Policy and Regulations On Foreign-funded Enterprises
1.Policy and Regulation of Administration for Industry and Commerce
1.1 Registration:
Within 30 days after the examination and approval
organs issue approval
document and certificate,investors should register at administrative
offices
for industry and commerce,which will issue business license after examination
and ratification.
1.2 Regulation on Investment Input:
According to the regulation on Investment Input
of Different Parties of
Joint Ventures,all parties should turn in the stipulated capital within
six
months from the issue of business license,if the contract provides
that investment be turned in one move;if the contract allows installments,the
first installment should not be lower than 15% of the agreed amount of
investment of each party and must be turned in within three months from
the issue of business license.If any party does not observe the regulations,the
joint venture will be regarded as automatically
dispersed and the approval certificate will expire automatically.
The joint venture should cancel the registration at the
administrative office for industry and commerce and return the business
license. The Administration for Industry and Commerce will make the announcement
of revoking business licenses of those who do not cancel registration or
return the business license.The parties who do not make investment within
the contracted period of time will be punished by the registration administrative
offices.
1.3 Annual Inspection:
The regestration administrative offices conduct
and annual inspection on
foreign-funded enterprises. The inspection examines the investment
paid by
different parties,whether the joint venture is doing normal business
within
the registered scope of business,whether there is any investment with
drawal,
transfer of property,or evasion of debts,whether it has opened business,
change or concel registration as stipulated by regulations.Foreign-funded
enterprises should submit annual inspection reports and statements
of assets
and liabilities in time.
1.4 Supervision and Administration:
The registration administrative offices take the
responsibilities of
supervising and administrating the implementation of the contract and
articles of foreign-funded enterprises. To those who do not or refuse
to set
up account books inside China,the registration administrative offices
have
the right to suspend their business or revoke their business licenses.
The
offices also make sure that foreign-funded enterprises open business,change
or cancel registration as stipulated by regulations,do business within
the
contracts and articles,to through annual inspection,and observe relevant
laws and policies of the State. All parties in a foreign-funded enterprise
should state clearly in the contract and articles of association the
time
limit of the investment and turn in the registered capital before that
time
limit. Unless otherwise specified by the State,the following regulations
on
the time requirement of investment are applied to the investors of
a foreign-
funded enterprise.(Please refer to the table )
--------------------------------------------------------
(page 68)
-------------------------------------------------------------
2. Registration (at administrative office)for Taxes
2.1 Start-Business Registration
1.)Within 30 days after receiving the business license,the foreign-funded
enterprises should register at administrative office for taxes. These
documents
should be submitted:
(1)Duplicate of Business License
(2)Contracts charters and approval documents(solely overseas investment-funded
enterprises do not need to submit contracts)
(3)Approval certificate for establishment of the foreign-funded enterprise
(4)Feasibility study report and approval documents
(5)List of board of directors of enterprise
(6)Centificate of enterprise code
(7)Housing property certificate or house leasing agreement
(8)Certifcate of bank account number
(9)Capital examination report provided by bank(the report can be submitted
after registration if it not been done)
(10)If possible,with the official seal for filing of forms.
2.)These documents should be submitted by the Beijing office
of Foreign-
funded enterprises established in other cities or provinces
(1)Duplicate of Business License or Registration
(2)Approval documents provided by the Foreign Economic and Trade Commission
of the region where the headquarter of the enterprise
is located.
(3)Duplicated of business license,contracts and charters of the headquarter
of the enterprise.
(4)Certificate of enterprise code
(5)Housing property certificates or house leasing agreements
(6)Certificate of bank account number
3.)Resident representative office in Beijing of overseas enterprises
should submit the following documents
(1)Duplicate of Business License
(2)Duplicate of approval documents proveded by the Chinese(participant)
host organization
(3)Passport(return or centificate),certificate of representative,of
the chief
representative of overseas enterprise
4.)The following should be submitted by the overseas contractor
(1)Duplicate of Business License
(2)Documents of contracts and agreements
(3)Certificate of project contracts issued by the Beijing City Construction
Committee
2.2 Registration for Alteration
(1)To change any registered items(e.g.changing location,reorganization,
merger,separation and alteration of capital,changing of
scope of business
and adding new business items),the enterprise enterprise
should report to
the tax administrative office for relevant procedures
within 30 days after
going through the alteration registration at the administrative
office for
industry and commerce.
(2)When enterprise terminates the business,it shoulde go through taxes
payment
procedures at the tax administrative office,without the
original and
duplicate of tax registrationtable, the certificate for
purchasing receipt
book,seal of code and the receipts of goods,and it should
through business
license cancel procedures at the administrative office
for industry and
commerce with the certificate of payed taxes issued by
the administrative
office for taxes.
