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CONSTITUTION OF
CHINA ELECTRIC VEHICLE ASSOCIATION

CHAPTER I GENERAL PROVISIONS
Article 1
  Name: China Electric Vehicle Association, having CEVA as its short.

Article 2
  CEVA is a national nongovernment organization composed voluntarily by electric vehicle enterprises and workers, meanwhile absorbing social intermediary organizations such as relevant R&D, education and local industrial organizations and business enterprises.

Article 3
  The objective of CEVA: focus on economic development; make great efforts to national economy and electric vehicle industry progress; serve electric vehicle industry enterprises and workers wholeheartedly; provide information to government, membership, enterprises and other sectors of social circles; play the role as bridge between government and enterprises.

Article 4
  The address of CEVA is in HongKong, and there is an office in Shanghaii.

CHAPTER Ⅱ SCOPE OF BUSINESS
Article 5
  The assignment of CEVA is to play the role as bridge between government and membership—reflect wishes and demands of membership, convey government's intention and assist government to manage electric vehicle industry.
  The scope of business covers the following aspects:
  1. Deal with professional research and basic information collection, investigate professional trend, put forward proposals such as industrial programes,technological policy and economic legislation to government and participate in relevant activities.
  2. Promote alliances in and out of industry, coordinate production management, technological progress, cooperation and competition issues between enterprises to enhance management.
  3. Provide consulting service: provide technical,economic and
marketing information at home and abroad, edit business publications and establish association website.
  4. Contact with foreign related organizations, represent industry to participate in some relevant organizations and meetings worldwide,carry out domestic and foreign cooperation, and undertake marketing activities in economy and technology.
  5. Exchange information, accelerate communication and cooperation between enterprises.
  6. Make association constitution after negotiation and compliance with these regulations.
  7. Defend legitimate rights of membership, mediate member disputes and coordinate relations of electric vehicle industry.
  8. Undertake works committed by the concerning government departments.
  9. Conduct other activities which is beneficial to membership.

CHAPTER Ⅲ MEMBERSHIP
Article 6

  China Electric Vehicle Association (CEVA) is a nonprofit social organization. Those business enterprises, scientific research, education, news media, and other concerned units engaging in electric vehicle industry production, marketing, research and development, intermediary and other related business and those public institutions paying attention to professional development will be able to apply for membership of CEVA. The members can be divided into group members and personnel members (Mainly experts in principle). Group members include Vice-Chairman Units, the Standing Units, the Governing Units and Ordinary Members, which also invite honorary chairman and honorary chairman units. The new joining members are ordinary members.

Article 7
  Those who apply for members of CEVA should accord with requirements listed in the following:
  1. Those enterprises engaging in electric vehicle industry production and business trading for two or more years and obtaining business license or other relevant units such as scientific research units and education units may apply for membership, if they admit constitution of CEVA.
  2. Those enterprises engaging in production of extension products such as motorbike, electric vehicle for the handicapped, gymnastic equipment, electric vehicle for children, power-assisted for at least two years or those service enterprises in sectors such as electric vehicle equipment, raw and auxiliary materials, Gauge mold and other related accessories may apply for membership, if they admit constitution of CEVA.
  3. Those staff who make great contribution to development of China electric vehicle industry (including Chinese residing abroad, HongKong, Macao and Taiwan compatriots and foreign nationality personnel) will be honorary personnel of CEVA if they are passed by discussion of the Standing Council.
  4. Those influential and pretigious personnel in electric vehicle industry would be invited to occupy honorary personnel of CEVA.
  5. Support association constitution, fulfill membership obligations and compliance with the self-discipline convention.
  6. Pay the membership fee on schedule. The membership fee is paid annually: if the entrance time is less than one year, fees are also equal to the whole year fee. In accordance with relevant state laws and regulations, the annual membership fees are listed in the following: Ordinary Members for 1000 yuan; Director Units for 1500 yuan; Standing Director Units for 2000 yuan; Vice-Chairman Units for 3000 yuan; Personnel Members for 80 yuan. The applied enterprises and personnels should pay the membership fee within twenty days after application and fees afterwards should be paid before 31st of March every year.

