Approval and Registration of Foreign-funded Companies
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Approval and Registration of Foreign-funded Companies
Author:xcd   Article source: www.xcdacc.cn  Hits:1253  Add time:2009-11-12  
关于外商投资的公司审批登记管理法律适用若干问题的执行意见
Executive Opinions on Some Issues Concerning the Application of Law Governing the Examination, Approval and Registration of Foreign-funded Companies

For the purposes of correctly applying the law, carrying out the administration of regulate the examination, approval and registration of foreign investments in a manner which is standard, facilitates facilitative to the people and is highly efficient, promoting the sound development of foreign-funded enterprises and enhancing the quality and level of utilization of foreign investments by our country, hereby the executive opinions on how to apply the Company Law of the People’s Republic of China (hereinafter referred to as the Company Law), the Regulation on the Administration of the Company Registration of the People’s Republic of China (hereinafter referred to as the Regulation on the Administration of Company Registration) and other laws, administrative regulations and policies of the state concerning foreign investments to the administration of in terms of the examination, approval and registration of foreign-funded companies are hereby given as follows
1.    The Company Law and the Regulation on the Administration of Company Registration shall apply to the administration of the registration of foreign-funded companies; if any relevant law on foreign-funded enterprises provides otherwise, this such law shall prevail. For any matter not covered by the Company Law, the Regulation on the Administration of Company Registration or the relevant laws on foreign-funded enterprises, the pertinent administrative regulations on foreign-funded enterprises, decisions of the State Council, and other provisions of the State on foreign-funded enterprises shall apply to it.
2.    A foreign company, enterprise or any other economic organization or natural person (hereinafter referred to as a foreign investor) may establish a Sino-foreign equity joint or Sino-foreign contractual company with a Chinese enterprise or any other economic organization, or may establish a foreign-funded equity or solely foreign-funded company.
If an one-person limited company is established in the solely foreign-funded form, the minimum amount of its registered capital shall satisfy the provisions of the Company Law on one-person limited companies. If a one-person limited company is established by a foreign natural person, the provisions on the restrictions about the outbound investments made by one-person limited companies shall be satisfied. A solely foreign-funded company already established prior to January 1, 2006 shall remain unchanged, but when it modifies its registered capital or makes an outbound investment, it shall comply with the above-mentioned provisions.
3.    The board of directors of a Sino-foreign equity joint or Sino-foreign contractual limited company is the organ of power department of the company. The organizational structure of the company shall be specified in the articles of association pursuant to the Sino-foreign Equity Joint Enterprise Law, the Sino-foreign Contractual Enterprise Law and the Company Law.
The organizational structure of a foreign-funded equity joint or solely foreign-funded limited company or a foreign-funded stock limited company shall be in line with the Company Law and its articles of associations.
4.    The time limit for the application for the establishment of a foreign-funded company shall satisfy the provisions of the Regulation on the Administration of Company Registration. However, to establish a Sino-foreign contractual company, foreign-funded equity joint company or solely foreign-funded company, the applicant shall, in accordance with the Sino-foreign Equity Joint Enterprise Law and the Sino-foreign Contractual Enterprise Law, file with the company registration organ an establishment application within 30 days from the day when it receives the approval document. If it fails to do so within the time limit, the applicant shall request the examination and approval organ to confirm the validity of the original approval document or submit a new application for approval.
5.    The subject qualification certificate or identity certificate of a foreign investor, which is submitted to the examination, approval and registration organs for the examination, approval and establishment registration of a foreign-funded company, shall be subject to the notarization of a notarial agency of the country in which the foreign investor is located and shall be subject to the recognition of the Chinese embassy (consulate) stationed in this country. The subject qualification certificate or identity certificate of an investor from Hong Kong, Macao or Taiwan Region shall be accompanied by a notarial document of a local notarial agency.
To apply for the examination, approval and establishment registration of a foreign-funded company, the applicant shall not only submit the corresponding documents as required in Articles 20 and 21 of the Regulation on the Administration of Company Registration, but also submit a Power of Attorney for the Service of Legal Documents signed by the foreign investor (the authorizer) and the addressee of service of domestic legal documents (the authorized). Such a power of attorney shall explicitly grant authority to the authorized to accept the service of domestic legal documents and shall state the address and contact information of the authorized. The authorized may be a branch established by the foreign investor, a company to be established (if the authorized is a company to be established, the authorization will come into force after the establishment of the company), or any other relevant entity or individual within China.
