DISCLAIMER: This English translation is being provided for informational purposes only and represents a desire by NCCE to promote better understanding of the NCCE by non-resident participants. While care has been taken to ensure that the translation is accurate and complete, NCCE accepts no liability or responsibility for any loss or damages, including trading losses, that may be incurred from any inaccuracy or omission in the English translation. In the event of discrepancies between the English version and the original Chinese version, the Chinese version shall prevail. Any dispute that may arise within or without a court of law with regard to the meaning of the words, provisions and stipulations of the rules, regulations and agreements shall be resolved in accordance with the Chinese texts. 中文版
Chapter 1 General Provision
Article 1. These articles are made in accordance with the transaction laws and regulations of Nanning (China-ASEAN) Commodity Exchange, the United Nations Convention on Contracts for the International Sale of Goods, Uniform Customs and Practice for Commercial Documentary Credits and Custom Inspection and Quarantine Institution as well as Free Trade Zone and mutually beneficial nations. Article 2. The Exchange, subject to the consignment of the trading party, should organize biding trading of cross-border transaction in a manner of fairness, justice, openness and faith. NCCE adopts trader management system and only organizes biding trading and delivery for traders. Traders shall be entitled with benefits as well as responsibilities and risks. Article 3. These articles are applicable to biding business among cross-border spot sales. All parties engaged in e-auction trading of cross-border spot transaction shall follow the prescribe articles.
Chapter 2 Traders
Article 4. Trader herein refers to the consignor of the auction trading and exchange participant in e-biding. Trader shall be an enterprise or an institute that registered in China or beyond in accordance with the laws and regulations with subjective qualifications of the civil rights and shall be approved by NCCE with the possession of trading qualification. To acquire the trading account and password, Trader shall sign an exchange agreement which will be submitted by email or other digital data admitted by NCCE. The one and only email address shall be designated by trader in the agreement as the only way to submit documents. If any changes to the email address, trader shall inform the Exchange in writing. Otherwise the change will be deemed to be invalid. Article 5. Exchange principal herein refers to trader who entrust NCCE to organize e-auction trading of cross-border spots transaction. 1) Principals shall sign an entrustment agreement with NCCE before trading. 2) Principals determine the variety, quantity, specification, grade, quality, place of origin, production date, expiration date, trading date, trading price, terms of payment, place of delivery and other requirements before trading to inform aforesaid requirements to NCCE in writing. 3) Principals have the right to withdraw the entrustment before auction trading while principal shall not withdraw after the commencement of trading. Writing inform shall be submitted to NCCE before trading. 4) Principals shall be responsible for the quality, quantity, legitimacy and authenticity of the subjective matter that is entrust to sell and principal shall be sure that the quality, quantity, place of destination, qualification and other elements necessary for exporting on sales list are complied with the practical products; principals shall determine the quality, package, specifications, qualifications and other requirements of the subjective matter that is entrust to purchase in accordance with the standards of international trade, national trade and industry as well as custom requirements. Article 6. Exchange participants shall be in strict fulfillment with contract in relation to the regulation of these provision and undertake relevant responsibilities.
Chapter 3 Rights and Obligations of Traders
Article 7. Rights of traders 1) Traders are entitled to participate in e-auction trading of cross-border spots transaction within NCCE and acquire relevant information; 2) Traders are entitled to use relevant equipment and acquire service provided by NCCE; 3) Traders are entitled to have a detailed knowledge about the subjective matter; 4) Traders are entitled with the right to trade or not trade the subjective matter; 5) Traders are entitled to lodge a complaint about the delinquency of NCCE and staff assisting the trading and delivery of the subjective matter with criticism and suggestions； 6) Traders are entitled to lodge a complaint or report about the violation of trading and delivery. Article 8. Obligation of trader 1) Traders shall read through the provision with care and grasp a comprehensive knowledge on trading announcement, trading regulations, service agreement, purchase and trading list and be in strict compliance with trading regulations and undertake trading risks; 2) traders shall render margin and commission; 3) materials submitted by traders shall be authentic, accurate and complete. Traders shall fill a complete registration material, contract, custom declaration material and materials of quality, package and transportation. A prompt inform to NCCE to upgrade is necessary in the event of any changes; 4) traders shall take good care of their trading account and password and undertake the full responsibility during the usage of the account； 5) traders shall take good care of the equipment and facilities of the Exchange and shall make compensation in the event of any damage that is due to the traders; 6) traders shall be in strict compliance with the contract during the performance of the contract and shall undertake relevant responsibilities in the event of contract breach.
