VZCZCXRO3279
RR RUEHCN RUEHGH
DE RUEHGH #0070/01 0310820
ZNR UUUUU ZZH
R 310820Z JAN 07
FM AMCONSUL SHANGHAI
TO RUEHC/SECSTATE WASHDC 5498
INFO RUEHBJ/AMEMBASSY BEIJING 0795
RUEHGZ/AMCONSUL GUANGZHOU 0415
RUEHSH/AMCONSUL SHENYANG 0438
RUEHCN/AMCONSUL CHENGDU 0430
RUEHHK/AMCONSUL HONG KONG 0533
RUEHIN/AIT TAIPEI 0364
RUCPDOC/DEPT OF COMMERCE WASHINGTON DC
RUEATRS/DEPT OF TREASURY WASHINGTON DC
RHEHAAA/NSC WASHINGTON DC
RUEHGH/AMCONSUL SHANGHAI 5850

UNCLAS SECTION 01 OF 04 SHANGHAI 000070 
 
SIPDIS 
 
SENSITIVE 
SIPDIS 
 
STATE PASS FEDERAL RESERVE BOARD FOR JOHNSON/SCHINDLER; SAN 
FRANCISCO FRB FOR CURRAN/GLICK/LUNG; NEW YORK FRB FOR 
CLARK/CRYSTAL/MOSELEY 
STATE PASS CFTC FOR OIA/GORLICK 
CEA FOR BLOCK 
USDOC FOR ITA DAS LEVINE AND OCEA/MCQUEEN 
TREASURY FOR OASIA - DOHNER/CUSHMAN 
TREASURY FOR IMFP - SOBEL/MOGHTADER 
NSC FOR KURT TONG 
 
E.O. 12958: N/A 
TAGS: EFIN EINV ECON PREL CH
SUBJECT: NYSE/NASDAQ: NO OFFICES, BUT STILL OPEN FOR BUSINESS 
 
REF: A. SHANGHAI 45 
 
     ¶B. 06 SHANGHAI 6347 
     ¶C. SHANGHAI 25 
 
This cable is Sensitive But Unclassified.  For official use 
only, not for dissemination outside USG channels. 
 
¶1. (SBU) Summary: Seeing China as the next great frontier for 
emerging markets, the New York Stock Exchange (NYSE) and NASDAQ 
have been engaging in a "Great Game" to persuade Chinese 
companies to list on their respective exchanges.  Chinese 
entrepreneurs view being listed on U.S. markets as the sign of 
having "made it," and Chinese company initial public offerings 
(IPOs) were some of the biggest stories last year on the U.S. 
market.  However, the China Securities Regulatory Commission 
(CSRC) has not yet allowed NASDAQ and NYSE to open 
representative offices as promised in December 2006, making it 
difficult for the exchanges to attract Chinese businesses. 
Despite these problems, NASDAQ and NYSE officials expected to 
see more Chinese companies listing on their exchanges in 2007. 
End summary. 
 
¶2. (SBU) China's economic growth and opening process has led to 
the creation of flourishing private companies and privatization 
of many state owned enterprises.  NASDAQ Senior Managing 
Director/Head of Asia Pacific James Ogilvy-Stuart and Asia 
Pacific NYSE Group Executive Director Michael Yang, in separate 
meetings with Econoff on January 19 and January 23, said Chinese 
companies viewed listing on U.S. stock exchanges as a sign of 
having "made it" and there was considerable "face" gained. 
Chinese company owners liked the prestige of having passed the 
stringent listing-requirements posed by U.S. regulators and 
exchanges.  Some companies sought listing despite not actually 
needing access to additional capital (Ref A). 
 
¶3. (SBU) Both exchanges were actively competing with one another 
to find companies that were able to list.   In one case last 
year, NASDAQ wooed a Chinese solar energy company, Canadian 
Solar, Inc., away from NYSE less than a month before its planned 
listing date.  While the majority of companies that have listed 
on the two exchanges have been unsolicited "walk-ins," both 
exchanges have started a process of actively pursuing companies. 
 In addition to competing with each other for companies that 
want to list outside of China, the exchanges have also competed 
with other countries' exchanges, notably those in Hong Kong, 
London, and Singapore. 
 
--------------------------------------------- -------- 
Waiting on the Regs: NYSE/NASDAQ Offices Not Yet Open 
--------------------------------------------- -------- 
 
¶4. (SBU) NASDAQ and NYSE have not been allowed to open official 
offices in China, a major obstacle to doing business in China. 
With no official presence in China, Mainland companies have 
found it almost impossible to locate NYSE and NASDAQ's 
representatives.  While both exchanges had representatives in 
China, their business cards listed Hong Kong or New York offices 
and they relied on word of mouth to spread their contact 
information.  (Note: In the lead-up to Secretary Paulson's 
September visit to Hangzhou, Congenoffs also struggled to locate 
the NYSE/NASDAQ country representatives.  We finally located 
them through a contact at the Shanghai Stock Exchange.  End 
note.) 
 
