DEFINITION OF TERMS

1. Securities

2. Shares

3. Bond

4. Principal Shareholder

5. Investor

6. Professional Investor  

7. Public Offering  

8. Issuer  

9. Underwriter  

10. Approved Auditing Company

11. Prostectus  

12. Listing  

13. Securities Trading Market

14. Securities Trading  

15. Securities Brokerage

16. Securities Dealing

17. Underwriting  

18. Securities Investment Advisory 

19. Securities Depository  

20. Securities Registration

21. Securities Portfolio Management  

22. Insider Information

23. Insiders

24. Related Persons

 1. Securities means evidence certifying the holder’s legal rights and benefits over the relevant part of assets or capital of the issuer. Securities shall be in the form of share certificates, book-entries or electronic data and shall include: :

a) Shares, bonds, fund certificates;

b) Rights to purchase shares, warrants, call options, put options, future contracts, groups of securities or securities indexes.

2. Share means securities certifying the lawful rights and interests of the owner over a part of equity of the issuer.

3. Bonds means securities certifying the lawful rights and interests of the owner over a part of loan capital of the issuer.  

4. Principal shareholder means the shareholder who directly or indirectly owns 5% or more of the voting shares of the issuer.

5. Investor means domestic or foreign institutions and individuals participating in investment in the securities market.

6. Professional securities investor means commercial banks, financial companies, financial leasing companies, insurance organizations and securities trading organizations.

7. Public offering means an offering of securities according to one of the following methods:

            a)     Via mass media, including Internet;

            b)    Offering of securities to 100 investors or more, excluding professional investors;

            c)     Offering to an unspecified number of investors.

8. Issuer the organization that carries out the public offering of securities.

9. Underwriter means the securities company allowed tocarry out the securities underwriting and commercial banks permitted to carry out bond issuance underwriting under conditions set out by the Ministry of Finance.

10. Approved auditing company means an independent auditing company under the list of auditing companies approved by the State Securities Commission in compliance with the conditions set out by the Ministry of Finance.

11. Prospectus means the document or electronic data publishing accurate, truthful and objective information relating to the public offering or listing of securities of the issuer.

12. Listing is to make eligible securities to be transacted at the Stock Exchanges or Securities Trading Centers.

13. Securitis trading market means the place or mean of communications to collect securities buying, selling orders and undertaken the securities transactions.  

14. Securities trading mean the carrying out of such operations of securities brokerage, securities dealing, underwriting, securities investment advisory, securities depository, securities investment fund management and securities portfolio management.

15. Securities brokerage means the operation of a securities company acting as an intermediary to carry out securities buying or selling orders on behalf of the customers.

16. Securities inproprietary dealingn means the securities company’s engagement in buying and selling securities for its own account.

17. Underwriting means the commitment made by an underwriter to the issuer to complete procedures prior to a securities offering, to buy a part or all the securities of the issuer for resale or to buy the remaining undistributed portion of securities from the issuer; or to assist the issuer in distribution of securities to the public.

18. Securities investment advisory means the services provided by the securities companies to investors regarding securities analysis results, or announcement of analysis reports and recommendations relating to securities.

19. Securities depository means the receipt of securities deposited by customers, safe keeping of customers’ securities, delivery of securities to customers and giving assistance to customers to exercise the rights regarding their ownership of securities.

20. Securities Registration means the record of ownership and other rights of securities owners.

21. Securities portfolio management means the management conducted by the securities find management company as entrusted by each investor via buying, selling, holding securities.

22. Internal information means the information regarding to public companies or public funds that are not yet disclosed and if disclosed, such disclosure would have great influence on their securities prices.

23. Persons who know internal information are:

            a)     Members of the Board of Directors,  Supervisory Board, the (General) Manager, Deputy (General) Manager of a public company or members of the Representative Board of a public fund;

            b)    Principal shareholders of public companies, public funds;

            c)     Those who audit financial statement of a public company or public fund;

            d)    Other persons who access the internal information in the public company or public fund;

            e)     Securities companies, securities investment fund management companies and the securities practitioners;

             f)     Organizations and individuals having business relationship with or providing services to a public company or public fund and individuals working in such organization;

             g)    Organizations and individuals that directly or indirectly having internal information from those stipulated in points a, b, c, d, e and f of this clause.

24. Related persons means individuals or organizations that have relations with each other in the following cases:

            a)     Father, foster-father, mother, foster-mother, spouse, children, adopted children, siblings of an individual.

            b)    An organization in which an individual is an employee or a (General) Manager or holds more than 10% of voting shares issued.

            c)     A member of the Board of Directors,  Supervisory Board, the (General) Manager, Deputy (General) Manager and other management title of such organization.

            d)    A person who directly or indirectly controls or is controlled by, or is under a common control with another person;

            e)     A holding company or a subsidiary;