Article 8
  Procedures to Enroll CEVA are as follows:
  1. The applied enterprises or personnel fill the application form as requested, sign,stamp and register in the association web http://www.9ebike.com/. Then, fax the form to the association secretariat(The personnel member should attach to two latest photos of one-inch.).
  2. The secretariat send the form to the Chairman; the latter examines the form, or the Council authorizes secretariat to examine and decide whether they have qualifications within ten days.
  3. The Council or secretariat authorized by the Council send the notification of enrollment to the qualified enterprises or personnel.
  4. Pay the membership fee.(Before 31 Dec,2006, the new applied group members can only pay the expense of membership card; two years membership fees are free.)
  5. The secretariat promulgates membership cards and the applicant shall become Membership of CEVA..

Article 9
  Modification of Name and Contact Means:
  1. If the units’ name is changed, the units should provide certifications both impressed with the original name seals and the changed name seals. Besides, the original membership card should be sent to the association and the latter will carry out recertification to member units.
  2. If the members’ mailing adress, telephone, fax, legal representative or other information changes, they should also give written message to CEVA without delay, so as to ensure relations with CEVA.

Article 10
  Rights and Obligations of membership
   Section 1: Ordinary Members
  1. Rights:
  1) Have the right to vote , to be elected and to supervise.
  2) Become the lifetime free membership of “China Electric Vehicle Transaction website”(http://www.9ebike.com), which is the most powerful professional transaction network organized by CEVA.
  3) Be able to establish website to advertise their enterprise and their products after being examined and verified.
  4) Have the priority to participate in professional exhibition organized by us in and out of China.
  5) Have the priority to join visiting deligations organized by us, participate in activities such as technical exchanges, marketing investigations and business negotiations to promote international cooperation.
  6) Have the priority to access to relevent publications, information and services provided by us, and members’information will be favorable published in the upcoming journal “China Electric Vehicle Association Journal”.
  7) Participate in kinds of activities organized by us, access to technical, economic and other information provided by us.
  8) Have the right to criticise, propose and supervise our work.
  9) Have the right to propose suggestions to us. After being agreed, they are able to organize some members, giving diagnosis and guiding their work.
  2. Obligations:
  1) Compliance with constitution and fulfill resolutions.
  2) Support and participate in activities organized by us.
  3) Uphold legitimate rights and interests of CEVA.
  4) Present yearly progress in frank.
  5) Assist us to take professional activities to accelerate electric vehicle industry development .
  6) Give suggestions and proposals.
  7) Pay membership fee as required.
  3. Withdrawl From CEVA
  1) If members withdraw from CEVA voluntarily, they should notify us and give written message, then return the membership card.
  2) Those who fail to fulfill obligations without reason and fail to pay the annual fee for one year will be treated as voluntary withdrawl.
  3) If members seriously offend association constitution and self-discipline convention, they will be cancelled membership after permission of the Council and Standing Council.

