CLSA SECURITIES DEALING SERVICES:PRC MARKET ANNEX
1.

Definitions and Interpretation

1.1

In this Securities Dealing Services: PRC Market Annex, including theSchedule, capitalised terms have the meaning given to them in the “CLSA
Asia-Pacific Terms of Business” (the “Terms of Business”) and theSecurities Dealing Services Annex. In addition, the following capitalisedterms have the following meaning:“PRC” means The People’s Republic of China (excluding its Special
Administrative Regions and Taiwan).
“PRC Exchanges” means the Shanghai Stock Exchange and the Shenzhen
Stock Exchange.
“Securities” means B shares traded on the PRC Exchanges.

1.2This Securities Dealing Services: PRC Market Annex is referred to herein as“this Annex”.

1.3

References in this Annex to “we”, “us” and “our” mean, unless the context
otherwise requires, CLSA and where the context requires will also include
any company in the CLSA Group, or persons connected with the CLSA
Group.

2.

Effect of Terms of Business; Amendment

2.1

This Annex shall apply to you if (a) you requested in your Application Formthat we provide you with Securities Dealing Services and requested thatsuch Securities Dealing Services be provided in respect of the PRC Market;or (b) we currently provide you with Securities Dealing Services in respectof the PRC Market.

2.2

The terms and conditions set out in this Annex shall apply to all Securities
Dealing Services in the PRC Market provided by us to you in addition to,and supplemental to, the terms and conditions set out in the Terms ofBusiness and in the Securities Dealing Services Annex. Accordingly, theterms and conditions in this Annex are legally binding and take effect when
you signify your acceptance by placing an order for Securities in the PRC
Market with us following your receipt of our Terms of Business, theSecurities Dealing Services Annex and this Annex.

3.

No Short Selling
Without limiting your obligations to at all times comply with the Market
Requirements, you shall at all times comply with the laws and regulationsof the PRC and, in particular, you hereby acknowledge and agree that theshort selling of Securities on the PRC Exchanges is strictly prohibited.

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4.

Permitted Investor
You hereby represent and warrant to us that you, and any Underlying
Principals for whom you may act, are permitted under the Market
Requirements of the PRC Market to invest in and hold Securities in the PRC
Market. In particular, you hereby represent and warrant that neither you
nor any Underlying Principals for whom you may act are legal persons
incorporated, registered or organised under the laws of the PRC.
You hereby acknowledge that in the event that the above representation
and warranty is untrue your indirect trading in Securities in the PRC Market
shall be deemed to be in violation of the relevant PRC regulations and you,and any Underlying Principals, shall be subject to legal liability under thelaws and regulations of the PRC.
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Securities Dealing Services: PRC Market Annex
Risk Disclosure Statement ScheduleThis Risk Disclosure Statement Schedule does not disclose all of the risks andother significant aspects of trading in securities, futures and options. In light ofthe risks, you should undertake such transactions only if you understand thenature of the contracts (and contractual relationships) into which you are enteringand the extent of your exposure to risk. You should carefully consider whether
trading is appropriate for you in light of your experience, objectives, financial
resources and other relevant circumstances. Please read this Schedule carefully,
and ask questions and take independent advice as you consider appropriate.
Securities Risk Disclosure Statement
You acknowledge that the price of Securities can and does fluctuate,
sometimes dramatically, and that the price of any individual security may
experience downward movements, and may become valueless.
Youappreciate therefore that it is as likely that losses will be incurred rather thanprofit made as a result of buying and selling securities. This is a risk that you
are prepared to accept.

You acknowledge that there are risks in leaving Securities in our custody or inauthorising us to deposit securities as collateral for loans or advances madeby us or authorising us to borrow or loan Securities and you confirm that you
are prepared to accept such risk notwithstanding that in these circumstances
you face the risk of loss of such Securities.

You confirm that you understand that short selling on the PRC Exchanges isunlawful.

Electronic Communication and Trading System Risk Disclosure Statement
You understand that the electronic communication systems (including theinternet) may not be a reliable medium of communication due tounpredictable traffic congestion or other reasons and that such unreliability isbeyond our control. This may give rise to situations, including delays, intransmission and receipt of your instructions or other information, delays inexecution or execution of your instructions at prices different from thoseprevailing at the time your instructions were given, misunderstanding anderrors in any communication between you and us and so on. Whilst we willtake every possible step to safeguard our systems, client information,accounts and assets held for the benefit of our clients, you accept the risk of
conducting transactions via electronic communication systems.

Electronic trading facilities (including, without limitation, the Direct Market
Access Services) are supported by computer-based component systems forthe order-routing, execution, matching, registration or clearing of trades. Aswith all facilities and systems, they are vulnerable to temporary disruption orfailure. You understand that your ability to recover certain losses may besubject to limits on liability imposed by the system provider, the market, theclearing house and/or member or participant firms. Such limits may vary:
you understand that you should ask us for details in this respect.

Trading on an electronic trading system (including, without limitation, throughthe Direct Market Access Services) may differ from trading on other electronic

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trading systems. If you undertake transactions on an electronic trading
system, you understand that you will be exposed to risks associated with thesystem including the failure of hardware and software. You understand thatthe result of any system failure may be that your order is either not executed
according to your instructions or is not executed at all.
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