reholders' meeting and adopted by shareholders representing 2/3 of the voting rights of the shareholders in presence.
 Article 123 A listed company shall have independent directors. And the concrete measures shall be formulated by the State Council.
 Article 124 A listed company may have a secretary of the board of directors, who shall be responsible for the preparation of the sessions of shareholders' meeting and meetings of the board of directors, preservation of documents, management of the company's stock rights, information disclosure, and etc.
 Article 125 Where any of the directors has any relationship with the enterprise involved in the matter to be discussed at the meeting of the board of directors, he shall not vote on this resolution, nor may he vote on behalf of any other person. The meeting of the board of directors shall not be held unless more than half of the unrelated directors are present at the meeting. A resolution of the board of directors shall be adopted by more than half of the unrelated directors. If the number of unrelated directors in presence is less than 3 persons, the matter shall be submitted to the shareholders' meeting of the listed company for deliberation.
 
Chapter V Issuance and Transfer of Shares of a Joint Stock Limited Company Section 1 Issuance of Shares
 Article 126 The capital of a joint stock limited company shall be divided into shares, and all the shares shall be of equal value.
The shares of the company are represented with stocks. A stock is a certificate issued by the company to certify the share held by a shareholder.
 Article 127 The issuance of shares shall comply with the principle of fairness and impartiality, and the shares of the same class shall have the same rights and benefits. The stocks issued at the same time shall be equal in price and shall be subject to the same conditions. The price of each share purchased by any organization or individual shall be the same.
 Article 128 The stocks may be issued at a price equal to or above the par value, but not below the par value.
 Article 129 The stocks shall be in paper form or in other forms prescribed by the securities
regulatory institution of the State Council. A stock shall state the following major items:
 (1) the company name;
 (2) the date of establishment of the company;
 (3) the class and par value of the stock, as well as the number of shares it represents; and
 (4) the serial number of the stock.
The stock shall bear the signature of the legal representative and the seal of the company.
The stocks held by the initiators shall be marked with the words "initiators' stocks".
 Article 130 The stocks issued by a company may be registered stocks or unregistered stocks. The stocks issued to initiators or juridical persons shall be registered stocks, which shall state the names of such initiators or juridical persons, and shall not be registered in any other person's name or the name of any representative.
 Article 131 A company that issues registered stocks shall prepare a register of shareholders, which shall state the following:
 (1) the name and domicile of every shareholder;
 (2) the number of shares held by each shareholder;
 (3) the serial numbers of the stocks held by every shareholder; and
 (4) the date on which every shareholder acquired his shares. A company issuing unregistered stocks shall record the amount, serial numbers and issuance date of the stocks.
 Article 133 After a joint stock limited company is established, it shall formally deliver the stocks to the shareholders. No company may deliver any stock to the shareholders prior to its establishment.
 Article 134 Where a company intends to issue new stocks, it shall, under its articles of association, make a resolution on the following matters through the shareholders' meeting or the board of directors:
 (1) the class and amount of new stocks;
 (2) the issuing price of the new stocks;
 (3) the beginning and ending dates for the issuance of the new stocks; and
 (4) the class and amount of the new stocks to be issued to the original shareholders.
 Article 135 When a company publicly issues new stocks upon approval of the securities regulatory institution of the State Council, it shall publish a new stock prospectus and its financial reports, and shall make a stock subscription form. The provisions of Articles 88 and 89 of this Law shall apply to the public offering of new stocks of a company.
 Article 136 When a company issues new stocks, it may make a pricing plan in light of its business operation and financial status.
 Article 137 After a company raises enough capital, it shall go through the modification registration in the company registration authority, and make an public announcement.
Section 2

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