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Foreign investment on the provisions of Investment Companies

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					Foreign investment on the provisions of Investment Companies
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Foreign investment on the provisions of Investment Companies by the Ministry of
Commerce [2003] No. 1
Has decided to "Foreign Investors Tentative Provisions investment
companies" (Order of the Minister of Foreign Trade and Economic
Cooperation [1995] No. 4), "<on Investment Companies Foreign
Investment          Tentative        Provisions>         the       issue        of
interpretation>" ( [1996] Foreign Trade Act No. 124 issued),
"<on Investment Companies Foreign Investment Tentative
Provisions> Supplementary Provisions" (Order of the Minister of
Foreign Trade and Economic Cooperation [1999] No. 3), "<Foreign
Investors Interim Provisions of the investment company> Supplementary
Provisions (b) "(Order of the Minister of Foreign Trade and Economic
Cooperation [2001] No. 1)," on the changes <About Investment
Companies by Foreign Investment Tentative Provisions> and Supplementary
Provisions Decision "(Order of the Minister of Foreign Trade and
Economic Cooperation [2003] No. 4) into the" on foreign investment
provisions of Investment Companies "and in June 10, 2003 2nd meeting of
the Ministry consideration, is hereby released, Since the thirtieth day after publication
purposes.
Minister Lu Fuyuan
June 10, 2003
Foreign investment on the provisions of Investment Companies
In order to promote foreign investors to invest in China to introduce advanced foreign
technology and management experience, allow foreign investors according to the
Chinese foreign investment laws, regulations and the provisions of the investment
company established in China.
The second provision in the investment company means a foreign investor in China
with a wholly-owned or joint ventures with Chinese investors in the form of direct
investment in established companies. Company with limited liability company.
Article for establishing an investment company shall meet the following conditions:
(A) 1, foreign investors good credit, investment companies have held the necessary
economic strength for the previous year's total assets of the investor not
less than 400 million U.S. dollars, and that investors in China have set up foreign
invested enterprises, the actual payment of the registered capital should more than 10
million U.S. dollars, and there are three or more projects to be invested project
proposal has been approved, or; 2, good credit to foreign investors, with the necessary
investment companies organized economic strength, the investor has set up in China
for more than 10 engaged in production or infrastructure construction,
foreign-invested enterprises, the actual payment of the registered capital should more
than 30 million U.S. dollars;
(B) to set up joint venture investment company, Chinese investors should be good for
the credit, investment companies have held the necessary economic strength for the
previous year's total assets of the investor not less than 100 million yuan;
(C) the investment company's registered capital of not less than 30 million
U.S. dollars.
For the establishment of investment companies of foreign investors should be a
foreign company, enterprise or economic organization, if two or more foreign
investors, which should account for a large stake in at least one foreign investor
subject to this section, paragraph ( a) requirements.
Consistent with the provisions of Article IV Article III, paragraph (a) the conditions
laid down by foreign investors of its wholly-owned subsidiary in the name of
investment to establish an investment company.
Article apply for the establishment of the investment companies comply with the
requirements of foreign investors in the first paragraph of Article III (a) the conditions
under which foreign investors are required to submit a guarantee letter approving
authority to ensure that its investment company established in investment in China to
pay the registered capital and belong to the foreign investor or associated company of
the transfer of technology.
To wholly-owned subsidiary in the name of investment for establishing an investment
company, its parent company, the approving authority shall submit a guarantee letter
guarantee of its subsidiary organs in accordance with the approved conditions of
approval to complete the investment company set up by the payment of registered
capital pay, and to ensure that the investment company investing in China to pay the
registered capital and is the parent company and its affiliated companies in the
technology transfer.
Article VI for the establishment of investment companies, investors should be
established the following documents by the investment company of the province,
autonomous regions, municipalities, separately listed cities, after examination and
approval of foreign trade departments, the Ministry of Commerce approval.
(A) establish a joint venture investment company in the project proposal, the
investment feasibility study report signed by the parties, contract and articles of
association;
Set up wholly-owned investment company to foreign investors signed the project
proposal, foreign application, feasibility study report and articles of association;
(B) investment credit of all parties supporting documents, registration certificate
(copy) and legal representative certificate (copy);
(C) Foreign investors have invested enterprise approval certificate (copy), business
license (copy) and the CPA issued the capital verification report (photocopy);
(D) the parties according to the audit of the investment balance sheet of the past three
years;
(E) pursuant to the provisions of Article V of this letter of guarantee shall be
submitted;
(6) other documents required by the Ministry of Commerce;
In addition to the above-mentioned documents have been marked as a copy of, all
official documents should be.