If a company has any new foreign investor, it shall submit the above-mentioned documents to the examination, approval and registration organs.
If a foreign-funded company files an application for establishment registration or an application for equity transfer modification registration with the company registration organ, it is not required to submit any equity joint or contractual contract, or certificate for the credit standing of the investor any more.
6.    A company registration organ shall, according to the application, register the type of a foreign-funded company as “limited liability company” or “stock limited company”, and shall, according to the form of establishment, add a wording the words “Sino-foreign equity joint”, “Sino-foreign contractual”, “foreign-funded equity joint”, “solely funded by a foreign corporate body juridical person”, “solely funded by a foreign non-corporate-body economic organization without juridical person status”, “solely funded by foreign natural person”, “jointly funded by Taiwan, Hong Kong, Macao and Foreign Investors”, “ Taiwan, Hong Kong, Macao and domestic equity joint”, “Taiwan, Hong Kong, Macao and domestic contractual”, “Taiwan, Hong Kong and Macao equity joint”, “ solely funded by Taiwan, Hong Kong or Macao corporate body”, “solely funded by Taiwan, Hong Kong or Macao non-corporate-body economic organization” or “solely-funded by Taiwan, Hong Kong or Macao natural person) after the “limited liability company”, and add a wording the words “Sino-foreign equity joint, unlisted”, “Sino-foreign equity joint, listed”, “foreign equity joint, unlisted”, “foreign equity joint, listed”, “jointly funded by Taiwan, Hong Kong, Macao and foreign investors, unlisted”, “jointly funded by Taiwan, Hong Kong, Macao and foreign investors, listed”, “Taiwan, Hong Kong, Macao and domestic equity joint, unlisted”, “Taiwan, Hong Kong, Macao and domestic equity joint, listed”, “Taiwan, Hong Kong, Macao equity joint, unlisted” or “Taiwan, Hong Kong, Macao equity joint, unlisted” after the “stock limited company”.
A company registration organ may, in pursuance of the industrial policies of the state on the utilization of foreign investments and the relevant provisions, add the relevant classification mark after the type of company (such as “foreign investment proportion less than 25%”, “A-share merger” or “A-share merger 25% or more”.
For a foreign-funded company established prior to January 1, 2006, the company registration organ shall make corresponding adjustments according to the preceding provisions when it modifies the registration.
7.    After a foreign-funded company is established, it may investments within China. The company registration organ will not issue any new domestic investment qualification certificate.
If the business license of a foreign-funded company fails to state the detailed type of the company as required in Article 6 of these Opinions and if it applies for establishing an one-person limited company, the company registration organ shall issue a certificate of “solely-funded by non-natural person”.
8.    The registered capital of a foreign-funded company shall be denominated in RMB, or in a freely convertible foreign currency. The translation between a foreign currency and RMB or between foreign currencies as the registered capital of a company shall be calculated on the basis of the central parity of exchange rates announced by the People’s Bank of China on the occurrence (payment) date.
9.    The amount of the initial capital contribution of the shareholder of a foreign-funded limited liability company (including a one-person limited company) shall comply with the provisions of the laws and administrative regulations. If the total registered capital is to be paid in a lump sum, it shall be paid in full amount within 6 months as of the date of establishment of the company. If the capital contributions are to be made by installments, the amount of the initial capital contribution shall not be less than 15% of the amount the shareholders subscribe to, nor be less than the statutory minimum amount of registered capital, and shall be paid in full amount within 3 months as of the date of establishment of the company. The time for the contribution of other portions of the registered capital shall satisfy the provisions of the Company Law, the relevant laws on foreign investments, and the Regulation on the Administration of Company Registration. If any law or administrative regulation requires the shareholders to contribute the registered capital in a lump sum at the time of establishment of the company, this such law or administrative regulation shall prevail.
The capital contributions of a foreign-funded stock limited company shall satisfy the provisions of the Company Law.
