at a board meeting attended by more than two-thirds of the directors in accordance with the provisions of the articles of association or the authorization of the shareholders’ meeting. The total number of shares held by the company shall not exceed 10% of the total issued shares of the company, and shall be transferred or cancelled within three years.

(4) A joint stock limited company may purchase the shares of the company if it uses the shares for the conversion of corporate bonds convertible into shares issued by a listed company, or if it is necessary for the listed company to safeguard the company’s value and shareholders’ rights and interests. Where a company purchases shares of the company due to this situation, it may pass a resolution at a board meeting attended by more than two-thirds of the directors in accordance with the provisions of the articles of association or the authorization of the shareholders’ meeting. The total number of shares held by the company shall not exceed 10% of the total issued shares of the company, and shall be transferred or cancelled within three years. It should be noted that both of these situations are regulations for listed companies.

3. On the guarantee of equity transfer

In order to realize the purpose of equity transfer guarantee, the two parties usually sign an equity transfer contract, that is, to ensure that the debtor pays off the due debts, the two parties sign an equity transfer contract, and the debtor (equity transferor) informs the company of the equity change and cooperates with the company to change the creditor (transferee) into a shareholder of the company. If the debtor pays off the due debts, the creditor will cooperate with the company to change the debtor (transferor) into a shareholder of the company. According to the provisions of Articles 68 and 69 of the Interpretation of the Supreme People’s Court on the Application of the Guarantee System of the Civil Code of People’s Republic of China (PRC), the main points of the review are as follows:

(1) If both parties to the contract agree that the debtor will pay off his debts when they are due, the creditor shall notify the company and cooperate with the company to change the debtor (transferor) into a shareholder of the company. If the debtor fails to pay off his debts when they are due, the creditor may auction, sell off or pay off his debts at a discount, and the contract shall be deemed valid.

(2) If the parties to the contract agree that the debtor will pay off the debt when it is due, the creditor shall notify the company and cooperate with the company to change the debtor (assignor) into a shareholder of the company. If the debtor fails to pay off the debt when it is due and the creditor obtains the equity, the determination of its effectiveness shall be based on the provisions of the legal act validity part of the Civil Code, and shall be handled with reference to the provisions of Articles 401 and 428 of the Civil Code on mortgage and liquid.

(3) If both parties to the contract have not notified the company of the change of equity after signing the equity transfer contract, and have not registered the change of equity, strictly speaking, such a situation does not constitute a transfer guarantee. If the creditor (transferee) requests the debtor (transferor) to perform the equity transfer contract, it shall not support it, but the creditor may support it if it requests to give priority to the repayment of its creditor’s rights by auction, sale or discount of equity with reference to the provisions of the law on security interests.

(4) Shareholders provide guarantee for debt performance by transferring their equity to the creditors’ names. If the company or the creditors of the company request the creditors as nominal shareholders to bear joint and several liabilities with the shareholders on the grounds that the shareholders fail to perform or fully perform their capital contribution obligations, or withdraw their capital contribution, they shall not be supported.

⑤ The agreement of both parties in the assignment guarantee contract cannot be against the company and the third party.

Specific information of case elements to be collected

Taking the above-mentioned review points as clues and paths, the court should pay attention to the following specific information of the trial elements in the trial of equity transfer disputes, and determine the facts that should be ascertained on the basis of focusing on the arguments of both parties:

1. Ordinary equity transfer contract

(1) Violation of the assignor’s obligations: failure to assist in the internal changes of the company, failure to assist in the registration of equity changes in the company registration authority, violation of the preemptive right of other shareholders, and violation of the restrictions on equity transfer in the company’s articles of association or company law.

(2) Breach of the assignee’s obligations: failure to pay the equity transfer payment.

2. Does it involve national supervision?

(1) Equity transfer contract of state-owned enterprises: whether the evaluation procedures and trading places comply with the legal provisions.

(2) Foreign-invested equity transfer contract: whether it belongs to the field where investment is prohibited or restricted in the negative list; Whether there is any violation of the consent right and preemptive right of other shareholders of foreign-invested enterprises.

(3) the equity transfer contract that must be approved by the administrative organ: whether the equity transfer contract is approved; If it is not approved, does the plaintiff only file a lawsuit against the effective approval obligation clause?

3. Equity transfer contracts involving the transfer of company control rights and assets.

(1) Equity transfer contract involving the transfer of control rights of the company: whether the contractual agreement conflicts with the company law, and pay attention to reviewing the transferor’s main contractual obligations.

(2) Equity transfer contract involving company assets transfer: distinguish between asset transfer and equity transfer, and judge whether the purpose of equity transfer is to acquire company assets.