Non-statutory document is signed, it should be a power of attorney issued by the legal
representative.
Commission established by law intermediary agencies to handle the application
procedures should be issued by the investors, power of attorney signed by the legal
representative.
Article foreign investor shall be freely convertible currency or the Renminbi in China
has gained profits or due to share transfer, clearing and other activities get the legal
income of RMB as its registered capital to the investment company's
investment. Chinese investors yuan investment. Foreign investors in its lawful
Renminbi proceeds as the registered capital to the investment company funded,
should submit relevant supporting documents and payment receipts. Investment in the
business license should be issued within two years from the date paid.
Article VIII of the investment company's registered capital of at least 30
million U.S. dollars in its investment as the newly established foreign-invested
enterprises financed, or as to its parent or associated company has invested enterprises
with foreign investment (equity transfer has been completed according to law
procedures ) is not completed payment of the amount of investment capital
contribution, or part of the investment capital increase, or for the purchase of
China-funded company's shareholders equity.
Article investment company registered capital of not less than 30 million U.S. dollars,
the loan amount shall not exceed the amount paid four times the registered capital.
Investment company's registered capital of not less than 100 million U.S.
dollars, the loan amount paid shall not exceed six times the amount of registered
capital. Investment companies have needed the loan amount to be more than the
above requirements, should be reported to business approved.
Article X approval of the investment company set up by the Ministry of Commerce,
you can engage in business activities in China, according to the actual needs of
business the following business:
(A) to allow foreign investment in areas of national investment law.
(B) by the commission in writing of its invested enterprises (unanimously adopted by
the Board of Directors), to enterprises with its investment to provide the following
services:
1, assisted or represented by its investment from domestic and foreign companies
purchasing their own use of the corporate machinery and equipment, office equipment
and production of raw materials, components, parts and sales in domestic and foreign
enterprises with its investment products, and provides after-sales service;
2, in the foreign exchange administration departments under the supervision of the
agreement and, in its balance of foreign investment enterprises;
3, for its investment in enterprises with production, sales and marketing process of
technical support, staff training, internal personnel management and other services;
4, to assist enterprises with its investment and provide guarantees for loans.
(C) set up in China research and development centers or departments, engaged in the
research of new products and high technology development, transfer of its research
and development results, and provide technical services.
(D) provide advisory services to its investors, its associated companies and their
investment-related market information, investment policy advisory services.
Article The term investment means the company invested enterprises enterprises meet
the following conditions:
(A) of the investment companies to invest directly or with other foreign investors and
/ or Chinese investors, the investment company in the conversion of a foreign investor
either alone or together with other foreign investors, the investment proportion of
their investment the establishment of enterprises for more than 25% of the registered
capital of enterprises;
(B) the investment company of its investors or its associated companies and other
foreign investors in China has invested enterprises set up some or all of the shares
acquired, invertors and companies in the conversion of a single foreign investor or
and other foreign investors accounting for the joint investment company has been
established for more than 25% of the registered capital of enterprises;
(C) the investment company's investment of no less than they invested
enterprises registered capital of 10%.
Article XII approved by the Bank, the investment company set up its investment
business to provide financial support.
Article XIII of the investment company can be used as promoters initiated the
establishment of joint stock limited company or a holding company with foreign
investment flow of legal person shares are not listed. Investment companies can also
be held in accordance with relevant provisions of the territory of other Corporation
unlisted corporate shares in circulation. Co., Ltd. investment company shall be
deemed to foreign sponsors or shareholders.
Article XIV of the establishment of investment companies, management according to
law, no conviction, the registered capital in accordance with the articles of association
to pay on time, investors actually paid registered capital of not less than 30 million
U.S. dollars and has invested enterprises for their investment, the investment company
of the local province, autonomous regions, municipalities or cities with independent
planning approval to the foreign trade departments, apply to the Ministry of
Commerce, and approved, but also engage in business activities in China, according
to the actual needs of business the following Business:
(A) written by the commission invested enterprises (unanimously adopted by the
Board of Directors), to carry out the following business:
1, in the way of domestic and foreign markets to sell its distribution business
investment products;
2, for its investment in enterprises, transport, storage and other integrated services.