  Section 2 Director Units
  The Council of CEVA is elected by General Assembly held every four years and is the executive agency of General Assembly. During prorogue of General Assembly, the Council deals with daily affairs and is charged to General Assembly. It is composed of the Director Units which is undertaken by those dynamic, powerful and potential member units.
  1. Requirements of the Director Units:
  1) Strictly compliance with state laws and regulations and is the model of law-abiding business.
  2) Being member units for at least one year.
  3) Spontaneously compliance with association constitution, and fulfill membership obligations.
  4) Participate in professional activities, support activities and sponsor activities held by us or undertake activities voluntarily.
  5) The enterprises should have a considerable scale and full of influence, with relatively leading position in annual sales among similar enterprises.
  2. Procedures to Be Director Units:
  1) Membership units hand in application form to the secretariat.
  2) The election of Director Units at expiration of office terms would be permitted if half of members in General Assembly agree. Only by this, can the membership units become the Director Units.
  3) The addition of Director Units would be permitted if two thirds of the participant in the annual Council meeting agree. Only by this, can the membership units be added to Director Units.
  4) Pay the annual membership fee.
  5) The association secretariat award the certificate
  6) .The elected Director Unit deputes a main principal as a representative to participate in the Council meeting and discharge director's functions and powers on behalf of his(or her) units.
  3. Responsibility and Obligation:
  1) Capacity to enjoy rights and obligations of general members.
  2) Enforce resolutions of General Assembly.
  3) Attend the annual Council meeting, deliberate work statements and financial reports, have the right to vote for Council resolutions and to elect and dismiss the Chairman and Deputy Chairman, Secretary-General of CEVA.
  4) Should take part in activities organized by us.
  5) Give counsels to the association energetically, at least submit two or three proposals every year.
  6) Expand membership vigorously: provide accurate information of three enterprises who have the intention to join us.
  7) Take the key role as backbone, set an example to professional industries and make contributions.
  8) The Council meeting is mainly discharged by the representitive deputed by the Director Units and is merely replaced by others.
9) Submit the summary report at the end of year, and make plan for next year .
  4. Withdrawl From CEVA
  1) The Council meeting of CEVA is composed of Director Units, not engaged in the life tenure and follow the principle of “join voluntarily and quit freely”. Those units who fail to fulfill obligations and responsibilities will be dismissed their qualifications after examination of the Council.
  2) If Director Units withdraw from CEVA, they should notify us and hand in written message application, then give the governing units card back.
  3) Those who fail to pay the annual fee for one year will be treated as voluntary withdrawl. The qualification of Director Units will be cancelled.
  4) Those who fail to fulfill obligations as required, to participate activities organized by the Council or CEVA for two times and fail to measure up requirements will be cancelled Director Units after discussion of the Council. Meanwhile, if permits, the association would maintain its qualification as ordinary member.
  5) Those who seriously offend state laws and regulations or association constitution will be dismissed if it is permitted by the Council.

  Section 3 Standing Director Units
  The Standing Council of CEVA is elected by the Council and is composed of Standing Director Units. It discharges the required authorities of CEVA during prorogue of the Council and is charged to the Council.
  1. Requirements of the Standing Director Units
  1) Have undertaken the Standing Director Units for more than two years in principle.
  2) Spontaneously compliance with association constitution, and fulfill obligations.
  3) Participate in activities held and organized by CEVA, and make contributions.
  4) The enterprises should have a considerable scale and full of influence, with a relatively leading position in annual sales among similar enterprises.
  2. Procedures to Be Standing Director Units
  1) The Director Units hand in application form voluntarily.
  2) Pass through the election of the Council and permission of more than half members.
  3) Pay the annual membership fee.
  4) The association secretariat award the certificate.
  5) The elected Standing Director Unit deputes a main principal as a representative to participate in the Standing Council meeting and discharge standing director's functions and powers on behalf of his(or her) units.
  3. Responsibility and Obligation
  1) capacity to enjoy rights and obligations of Director Units.
  2) Enforce resolutions of General Assembly and the Council.
  3) Attend the Standing Council meeting, which is mainly discharged by the representitive deputed by the Standing Director Units and is merely replaced by others.
  4) Should take part in kinds of Professional activities.
  5) Give counsels energetically, at least submit five proposals every year.
  6) Make preparations to activities precated by CEVA, and be willing to sponsor activities held by us or undertake activities voluntarily, so as to make contributions.
  7) Expand membership vigorously: provide accurate information of five enterprises who have the intention to join us.
  8) Submit summary report at the end of the year and make plan for next year.
  4. Withdrawl From CEVA
  1) If Standing Director Units withdraw from CEVA, they should notify us and hand in written message application, then give the standing units card back..
  2) Those who fail to fulfill obligations as required, fail to participate activities organized by the Standing Council for two times and fail to measure up requirements will be cancelled the Standing Director units after discussion of the Standing Council.
  3) Those who seriously offend state laws and regulations or association constitution will be dismissed after examination of the Standing Council.