(3) Equity transfer contract for the purpose of obtaining the company’s asset qualification: whether the purpose of equity transfer is to obtain the company’s qualification and administrative approval are the effective elements of the relevant project transfer contract.

(4) "Equity transfer contract" in which the company is the party: if the company is the transferor, it should identify the real transferor, and if the company is the transferee, it should pay attention to examining whether there is any capital flight.

4. Representation equity transfer contract

(1) Betting on the agreed terms of share repurchase: Differentiate the objects to be gambled, identify the legal consequences differently, and pay attention to the identification of "famous stocks and real debts".

(2) Acquisition of equity by the company: Check whether there are any circumstances stipulated in Articles 74 and 142 of the Company Law.

(3) On the guarantee of equity transfer: the agreement to distinguish whether to complete the change of the company’s internal shareholder list or the registration of equity change, and the creditor’s acquisition of equity due to the debtor’s outstanding debts is invalid.

Factor-based trial and documents

one

Factor trial

During the trial, the judge can gradually improve the following Elements Table of Equity Transfer Disputes according to the evidence and cross-examination, court questioning and court debate of both parties. After the trial is over, the Elements Table of Equity Transfer Disputes can be completed and the disputes between the two parties can be clarified. Factor-based trial can help judges quickly lock the focus of disputes, find out the facts of the case, determine the effectiveness of the contract, and determine the rights and obligations of both parties according to the agreement of the equity transfer contract, and then determine whether the parties have breached the contract and whether the contract has been terminated.

two

Essential judgment

In the case of equity transfer disputes, if the disputes between the two parties focus on one or two factors, the undisputed facts can be quickly fixed, forming the fact-finding part of the traditional judgment, and the focus of the dispute is discussed in the reasoning part. If there are many disputes between the two parties, according to the explanation of "cases that can summarize fixed elements" in "Standards for Making Civil Judgment Documents of People’s Courts" and "Styles of Civil Litigation Documents", we can no longer separate the part of stating facts and what the court thinks, identify the disputed elements one by one by means of narration and discussion, or try to adopt an element-based and modular writing mode of judgment documents, so as to draw a judgment conclusion.

Original title: Guidelines for Factor-based Trial of Equity Transfer Disputes (Trial)

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　　On April 26th, local time, Argentine Economy Minister Felipe Massa held a press conference, announcing that Argentina would stop using US dollars to pay for goods imported from China and use RMB instead.

　　Zou Xiaoli, China’s ambassador to Argentina, was invited to attend the conference and delivered a speech. Argentine central bank governor Percy, Argentine General Administration of Customs Mitchell and entrepreneurs from China and Argentina witnessed the news release. Massa stressed at the meeting that the currency swap agreement between Argentina and China not only helps to strengthen foreign exchange reserves, but also helps to strengthen bilateral trade.

　　Massa said that after reaching agreements with different enterprises, Argentina will use RMB to pay for China’s imported goods worth about 1.04 billion US dollars this month. The use of RMB can accelerate the pace of Argentine imports of goods from China in the coming months, and the related authorization will be more efficient. It is estimated that starting from May, Argentina will also use RMB to pay for goods imported from China with the value equivalent to US$ 790 million to US$ 1 billion.

　　In addition, Massa also stressed that the use of RMB can increase the expectation of Argentina’s net foreign exchange reserves and bring greater freedom.

　　Zou Xiaoli, Ambassador of China to Argentina, said, "Strengthening economic and trade cooperation between China and Argentina is an important part of the comprehensive strategic partnership between the two countries. The economies of the two sides are highly complementary and have great potential for cooperation. China supports Albania’s efforts to maintain economic and financial stability, which is also reflected in the Sino-Arab joint statement issued during President Fernandez’s visit to China last year. China attaches importance to monetary and financial cooperation with Albania, and is willing to make joint efforts with Albania to encourage enterprises to use local currency for settlement in bilateral economy, trade and investment, reduce exchange costs and exchange rate risks, and create a good policy environment for promoting local currency settlement. In 2020, the People’s Bank of China and the Central Bank of Argentina renewed the local currency swap agreement, which played an important role in maintaining’s financial stability. The two central banks have also established an information exchange mechanism. China is willing to further strengthen local currency swap cooperation with Albania under the existing framework and support a greater role in the RMB clearing bank in Albania. China has confidence in Afghanistan’s financial and economic stability and the bright future of China-Arab cooperation. "

　　In January this year, the Argentine central bank said that Argentina and China had formally expanded the currency swap agreement, which would strengthen Argentina’s foreign exchange reserves of 130 billion yuan and activate the disposable quota of 35 billion yuan. (General Desk reporter Gong Xiangcheng)