Article 126
The capital of a joint stock limited company shall be divided into shares, and all the shares shall be of equal value.
Shares of the company are represented by share certificates. A share certificate is a certificate issued by the company certifying the share held by a shareholder.
Article 127
When shares are issued, the principles of openness, fairness, and equity shall be followed, and each share in the same class must have the same rights and receive the same interests.
For shares issued at the same time, each share shall be issued on the same conditions and at the same price. All entities or individuals subscribing for shares shall pay the same price for each share.
Article 128
The issuing price per share may be at par value, or above par value, but may not be below par value.
Article 129
A share certificate shall be in paper form or in other forms prescribed by the securities regulatory authority under the State Council.
A share certificate shall set forth the following major items:
(1) the name of the company;
(2) the company's date of registration and establishment;
(3) the class and par value of the shares and the number of shares represented;
(4) the serial number of the share certificate.
The share certificate shall be signed by the chairman of the board, and the company's chop shall be impressed thereon.
Share certificates held by the sponsors shall be marked with the words Sponsors' Share.
Article 130
Share certificates issued by the company may be in the form of either registered share certificates or bearer share certificates.
Share certificates issued by the company to its sponsors or legal persons shall be registered share certificates bearing the names of such sponsors or legal persons, and may not be registered under any other names or in the names of their legal representatives.
Article 131
A company issuing registered share certificates shall maintain a record of shareholders, which shall set forth the following:
(1) the name and domicile of each shareholder;
(2) the number of shares held by each shareholder;
(3) the serial numbers of share certificates held by each shareholder;
(4) the date on which each shareholder acquired his shares.
A company issuing bearer share certificates shall record the number of such share certificates, their serial numbers and their issuing dates.
Article 132
The State Council may make separate stipulations relating to a company's issuance of shares of classes other than those prescribed herein.
Article 133
Upon registration and establishment, a joint stock limited company shall promptly deliver the share certificates to its shareholders officially. Prior to registration and establishment, the company may not deliver any share certificate to its shareholders.
Article 134
Where a company is to issue new shares, the general meeting of shareholders or the board of directors shall adopt a resolution concerning the following in accordance with the articles of association:
(1) the classes and number of the new shares;
(2) the issuing price of the new shares;
(3) the commencing and ending dates of issuance of the new shares;
(4) the classes and number of new shares issued to the existing shareholders.
Article 135
When a company is approved by the securities supervision and administration department under the State Council to issue new shares to the public, it shall make public the prospectus for the issue of new shares, its financial and accounting statements, and shall prepare the subscription form.
The provisions of Article 88 and Article 89 shall apply to the issue of new shares.
Article 136
In issuing new shares, a company may determine the pricing scheme in light of the business operation and financial conditions of the company.
Article 137 Upon full receipt of the share proceeds from the company's newly issued shares, the company shall carry out amendment registration with the company registration authority and shall make a public announcement.