Chapter 4 Subjective Matter of Transaction
Article 9. Subjective matter refers to product that is on the purchase and sale list. The principal shall specify entrusting items at least five days before the trading day such as of the subject matter name, place of destination, product validity, quantity, quality standard, package specifications, product inspection report, trading date, settlement requirements, delivery time, place and terms of delivery and acceptable range of over/short landed and other matters like sample of purchase and sale contract. NCCE shall approve the products that are met with the import and export standards and announce them online in advance. The specific data of the subject matter should be vested as the last announcement of NCCE. Article 10. The prices of the subject matter should be quoted at the principal specific place FOB or CIF. Article 11. Before e-auction trading of cross-border spot transaction, sample examination should be announced on NCCE website ahead of the schedule. Traders who have the need of sample examination on site shall execute it within the date of NCCE announcement. NCCE shall as well inform traders of the issue. Traders shall therefore arrive at the relevant place or warehouse to have a detailed knowledge of the subject matter within the specified time. Once participating in the trading, it is generally acknowledged that traders have had a full understanding of the subject matter, accept all the delivery requirements and admit the consistency between the subject matter on the purchase list and the delivery products in the warehouse no matter whether they have checked or not.
Chapter 5 Market Entry Transaction
Article 12. Traders shall choose onsite trading and long-distance trading that are provided by NCCE. Article 13. Place of trading Onsite trading is operated in the trading hall of NCCE or offshore trading center; while long-distance trading is operated at places traders specified by internet or mobile terminal automatically into the e-biding transaction system. Article 14. Trading time Trading time shall be determined by traders and before each trading principal shall entrust NCCE to announce through the Exchange website and mobile terminal. Article 15. Traders participating in the e-biding trading of cross-border spots transaction shall sign a market entry agreement to acquire the trading account and password. Article 16. All parties of onsite trading shall be in strict accordance with the rules and regulations issued by the trading hall of NCCE or offshore trading center, subject to the management of onsite staff and maintain public order. Trading host or staff have the right to give a warning to the misconduct of traders in the trading hall of NCCE and offshore trading center. In a serious case, the departure of trader shall be ordered in accordance with the relevant regulations. Article 17. Traders can download, insert and log on the trading terminal of NCCE e-biding trading on the NCCE website to participate. Article 18. Equipment and facilities of NCCE onsite trading shall be provided by NCCE while equipment and facilities of long-distance shall be provided by traders themselves.
Chapter 6 Cross-Border Transaction Model
Article 19. The purchase and sale of cross-border spots commodity adopts e-biding transaction model and the trading platform shall be NCCE e-biding transaction system. Article 20. E-biding transaction of cross-border spots commodity consists of sale biding E-biding for sale transaction: the principal shall be the seller and bid for e-biding transaction. E-biding for purchase transaction: the principal shall be the purchaser and bid for purchase transaction. Article 21. Transactions 1) Transaction subject matter shall be represented by electronic contract in e-biding trading system. One contract stands for one concrete trading subject matter and general contract factors include code, contract title, quantity, grade, quality, package specifications, place of delivery, terms of delivery, delivery validity, acceptable range of overhanded and short landed as well as initial price. 2) The price and currency of the subject matter shall be vested by the current transaction; 3) Transaction shall be divided into several rounds according to the quantity of the entrusting subject matter and the quantity and biding order of each round shall be announced before trading; 4) The procession of transaction consists of submission and auction: a) Submission rules: Quotation shall be completed during submission period or traders will automatically lose the qualification of the auction if traders have the intention of participating in the auction. During submission each trader can quota price of the same subject for only once. Submission price shall be lower than the initial price in the submission for sale or the quotation will be invalid. Submission price shall be higher than the initial price in the submission for purchase or the quotation will be invalid. Trading system will give an immediate display of the highest price of the sale subject and the lowest price of the purchase subject at the end of the submission. Traders who quota on the top of the list have the opportunity for auction in accordance with the principle of “price and time priorities”. b) Auction rules: Each quotation shall be the minimum tick price or the integer multiple of the minimum tick price that shall be announced in the transaction. Sale auction price shall only be quoted on the basis of the highest price and shall be higher than it. Purchase auction price shall only be quoted on the basis of the lowest price and shall be lower that it; Transaction system sets the highest or lowest price as the transacted price and an immediate transaction result will be shown. Quotation for sale auction shall be equal or higher than the initial price while quotation for purchase auction shall be equal or lower than the initial price. Once settled, the electronic contracts signed by traders and the principal shall take effect thereafter and will not be influenced by currency volatility. All parties shall perform as illustrated in the contract or he/she shall be responsible for the breach of contract. 