¶5. (SBU) In a January 25 meeting held in Beijing as part of the 
U.S.-China Financial Services Working Group, Treasury Department 
Deputy Assistant Secretary Mark Sobel asked China Securities 
Regulatory Commission (CSRC) International Director Zhang Weiguo 
about the status of China's Strategic Economic Dialogue 
commitment to allow NASDAQ and NYSE to open representative 
offices.  Zhang responded that the CSRC had not yet completed 
the drafting of regulations required to allow international 
securities exchanges to open offices.  He expected this process 
would be done by the end of March, though he was not certain 
 
SHANGHAI 00000070  002 OF 004 
 
 
that this timing would also include the mandatory "public 
consultation" time on such regulations.  Zhang said that if the 
consultation process was not "smooth" then there would be 
delays.  Sobel informed Zhang of continued high-level U.S. 
interest in this issue.  He noted that reforming China's 
financial service sector was of great importance to the U.S. and 
critical to China's continued economic growth.  Zhang 
acknowledged the importance of allowing NASDAQ and NYSE to open 
their offices, noting that "the political decision has been 
made, but we are still working on the process."  (Note: Econoff 
attended the FSWG meetings in Beijing, January 25-26.  End note.) 
 
¶6. (SBU) Both NASDAQ's Ogilvy-Stuart and NYSE's Yang expressed 
their gratitude for Secretary Paulson and Ambassador Randt's 
efforts on their behalf to secure permission from the Chinese 
government to open offices.  The dinner that Secretary Paulson 
hosted in Hangzhou (Ref B) created a great deal of "buzz" in 
China's entrepreneurial circles according to Yang.  He had been 
approached by lots of businessmen and government officials who 
wanted to know what had been discussed in this "private" meeting 
and how they might secure invitations to a future meeting.  Both 
wxchanges were ready to submit applications as soon as the CSRC 
informed them of the requirements.  Continued efforts by the USG 
to work on their behalf, with the CSRC, were greatly appreciated. 
 
--------------------- 
Why List in the U.S.? 
--------------------- 
 
¶7. (SBU) Yang and Ogilvy-Stuart, separately, outlined the main 
reasons that Chinese chief executive officers give them for 
listing on the U.S. exchanges: 
 
-  The U.S. continued to be the largest source of available 
liquidity and companies were able to get a higher valuation than 
they would have received in Hong Kong, Singapore, or even 
London.  In general, high technology and energy companies 
received a higher P/E ratio from U.S. investors.  Rightly or 
wrongly, said Ogilvy-Stuart, U.S. investors had a great deal of 
confidence in "anything China," and therefore they might not 
scrutinize Chinese stocks in the same way that they would 
U.S.-based stocks. 
 
- Yang told Econoff that historically Chinese people, for 
"cultural reasons that are deeply rooted in their minds" have 
seen the U.S. as having the best and strongest economy.  For 
Chinese entrepreneurs, listing in the U.S. is "their final 
target, their final dream and like winning the Oscar." 
Ogilvy-Stuart said that with all of the competition in China, 
being listed in the U.S. provided the Chinese company with the 
cachet of being a leading company in China.  Even the companies 
that do not need the capital, still wanted to list.  Yang quoted 
Suntech's Shi Zhengrong as saying, "The best company needs to be 
listed on the best exchange."  Listing in the U.S. therefore was 
an "honor" and something that "face-conscious" Chinese 
businessmen wanted. 
 
- Listing on an overseas exchange, particularly the U.S. 
improved their company's visibility overseas.  Mindray's 
chairman told Yang that 50 percent of his business originated 
from overseas.  Being listed on the NYSE gave his non-domestic 
prospective-customers greater confidence in his company and led 
to increased sales.  Companies liked the international 
recognition they could get from being listed. 
 
- More and more Chinese companies were seeking merger and 
acquisition (M&A) opportunities in global business 
consolidation.  Using stock rather than buying companies with 
cash had been seen as a viable opportunity for listed companies. 
 Yang said that Suntech bought one of Japan's premier solar 
power companies by using a combination of stock and cash -- in 
what he believed was the first time a Japanese company was 
purchased using something other than cash alone. 
 
SHANGHAI 00000070  003 OF 004 
 
 
 
- China's internal cities found it difficult to attract and 
retain quality people.  A company that was listed on NYSE/NASDAQ 
was in a better position to provide assurances to prospective 
employees that that their opportunity costs of taking a job in 
the interior was worth the risk.  Yang said that this had been 
especially true for recruiting returning Chinese students from 
the United States.  A U.S. listing made these companies "much 
more attractive" and demonstrated that despite being located in 
an economically depressed area, the company itself was more 
stable and had better prospects. 
 