  Section 4 Vice Chairman Units
  The vice chairman of CEVA is elected by the Council.
  1. Requirements of Vice Chairman Units
  1) Have undertaken the Standing Director Units for more than two years in principle.
  2) Voluntarily compliance with association constitution, and fulfill obligations.
  3) Participate in activities, support activities such as provide immobile patronage to one or two important activities held by us and make significant contributions.
  4) The units should have a considerable scale and full of influence, with a relatively leading position in annual sales among similar enterprises.
  2. Procedures to Be Vice Chairman units
  1) The Standing Director Units hand in application form voluntarily.
  2) Pass through the election of the Standing Council and permission of more than half members.
  3) Pay the annual membership fee.
  4) The association secretariat award the certificate of Vice-Chairman Units.
  3. Responsibility and Obligation
  1) Capacity to enjoy rights and obligations of Standing Director Units.
  2) Enforce resolutions of General Assembly and the Council.
  3) Attend the Standing Council and have the right to vote.
  4) Should take part in kinds of activities organized by CEVA.
  5) Guide association works according to the authority.
  6) Give counsels energetically, submit at least 8—10 proposals every year.
  7) Expand membership vigorously: provide accurate information of eight enterprises who have the intention to join us.
  8) Make preparations to activities precated by CEVA, and be willing to sponsor or undertake activities voluntarily, making significant contributions.
  9) Give presentations of summary report in the Council meeting at the end of the year.
  4. Withdrawl From CEVA
  1) If Vice-Chairman Units withdraw from CEVA, they should notify us and hand in written message application, then give themembership card back.
  2) If Vice-Chairman Units fail to fulfill obligations as required and fail to participate activities organized by the Council for two times, they will be cancelled membership
  3) If Vice-Chairman Units seriously offend state laws and regulations or association constitution, they will be dismissed after the examination of the Standing Council.

  Section 5 Honorary Personnel Member
  1. Rights
  1) Have the priority to participate in professional exhibitions and activities organized by CEVA in and out of China.
  2) Have the priority to join visiting deligations and enjoy services provided by us.
  3) These members’ Works and essays will be favorable published in the upcoming journal “China Electric Vehicle Association Almanac”.
  4) Have the right to criticise, propose and supervise our work.
  5) Join voluntarily and quit freely.
  2. Obligations
  1) Propagandize our association and compliance with constitution.
  2) Vindicatie legitimate rights and interests of CEVA.
  3) Complete works authorized by CEVA.
  4) Provide relevent information to CEVA.

CHAPTER Ⅳ ELECTION AND DISMISSION OF ORGANIZATION AND PRINCIPAL

Article 11
The highest authority of CEVA is the General Assembly.Its authorities cover the following aspects:
1. Establish and modify association constitution.
2. Elect and dismiss directors.
3. Examine and hear work statement and financial report of the Council.
4. Ascertain work policy and task of CEVA.
5.Discuss and decide important issues of CEVA.
Article 12
The participant of General Assembly are membership, honorary members and appointed personnel who undertake the honorary position. General Assembly is held every four years and is required to more than two-thirds participants. If special circumstance happens, the assembly can also be held by means of communications.About those need to elect advance or postpone, they should pass through permission of the Council, examination of chief business units and approval of social register department.But the retardation shall not exceed one year.
Article 13
Resolutions of General Assembly are effective only passed by permission of half participants.
Article 14
The General Assembly is the executive agency of Council. It leads daily affairs during prorogue of Council, carry out resolutions of General Assembly and undertake works.
Article 15
The authority of the Council includes the following aspects:
1. Carry out resolutions of General Assembly.
2. Elect and dismiss Chairman, Vice Chairman and Secretary-General.
3. Convene General Assembly.
4. Report work statement and financial situation to General Assembly.
5. Authorize secretariat to absorb or dismiss membership.
6. Make decision to set up administrative office, embranchment, representative office and entitative office.
7. Have the right to decide the appointment of Deputy Secretary-General and executive member of each department.
8. Lead departments of CEVA to do kinds of work.
9. Establish management system..
10. Make decisions on other important issues.
Article 16
Resolutions of Council are effective when at least two-thirds of directors partipate the Council meeting, and meanwhile half participants or more agree these resolutions.
Article 17
The Council should convene at least one meeting per year. If there are special situations, the meeting could be applied to convene by means of communication.
Article 18
CEVA set up Standing Director Units, which are elected by the Council, discharging authorities during prorogue of Council.
Article 19
The first, third, fifth, sixth, seventh, eighth and ninth authority is charged to the Council.
Article 20
Resolutions of the Standing Council are effective when at least two-thirds of standing directors partipate the meeting, and half or more agree these resolutions.
Article 21
The Council should hold a meeting every half year. If there are special situations,the meeting can be applied to convene by means of communication.
22. The chairman, Vice Chairman and Secretary-General of the Council must Article 22
The chairman, vice-chairman and secretary general should have the following qualifications:
1. Adhere to the Party's basic line, principles and policies;have good political qualities;
2. Have greater impact on electric vehicle business.
3. Be in good condition and able to deal with daily affairs.
4. Having not be deprived political rights for criminal punishment;
5. Have complete civil capacity.
Article 23
The chairman of CEVA is the legal representative.
Article 24
The chairman of CEVA have the following authorities:
1. Convene and preside over the Council and the Standing Council;
2. Examine the implementation of resolution passed through the General Assembly, Council and Standing Council.
3. sign important documents on behalf of CEVA.
Article 25
The Secretary-General have the following authorities:
1. Take charge of administrative offices to carry out general affairs, and implement annual work plan;
2. Coordinatie works of embranchments, representative offices, entitive offices;
3. Nominate Deputy Secretary-General and executive member of administrative offices, embranchments, representatives offices and entitive offices to the Council or Standing Council.
4. Decide the appointment of full-time staff for administrative offices, representative offices and entitive offices;
5. Deal with other daily affairs.