5) Time-lapse auction model: Time-lapse auction model refers that during auction a certain length of period has been set that will be retimed automatically into the next period if a new quotation before the end of the period submitted until no quotation is submitted at the time-lapse period, which calls the end of the auction. Article 22. NCCE are entitled to determine the length and times of the auction period, auction model and announce them before trading with regards to the actual needs. Chapter 7 Transaction Result and Confirmation Article 23. In the case of transaction result, the transaction contract records of the e-biding transaction shall be prevailed. NCCE shall send the transaction result immediately by the transaction terminal of e-auction transaction system to traders who shall check in time. Article 24. E-auction system will originate Notification of Transaction as the writing inform of traders. Onsite traders can receive it immediately while Notification of Transaction of long-distance traders shall be mailed or by other promised means to them two days after the ending of the transaction. Once the transaction knocks off, purchase and sales trader parties have concluded the purchase and sale contract and agreed with the principal to submit and announce the purchase and sale contract example as a part of Notification of Transaction. Article 25. Traders shall submit the re-inspection application within 24 hours after the closing of the transaction in the event of any dispute. NCCE shall re-inspect it as soon as possible and inform of the trader with the result in time. The transaction result shall be prevailed by the re-inspection of NCCE. If no dispute within the regulated period, traders shall take the responsibility for their default.
Article 26. NCCE shall terminate the e-auction transaction and the electronic contract shall be invalid even though it has been implemented when the contract factor of the electronic contract is no consistent with that of the announcement before the trading; capital arising from the invalid contract shall be withdrawn to the trader account after the verification of NCCE. In that case, NCCE shall inform and consult with the principal to decide whether or not cancel or proceed the e-auction transaction. Trading parties and NCCE claim no responsibilities for loses and inconvenience.
Chapter 8 Settlement and clearing
Article 27. The currency of quoted price in online auction of NCCE shall be RMB. The clearing bank NCCE entrusted shall conduct the clearing for receivables and payables of parties involved in the online trading daily within time required according to the clearing data from NCCE. The information about the clearing bank shall be revealed before the trading Article 28. For traders participating in cross-border online physical commodity, the NCCE applies the Margin Requirement. Trade margin and performance deposit are two types of margin. Traders shall refer to NCCE’s website for the detailed margin rules for specific trade, such as time and amount to pay. Traders shall pay full amount of margin or deposit. The margin or deposit is refundable if the deal is unsettled. Application shall be submitted to NCCE for a partial or full refund of margin in an unsettled deal. NCCE shall verify the application and proceed the refund within 3 working days. If an application was not submitted, the refund will be kept at the trader’s trading account as expendable fund which can be used for trading or payment later. Article 29. NCCE will collect the transaction fee in certain percentage after every conclusion of a deal. The exact percentage of the fee will be revealed before the trade. No such fee would be acquired if the deal was unsettled. Article 30. Clearing of margin and commission. After each transaction, the trading system would free the margin in the trading account according to the result of the deal in real time. The trading margin can be used to offset loans or pay for the commission The performance deposit is a guarantee for implementation of the contract. It will be returned to the trader after the delivery and clearing of all the payable and fees. No interest will be added to the margin. The commission will be calculated according to the transaction amount. Article 31. Payment, transaction and clearing will be conducted by NCCE on the basis of the announcement and effective trading contract. Article 32. The margin or deposit shall be taken as a compensation in case of violation of rules and regulation or default. The trade margin will be transferred to NCCE; the performance deposit will be transfer to the non-defaulting party who also has the right to claim indemnity when the performance deposit does not cover the loss. Article 33. Detailed statement of fund is available on the trading system of NCCE. In the event of any dispute, an application for review shall be filed to NCCE by the trader within 3 days after the clearing bank finished the settlement of that transaction.