(B) an agent, distributor or the establishment of export means export procurement
agencies do not involve the export quota and license management of domestic goods;
(C) the purchase of the investment production of products sold at home and abroad
after system integration, such as the investment enterprise products can not fully meet
the needs of system integration, allowing its integration in the domestic and
international procurement system accessory products, but the purchase of systems
integration supporting the value of the product should not exceed the value of all
products required for system integration, 50%;
(D) products for its domestic-invested enterprises dealers, agents, and with the
investment company, its parent company signed a technology transfer agreement, the
domestic companies and enterprises to provide relevant technical training;
(E) of its invested enterprises or enterprises with its investment before the
commissioning of new products into production before the product market
development, investment company is allowed a small amount of imports from its
parent company, invested enterprises produce products with the same or similar
non-import quota management The products in the domestic trial sale;
(F) for its investment in enterprises operating machinery and office equipment lease
service;
(G) the products of its parent company to provide after-sales service;
(8) in accordance with state regulations, participation of foreign contracted projects of
Chinese enterprises the right to operate outside the engineering contract.
Article XV investment companies to import products or complete systems integration
test market product shall be the relevant provisions of the import formalities and
should use an investment company with investment capital in cash, foreign exchange
profits or foreign exchange borrowing of funds. The total annual amount of imports
does not exceed the registered capital contribution in cash of 35%. Then the amount
of imports does not exceed the registered capital contribution in cash the rest of 35%,
can not turn the following year.
Article XVI investment company for operating the provisions of Article XIV of the
business, the Ministry of Commerce shall submit the following documents:
(A) of the investment application form signed by the legal representative of the
company;
(B) the investment company board of directors;
(C) of the revised Articles of Association of Investment Companies;
(D) the investment company's approval certificate (copy), business license
(copy) and the capital verification report issued by certified public accountants;
(5) issued by Chinese CPA's verification report by investment companies.
Article XVII of the company to be established under the investment nature of the
items, according to state enterprises with foreign investment limit the provisions of
the approved period of investment companies.
Article XVIII investment company invested enterprises, enterprises with foreign
investment according to examination and approval authority and approval procedures
for application for approval.
Article XIX investment companies to invest in the establishment of enterprises,
investment companies in the conversion of a foreign investor either alone or together
with other foreign investors, the ratio of investment to establish no less than they
invested enterprises registered capital of 25% of its investment the establishment of
enterprises with foreign investment enterprises to enjoy the treatment, a foreign
investment enterprise approval certificate and business license of foreign invested
enterprises.
Diershitiao investment company shall be reported to the Ministry of Commerce
approved the establishment of branches. Investment company may establish a branch,
must meet the following conditions:
(A) the investment company's registered capital in accordance with the
contract and articles of association have been paid on time and pay the contributions
to no less than 30 million U.S. dollars; or investment company has invested or has
more than ten foreign-invested enterprises;
(B) The proposed office area should be focused on areas of investment companies to
invest in concentrated areas or product sales.
Twenty-one investment company's investment activities in China from
company registration to site constraints.
Article 2 of the investment companies in accordance with the relevant Chinese tax
laws and regulations apply.
Article 3 An investment company shall earnestly implement investment plans, and the
first year of investment, operation in the first three months of next year, in accordance
with the provisions of the content and format of the Ministry of Commerce for the
record. The material will serve as the investment companies to participate in joint
annual report of the necessary materials.
Twenty-four investment companies and their investment enterprises established by
legal persons or entities independent of each other, their business transactions
between independent enterprises should deal with the relationship.
Twenty-five investment companies established with investment enterprises should
abide by Chinese laws, regulations and rules, not by any means, management and tax
evasion.
Twenty-six investment company shall not directly engaged in production activities.
第二 17 Taiwan, Hong Kong and Macao investors to invest in the mainland of
Investment Companies, the prospective use of these provisions.
28th in the provisions be interpreted by the Ministry of Commerce.
29th article this provision from the thirtieth day after publication of the
implementation. The effective date of this provision, "On Investment
Companies        by     Foreign      Investment       Tentative    Provisions",
"<on Investment Companies Foreign Investment Tentative
Provisions>        interpretation    of      the    relevant    issues",
"<on Investment Companies Foreign Investment Tentative
Provisions > Supplementary Regulations ","
<on Investment Companies Foreign Investment Tentative Provisions>
Supplementary Provisions (2) "," on the changes
<About        Investment      Companies        Foreign    Investment      Tentative
Provisions> and supplementary provisions of the decision, "while
abolished.
Ministry of Commerce June 10, 2003 issued by foreign-invested investment
companies, and on foreign investment provisions of Investment Companies

				
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