10.   The way by which a shareholder of a foreign-funded company contributes the registered capital shall meet the provisions of Article 27 of the Company Law, Article 14 of the Regulation on the Administration of Company Registration, as well as the Administrative Provisions on the Registration of Companies’ Registered Capital. Before the provisions on capital contributions in any property other than money, in-kind, intellectual property, land use right are formulated by the State Administration for Industry and Commerce jointly with other relevant departments, if a shareholder makes a capital contribution in any property other than those as listed in Paragraph 2 of Article 14 of the Regulation on the Administration of Company Registration, the property as the capital contribution shall be assessed, priced and verified by an assessment institution lawfully established within China, which and shall not be over-assessed or under-assessed. The paid-in capital shall be subject to the capital verification of a capital verification institution lawfully established within China, by which shall issue a capital certification shall be issued.
If a shareholder of Sino-foreign equity joint limited liability company makes a capital contribution in kind (including equipment), industrial property right or any other non-monetary property (except for the land use right) as prescribed in the Sino-foreign Equity Joint Enterprise Law, the price shall be negotiated and determined by all parties concerned.
11.   If a shareholder of a foreign-funded company raises any money by way of borrowing in its own name, the money shall be regarded as its own, and may become used asa capital contribution of the shareholder after the capital verification institution issues a capital verification certification for it.
12.   The time limit for a foreign-funded company to apply for modifying the company registration shall be in line with the Regulation on the Administration of Company Registration. If the modification of any company or company registration item shall be subject to a prior approval under any law, administrative regulation, or decision of the State Council, a registration modification application shall be filed within 30 days after the date of approval of the examination and approval organ. If no applicant is filed within the time limit, the applicant shall request the original examination and approval organ to confirm the validity of the document or file a new application for approval.
13.   Where a foreign-funded company applies for modifying the registration, it shall submit the documents as required in Articles 27, 29, 31, 32, 33, 34 and 35 of the Regulation on the Administration of Company Registration. When it goes through the registration modification formalities due to the following registration matters, it shall, besides the aforesaid documents, submit the examination and approval document of the original examination and approval organ, as well as the post-modification approval certificate:
1)    The registered capital;
2)    The type of company;
3)    The business scope;
4)    The term of business term operations;
5)    The amount and form of the capital contribution subscribed to by each shareholder or promoter.
6)    The merger or split-up of a foreign-funded company;
7)    The change of the address beyond which falls with the jurisdiction of a different the examination and approval organ; and
8)    The transfer of the equities of a limited liability company or the transfer of shares of a stock limited company (with the exception of the circumstances not involving any item stated in the business license or approval certificate).
Except for the circumstances as mentioned in the preceding paragraph, if the modification of any registration item of a foreign-funded company involves any modification to the articles of association, it shall, within 30 days after it finishes the modification registration formalities, go through the modification formalities in the examination and approval organ.
14.   For the removal (beyond to the jurisdiction of a different company registration organ) of a foreign-funded company, an application shall be filed with the company registration organ of the original place for going through removal formalities. For the removal beyond to the jurisdiction of a different company registration organ, an application shall be filed with the examination and approval organ of the new place. After the examination and approval organ of the new place receives the application, it shall, within 5 working days, consult the opinions of the examination and approval organ of the original place. The examination and approval organ of the original place shall make a reply within 5 working days after it receives a letter for consulting its opinions. After the examination and approval organ of the new place receives the opinions, it shall make an official reply within 3 working days. After the company registration organ of the original place receives an application, it shall, within 5 working days, consult the opinions of the registration organ of the new place. The registration organ of the new place shall make a reply within 5 working days. The company registration organ of the original place shall, according to the permissions- to- move- in as given by the company registration organ and the permission- to- move- in as given by the examination and approval organ of the new place, take back the business license, issue a removal certificate, and submit the application materials and company registration archives to the company registration organ of the new place within 10 working days. The company applying for removal shall, upon the strength of the removal certificate and the approval document of the examination and approval organ, hand back and cancel the approval certificate in the examination and approval organ of the original place, fetch a new approval certificate from the examination and approval organ of the new place, file an application with the company registration organ of the new place for modifying the registration and fetch a new business license.
15.   Where a foreign-funded company increases its registered capital, the shareholders of the a limited liability company (including a one-person limited company), or the a stock limited company established by the promoters, shall pay no less than 20 % of the registered capital to be increased when the company applies for modifying the registration of registered capital, the time for the other portion shall meet the provisions of the Company Law, the laws on foreign investments and the Regulation on the Administration of Company Registration. If it is otherwise provided for in any law or administrative regulation, this such law or administrative regulation shall prevail.