Chapter 9 Delivery
Article 34. The way of clearing, delivery, inspection, pick-up, date, deadline and range of over landed and short landed of the subject matter shall be referred to articles in the announcement concerning that trading period and the trading contract signed by both parties. Article 35. The purchaser shall proceed to the delivery, pay on time, and go through formalities including customs clearance, paying duty and quality inspection as contracted. The seller shall deliver the subject matter in the contracted period, as the contracted quality and amount, together with relative certificates which meet the inspection and quarantine requirement of country/countries involved. After the delivery, both parties should confirm with NCCE of the on-site amount of goods. During the implementation of the contract, as the seller, the principal and affiliated companies or institution shall cooperate with the buyer in acceptance and pick-up/delivery. Any delay, hidden fees increase or sabotage of the acceptance and pickup/delivery is not acceptable. As the buyer, the principal shall finish the check and acceptance and payment for the object matter as contracted. Any delay, hidden fees cut or sabotage of the acceptance and pickup/delivery is not acceptable. Article 36. If the delivery was not able to be conducted because of the buyer or the seller, both parties shall proceed to negotiation and note NCCE with the result in writing within 5 working days after the deal is made. NCCE will take measure according to the result of the negotiation. Shall the negotiation fail, the solution will be decided according to articles in this rule book. Article 37. Shall there be any dispute about the quality and specification of the product, an application for recheck should be filed to NCCE within 3 working days after the delivery. If no dispute is put forward within 3 days, the delivered product is considered as accepted. The NCCE will organize a consultation or a sample inspection conducted by authority quality supervision and inspection institution whose inspection result would be vital evidence for final arbitration; no objection against such result shall be raised by either party. Article 38．If the recheck result proves that the product is consistent with the contracted standard, the buyer shall accept the product and be liable for the inspection fee; if the product failed to meet the standard, the seller shall be reliable for the inspection fee and relative responsibility. NCCE will not accept any application after the check & acceptance and delivery. Article 39. Solutions for over landed and short landed 1) Over landed means that the quantity of the delivered product is more than the contracted one; short landed means that the quantity of the delivered product is less than the contracted one. A certain range, which is contracted and correspond to the convention in that industry, for such more or less is acceptable. 2) When the amount of over/short landed is within the acceptable range, the traders shall go to NCCE to pay reimbursement or refund accordingly within the given due for such formality. The traders will be liable for any loss caused by failing to apply in time. 3) When the amount of over/short land exceeded the acceptable range, the traders shall proceed to negotiation and note NCCE with the result in writing within 2 working days after the final delivery day. NCCE will take measure according to the result of the negotiation. Shall the negotiation fail, the party responsible for the over/short landed shall be liable for the loss. Article 40. The seller shall give the buyer invoice or other related documents according to the applicable laws and regulations in China or other countries (regions).
Chapter 10 Breach and Violation
Article 41. Any of the following are considered as breach: 1) Failing to conduct payment or pick-up on time as contracted after the deal is closed; 2) Failing to finish deliver the product as the contracted quality and quantity on time after the deal is closed; 3) Any malicious collaboration, sabotage or intervention to the trading or damaging the trading facilities; 4) Any other acts of default in this rule book or other detailed regulations of NCCE; Article 42. Shall any of the acts of default in Article 41 happen, NCCE reserves the right to take one or more of the following measures: 1) The margin of the defaulting party will be fully or partially retained by NCCE and will not be refunded. 2) The performance deposit of the defaulting party will be transferred to the account of the non-breaching party according to the extent of default. 3) Other measures in this rule book or its supplementary articles. Article 43. Violations 1) Severe interference or sabotage to the trading shall be reported to the public security and judiciary of the country that the practice located in. 2) For damage to the trading facility, the violator shall pay the original price and compensate for other losses the damage caused. 3) The violator will need approval of NCCE to participate in the online trading again. Severe violators will be disqualified and banned from participating in online trading. Article 44. Shall the implementation of the e-contract fail due to violating new mandatory policies of China or the country/region of the trader, each party in this deal will be liable for his own losses.
Chapter 11 Information Management
Article 45. Data will be generated when parties, which are traders, delivery warehouse, bank, insurance company, logistic company and entrusted quality inspection institution etc., are involved in the online trading. NCCE reserves the right to such generated trading data, market data, and the right to use or analyze them. Any institution or individual shall not use or spread the information revealed by NCCE without permission. Article 46. The date mentioned in Article 45 are of equal validity as signed writing documents concerning the online auction trading. Any dispute or disagreement arising between the 2 parties shall be settled according to NCCE’s data base. Article 47. All personal data and information of parties involved in the cross-border online auction trading is protected by the Law. Any individual or organization shall not hack into the system or take advantage of the system vulnerabilities to view, steal, copy or spread personal trading data in the system. Exception shall be made when the NCCE consider it is necessary to use such information to fulfill duty of inspection and management or provide such information to cooperate with government and judiciary inspection.