CHAPTER Ⅴ ASSET MANAGEMENT AND PRINCIPLES OF USAGE
Article 26
  Sources of Association funding:
  1. membership fee;
  2. donation;
  3. government subsidies;
  4. activities or services income within the approved scope of business;
  5. Interests;
  6. other legitimate income.

Article 27
CEVA charges membership fees in accordance with relevant state regulations.

Article 28
  The funds of CEVA must be used for the scope of business and professional development required in consititution, not distributing to membership.

Article 29
  CEVA establish a strict financial management system to ensure that accounting information is legitimate, true, accurate and complete.

Article 30
  CEVA is staffed with qualified accounting personnel. Accounting may not be cashier. Accounting officers must do accounting and supervision of accounting. If accounting personnel get business transfered or dismissed, he(or she)must do transaction to relevant personnel.

Article 31
  The asset management will be implemented by the state financial management system,accepting supervision of General Assembly and financial sector. If the assets belong to government subsidies or public donations, it must accept the supervision of the audit organs and announce the relevent information to the public in an appropriate manner.

CHAPTER Ⅵ SUPPLEMENTARY ARTICLES
Article 32
  This consitution is passed by the General Assembly.

Article 33
  The power of interpretation shall be vested in the Council of CEVA.

Article 34
  This constitution shall take effect since the approval of registry and administrative organs.

SUPPLEMENTARY REGULATIONS ON MEMBERSHIP FEE FOR GROUP MEMBERS

  embership fee is the main source of CEVA funding and is material security to association members. According to the seventh item of chapter three, paying membership fee on schedule is members’ obligation.The relevant provisions of memebership fee for group members are as follows:
Article 1 Criterion of Payment:
  In accordance with state laws and regulations, memberdhip fee of CEVA are listed as follows:
  1. The annual membership fee of personnel members is 80 yuan;
  2. The annual membership fee of ordinary members is 1000 yuan;
  3. The annual membership fee of Director Units is 1500 yuan;
  4. The annual membership fee of Standing Director Units is 2000 yuan;
  5. The annual membership fee of Vice-Chairman Units is 3000 yuan;

Article 2
  Time of Payment: Group members should pay the annual membership fee in one time by the end of March every year.

Article 3
  Those who fail to fulfill obligations, fail to pay membership fee for two consecutive years and still fail to pay fees even receive a reminder notice will be cancelled memership.

Article 4
  The cancelled memers shall rejoin CEVA, but they should fill the application form and pay the entrance fee.

Article 5
  The provisions are approved by the Director Council, and begin to be implemented from 2006.

The designated account of CEVA:
  Enterprises of Deposit: Shanghai Yashiding Culture Spreading Co.,Ltd.
  Bank of Deposit: JingAnSi Branch of Industrial and Commercial Bank.
  Account Number: 1001 2553 0920 6826 605.