Where a stock limited company issues any new stocks for increasing the registered capital, the shareholders shall, when subscribing to the new stocks, comply with the relevant provisions on the payment of stocks for the establishment of a stock limited company.
16.   When an applicant applies for modifying the registration of its registered capital under any of the following circumstances, if the imported goods as a capital contribution in kind may be exempt from tax under the relevant provisions, the applicant shall give a written explanation to the customs house, and shall, upon the strength of the Confirmation Letter on Domestic or Foreign-funded Projects Encouraged to Develop by the State for Development, first apply for going through the formalities for the clearance of the imported equipment upon a guarantee letter, then apply for going through the tax deduction or exemption formalities after it obtains the post-modification business license:
1)    When a foreign-funded company increases its registered capital, it applies for making capital contributions in kind and has obtained an the approval of the examination and approval organ;
2)    When a foreign investor or foreign-funded company merges a domestic enterprise, it increases the registered capital and applies for imports in kind and has obtained an the approval of the examination and approval organ; and
3)    The foreign-funded company applies for import in kind due to any other change of its registered capital and has obtained an the approval of the examination and approval organ.
17.   When a foreign exchange department handles the following businesses, it will no longer demand the applicant to provide the post-modification business license of the company.
1)    A foreign-funded company applies for modifying the foreign exchange registration or opening or modifying the capital account when it increases its registered capital;
2)    A foreign investor or a foreign-funded company applies for handling the foreign exchange registration or opening a capital account when it mergers a domestic enterprise and increases the registered capital thereof at the same time;
3)    A foreign-funded company applies for an approval of the decrease of its registered capital when it decreases the registered capital; and
4)    A foreign-funded company goes through the formalities for the other modifications of other items relating to the foreign exchange registration due to capital changes.
18.   A foreign-funded company shall go through the archival filing formalities in the company registration organ for the following items and their the modifications thereof:
1)    The amendments to the items not registered in the articles of association upon approval of the examination and approval organ or the post-amendment articles association (including the change of the total amount of investment);
2)    The directors, supervisors and managers of the company;
3)    The establishment and cancellation of a branch of the company; and
4)    The name lists of the members and persons-in-charge of the liquidation group of the company.
Where a shareholder of the foreign-funded company makes a deferred capital contribution or makes a capital contribution in kind, it is no longer required to go through the archival filing formalities, but it shall go through the modification registration pursuant to the Regulation on the Administration of Company Registration.
To go through the archival filing formalities, the foreign-funded company shall submit to the company registration organ an archival filing application signed by its legal representative, and the relevant documents which can prove the occurrence of the archival filing items. If the archival filing documents are complete, the company registration organ shall approve it and finish effect the archival filing, formalities and shall, at the request of the applicant, issue an archival filing certificate.
19.   Where a foreign investor (authorizer) modifies the addressee of service of domestic legal documents (the authorized), it shall sign a new Power of Attorney for the Service of Legal Documents and shall timely go through the archival filing formalities in the company registration organ. If the name, address or any other item of the authorized is changed, it shall timely go through the archival filing formalities in the company registration organ as well. The company registration organ shall put records in the registration archives of the company.
If the foreign investor fails to go through the above-mentioned archival filing formalities, when the company registration organ serves the domestic legal documents on the authorized recorded in the company registration organ, the service on the foreign investor shall be deemed as complete.
20.   Where a foreign-funded company goes through the archival filing formalities for the pledge of the stock rights of shareholders, it shall submit to the company registration organ an application for the archival filling of stock right pledge as issued by the company, the approval document of the examination and approval organ and the pledge contract. After the company registration organ approves the archival filing application, it shall, at the request of the applicant, issue an archival filing certificate which state the name of the pledgor, the proportion of the pledged stock rights in the stock rights of the enterprise, the name of the pledgee, the time period of pledge, the examination and approval organ of the pledge contract, and other relevant items. During the time periodterm of pledge, the pledgor shall not transfer or repledge the pledged stock rights, nor reduce the corresponding capital contribution amount unless it obtains the permission of the pledgee.
21.   Where a foreign-funded company applies for revoking the modification registration in accordance with Article 22 of the Company Law, it shall submit to the company registration organ an application for revoking the modification registration and the ruling of the people’s court. If any foreign investment examination and approval item is involved, it shall, besides the said documents, submit an approval document of the examination and approval organ. If the applicant meets the provisions of the Company Law, the company registration organ shall decide to the approve the revocation of the modification registration; if any item recorded in the business license is involved, the company registration organ shall issue the applicant a new business license to replace its former old one.