Chapter 12 Supervision and Management
Article 48. NCCE shall supervise and manage the process of cross-border auction trade in accordance with this rule book. NCCE would mainly conduct the following: 1) To supervise the execution of policy, regulation and trade rules. 2) To find out whether the traders are following the rules and regulations. 3) To inspect the credit of traders. 4) To conciliate and solve disputes and to inspect offending acts. 5) To exercise other right of supervision and management that is considered necessary by NCCE. While the NCCE is fulfilling the duty of supervision, traders and other participants in the online trading shall cooperation proactively. Article 49. Traders and other participants in the online trading reserve the right to note, or file complain to NCCE about problems during the trade. A board of enquiry comprising traders, NCCE staff and parties concerned can be formed by NCCE’s decision for solving major problem occurred in trading. During its term, the board of enquiry has the right to exercise the right of supervision in accordance with this rule book. Any party in interest shall not be a member of the board of enquiry. Article 50. NCCE shall build a system to handle violation and breaching. NCCE reserves the right to take measure against violators of regulation and defaulting parties in trading in accordance to the rules in the “regulation against violation and breach” and related contracts or agreements.
Chapter 13 Risk Management
Article 51. The policy, social environment and weather at the country (region) where the traders located might interfere the delivery. The traders shall be noted of fluctuation in price and exchange rate, damage and increase of cost caused by logistic and other risks such as cargo damage and accidental fire. Traders in the online trading shall perform the contract and take the risk. Article 52. When a trader is participating in the online auction remotely, he himself shall be liable for any loss caused by the lagging or malfunctioning of the internet or mobile terminal.
Chapter 14 Abnormal Transactions
Article 53. NCCE reserves the right to pause, postpone, terminate, declaring the trade invalid and re-opening the trade and any loss in the process will be covered by the traders in the following circumstances: 1) NCCE discovers market manipulation in the trade; 2) NCCE discovers abnormal fluctuation in prices; 3) elements in the e-contract is inconsistent with the element set in the announcement; 4) any unpredictable or uncontrollable malfunctioning of the system, equipment, telecommunication or electricity occurs; 5) force majeure such as earth quack, typhoon, floods, fire and war, etc., happens; 6) relative departments of the trader’s country (region) demand the termination of the trade; 7) other circumstances in which NCCE determines taking measure is necessary. Article 54. All parties shall receive the full refund (without any interest) of margin or deposit from the NCCE when an online auction trade is unable to be held on time due to force majeure.
Chapter 15 Others
Article 55. Any dispute happened between parties in a transaction such as traders, delivery warehouse, bank, insurance company, logistic company, entrusted quality inspection institutions, such parties and NCCE or such parties and NCCE and participants in other transaction during the online auction trade concerning trading contract, market entry contract, entrusting contract and other kinds of contract shall solve the dispute by negotiation or require NCCE to hold a consultation. Shall the negotiation or consultation fail to reach a result, parties involved shall proceed to Nanning Arbitration Commission, who will deliver an arbitration according to applicable regulations. There shall be X arbitrators. The result of such arbitration shall be final and legally binding. The language of arbitration shall be Chinese. Article 56. The notification of transaction and its supplementary documents are the basis of trading contract of cross-border commodity auction trading. The traders shall fulfill the obligations stated in the contract. Documents such as the consignment agreement of principal, and announcement before each transaction, trading instruction, trade details, market entry contract, standard trading contract and this rulebook are all components of the notification of transaction and shall have the equal status in law. For matters which are not clearly stated in the notification of transaction，the following regulations shall be applied as this order: his rule book, consignment agreement，announcement before the transaction，trading instruction, the United Nations Convention on Contracts for the International Sales of Goods, Uniform Customs and Practice for Documentary Credits, laws and regulations of People’s Republic of China, laws and regulations of the country or region the traders from. Article 57. Detailed rules regulating market entry, margin or deposit, trader management, clearing, delivery, violation and default in cross-border commodity auction trading which are not included in this rule book may be seen in other regulations to be made by NCCE as supplementary to this rule book. Article 58. The right of final interpretation of this rule book belongs to NCCE. Article 59. The present rules shall enter into force as of the date of their promulgation. |