--------------------------------------------- -------- 
After Clearing China's Barriers, None to Entering U.S. 
--------------------------------------------- --------- 
 
¶8. (SBU) Ogilvy-Stuart said that in the past, Chinese companies 
usually took six to eight months to complete the Chinese 
paperwork necessary to allow them to list.  Once this was 
completed and they had met USG standards for listing, there had 
been no particular USG regulatory hurdles for Chinese companies. 
 Both Yang and Ogilvy-Stuart noted that Sarbanes-Oxley had 
increasingly been seen as not a problem or insurmountable 
hurdle. 
 
¶9. (SBU) According to Yang, however, new Chinese regulations 
governing M&As, the Interim Provisions for Foreign Investors to 
Merge Onshore Enterprises, meant that any Chinese company 
seeking to list overseas via a special purpose vehicle (SPV) and 
therefore transfer company assets overseas must be approved by 
six government agencies.  These were the Ministry of Commerce, 
State Assets Supervision and Administration Commission, State 
Taxation Bureau, State Administration of Industry and Commerce, 
State Administration of Foreign Exchange and have final China 
Securities Regulatory Commission approval.  Since September 8, 
when these regulations came into affect, Yang knew of no Chinese 
company that had successfully obtained this approval.  In fact, 
he knew of no company that had successfully gotten approval from 
even a single agency, although he was aware that "many companies 
have tried."  As Yang put it, the end result was that Chinese 
companies had been unable to reorganize, unable to get the 
injection of capital that they needed to grow, and this was 
hurting the Chinese.  While not every company needed to go 
through the SPV process to list overseas, Yang said that this 
had been the method-of-choice for most companies listing in the 
United State. 
 
--------------- 
NASDAQ in China 
--------------- 
 
¶10. (SBU) Ogilvy-Stuart told Econoff, on January 19, 2007, that 
there were 34 Chinese companies listed on NASDAQ.  These 
companies represented a broad range of industries from 
advertising and hotels to high-tech internet companies and 
medical equipment manufacturers.  In 2006, six Chinese companies 
had their initial public offering (IPO) on NASDAQ.  Two of the 
ten top performing IPOs in 2006 were Chinese companies -- 
e-Future Information Technology Group (EFUT) closed the year up 
531 percent from its October 2006 listing and Home Inn (HMIN) 
ended 2006 up 139 percent from its October 2006 listing.  He 
said that China was a key strategic region for NASDAQ and 
expected that 2007 would see more Chinese companies list on 
NASDAQ than in 2006. 
 
------------- 
NYSE in China 
------------- 
 
¶11. (SBU) Yang told Econoff on January 23 that there were 22 
Chinese companies listed on NYSE.  The first of these was 
Brilliance Automotive Company in 1993.  In 2006 - there were 
three 3 IPOs (New Oriental, Mindray, Trina) and one company 
 
SHANGHAI 00000070  004 OF 004 
 
 
transferred from the London Stock Exchange's AIM board to NYSE 
(American Oriental Biotech).  Yang expected that there would be 
about eight IPOs in 2007.  Yang said that prior to 2005 most 
small/medium-sized (SME) private companies did not consider 
listing on NYSE which had mainly attracted large state-owned 
enterprises.  However, the very successful listing of 
privately-held Suntech in 2005, was a turning point and many 
SMEs had considered listing on the NYSE. 
 
--------------------------------------------- ------- 
SHANGHAI'S EXCHANGE, NYSE/NASDAQ: NOT IN COMPETITION 
--------------------------------------------- ------- 
 
¶12. (SBU) While NYSE and NASDAQ competed with one another and 
other international exchanges for companies, both noted that 
they viewed their own exchanges as fundamentally complementary 
of mainland China's two exchanges - the Shanghai and Shenzhen 
Stock Exchanges.  Shanghai Stock Exchange (SSE) Deputy Director 
Chao Kejian, in a December 8, 2006 meeting with Congenoffs 
shared the same view.  The SSE did not view NYSE and NASDAQ as 
competitors.  Rather the U.S. exchanges allowed companies that 
might not be able to list in China due to Chinese regulatory and 
profitability requirements access to much-needed capital.  He 
noted that he had even advised some companies, such as 
information technology companies, to pursue listing in the U.S. 
since they would have better valuations there than they could 
achieve in China.  He hoped that these companies would 
eventually return to be listed on the SSE, but in the near- to 
mid-term, listing overseas was in their best interests.  While 
NYSE and NASDAQ were not viewed as competition, Chao noted that 
the Hong Kong Stock Exchange was.  (Note: See Ref C for more 
information on the SSE and its relationships with NASDAQ and 
NYSE.) 
 
¶13. (U) DAS Sobel cleared on paragraph 5 of this report. 
JARRETT