22.   After the occurrence of a any cause for the dissolution of a foreign-funded company, if the company does not form a liquidation group to conduct liquidation within the time limit as required in the Company Law, nor does any creditor request the people’s court to designate a liquidation group to conduct liquidation, the organ of power department, shareholders and creditors of the foreign-funded company may, pursuant to the Measures for the Liquidation of Foreign-funded Enterprises, file an application with the examination and approval organ for a special liquidation. The goods under customs supervision shall first complete the customs formalities and make up payments for the relevant taxes.
23.   Where a foreign-funded company applies for deregistration, it shall submit the relevant documents in accordance with Article 44 of the Regulation on the Administration of Company Registration. Among these documents, the liquidation report shall be accompanied by a cancellation certificate issued by the tax organ and a certificate issued by the customs house for proving the completion of or failure to go through the customs formalities. If a foreign-funded company terminates its business operations and applies for deregistration prior to the expiration of its business term, it shall, besides the aforesaid documents, submit the approval document of the examination and approval organ (with the exception of the dissolution or bankruptcy under a court ruling, or the closing up, revocation of business license, revocation of establishment approval, or revocation of company establishment registration upon an order of the administrative organ).
24.   When a foreign-funded company establishes or revokes a branch, it shall directly file an application with the registration organ for foreign-funded companies of the place where the branch is located rather than via the original company registration organ.
If the establishment or revocation of a branch is subject to the approval of the relevant department under any law, administrative regulation, decision of the State Council, or special provisions of the state on the restricted projects and service trade sectors for foreign investments, the applicant shall applies apply for registration within 30 days from the date of approval. If it fails to do so within the time limit, the applicant shall request the original examination and approval organ for confirming the validity of the document or file a new application for approval.
25.   The company registration organs shall no longer engage in the registration of the representative offices of foreign-funded companies. A representative office that has already been registered is no longer required to goes through the modification or extension formalities. After the expiration of its term, it shall go through the deregistration formalities or it may establish a branch where necessary. A branch of a foreign-funded company may engage in the liaison, consultation and other businesses within the business scope of the company. Anyone engaging in business operations in the name of a representative office shall be punished by the company registration organ.
26.   If any shareholder or promoter of a foreign-funded company fails to deliver or to timely deliver the money or non-monetary property as the capital contribution, it shall, under the applicable principles of the Administrative Provisions on the Registration of Companies’ Registered Capital, be punished by the company registration organ. For a company established prior to January 1, 2006, its capital contribution date shall be the establishment registration date.
For a Sino-foreign contractual company, if it fails to perform the obligation of capital contribution within the time limit, the company registration organ shall, under Article 9 of the Sino-foreign Contractual Enterprise Law, order it to perform the obligation within a time limit. If it still fails to do so, the company registration organ shall punish it according to Paragraph 1 of this Article. If a foreign-funded equity joint company or a solely foreign-funded company fails to perform the capital contribution obligation within the time limit, the company registration organ shall not only punish it under Paragraph 1 of this Article, but also revoke its business license under Article 9 of the Foreign-funded Enterprise Law.
27    Where any foreign-funded company, by exceeding the approved and registered business scope, illegally engages in any business operations relating to a project in the encouraged or permitted category as specified in the Catalogue of Industries for Guiding Foreign Investment, the company registration organ shall punish it in pursuance of Article 73 of the Regulation on the Administration of Company Registration.
Where any foreign-funded company, by exceeding the approved and registered business scope, illegally engages in any business operations relating to a project in the limited or prohibitive catalogue as specified in the Catalogue of Industries for Guiding Foreign Investment, if the company registration organ may determine that “by exceeding the approved and registered business scope, the company illegally engages in business operations for which it should have obtained a license or other approval document”, it shall punish it in accordance with the Measures for Investigating into and Punishing Unlicensed Business Operations. If any crime is constituted, the company shall be subject to criminal liabilities.
28.   These Opinions shall apply to the administration on the examination, approval and registration of companies established by investors from Taiwan Region, Hong Kong Special Administrative Region or Macao Special Administrative Region, companies company invested and established by Chinese citizens (overseas Chinese) residing abroad, foreign-funded investment companies, and companies established by a foreign-funded start-up company.
 
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