(3)Within 30 days,foreign-funded enterprise should register at administrative
office for taxes when branches of the enterprise are to
be set up outside
the territories of China.If branches of the enterprise
outside the
territories of China are canceled,registration for alteration
should be
done within 30 days from the date of the branch cancel.
2.3 Administrative Offices in Charge of Tax Register
(1)The following enterprises should register for taxation with the
foreign
section of Beijing Municipal Taxation Bureau:
Sino-overseas joint-venture enterprises and Sino-overseas
cooperative
enterprises subordinate to Beijing Municipality;sino-overseas
joint-
venture enteprises and Sino-overease cooperative enterprises
subordinate
to ministries or commissions of the central government;sole
overseas-funded
enterprises in Beijing;resident representative office
in Beijing of
foreign enterprises;resident representative office in
Beijing of foreign
contractor whose projects are in other places of China,and
foreign
contractors of the above-mentioned enterprises.
(2)The follwing enterprises should register for taxation with the foreign
section of District of County Taxation Bureau:
Sino-overseas joint-venture enterprises and Sino-overseas
cooperative
enterprises set up by Districts or Counties,sole-overseas
funded
enterprises registered itself in Districts or Counties,Beijing
Branches
of foreign enterprises registered itself in towns or cities
other than
Beijing,and foreign contractors whose projects are run
by units registered
at Districts or Counties.
3. Finance Administration Registration
The enterprises with foreign investment should,within
30 days after getting
business license,register at the Beijing Municipal Finance Administration
Bureau.
When applying the following documents should be submitted:
1 Business license
2 Approval certificate
3 Feasibility study report
4 Contract and articles of association
5 Approval documents of the composition of the board of
directors and of
the feasibility study report issued by the foreign trade
and economic
cooperation authority.
4. Statistics Registration
After receiving the approval certificate and the registration
at the
administration for industry and commerce,the enterprises with foreign
investment should to through statistic registration procedures at the
distrct
statistic department. The following documents should be brought when
registering:
1 Business licence(duplicate)
2 Official seal
3 Enterprise code certificate issued by the Technology Supervision
Bureau(duplicate)
4 Approval certificate
5 Name of the local sub-district office and the neighborhood
committee
5. Policy and regulation of Foreign Exchange Control on foreign-funded
Enterprises
5.1 Issuance of Foreign Exchange Control Certificate of Foreign-funded
Enterprises
Within 30 days from the issuance of business license, the foreign-funded
enterprise should apply for the foreign Exchange Control Certificate
from
the local administration on foreign exchange control,meanwhile,submit
the
documents issued by the administration of industry and commerce.The
enterprise can hold the certificate to open its foreign currency account
in the designated banks. With the approval of administration of foreign
exchange control,the foreign-funded enterprises can also open foreign currency
accounts at financial organs within or out of the chines territory.
5.2 Opening Account in China
Opening a foreign currency account:Foreign-funded
enterprises may choose any bank that has the right to do foreign currency
operations to open a
foreign currency account. In applying for the opening of accounts,the
following
documeents are to be delivered:
1. Business license ratified and issued by the administration
of industry
and commerce
2. Approval certificate for establishment of the enterprise
3. Foreign Exchange Control Certificate of Foreign-funded
Enterprises issued by the Administration of Foreign Exchange Control.
Opening a RMB account:Foreign-funded enterprises may choose
any bank that has the right to do RMB operations to open a RMB account.For
the application, The following documents are to be delivered:
1. Business license ratified and issued by the administration
of industry
and commerce
2. Approval certificate for establishment of the enterprise
5.3 Payment and Remittance of Foreign Exchange
With relevant certificates and documents,current
payment of foreign
exchange within the business scope of the foreign-funded enterprise
can be
directly remitted through the bank of deposit.
Foreign-funded enterprises can to through the repayment
of foreign
capital and interest with the bank of deposit by the examined Paper
of Foreign Loan issued by the Administration of Foreign Exchange Control.Profits
that
foreign investors obtained,and salary income of foreign employees and
employees from Hong Kong,Macao and Taiwan can be remitted throuth the bank
of deposit.
The remittance of foreign exchange under he items
of the enterprisers
capital,such as the capital transfer of foreign-funded enterprises,recovery
of investment,and the remittance of outlay of the enterprises' branches
outside
China,must be appproved by the Administration of Foreign Exchange Control.
5.4 Profits in RMB Obtained by Foreign Investors
Approved by the Administrantion of Foreign Exchange
control,the foreign
investor of the foreign-funded enterprise can invest its profits in
RMB in
Chinese enterprises that can create foreign exchange or increase foreign
exchange income.Beside the preferential treatment of partial refund
of the
paid income tax,the investor can also get the same treatment as the
foreign
exchange abroad,foreign-funded enterprises should to through foreign
loan
regestration with the Administration of Foreign Exchange Control.Overseas
loans that need the Chinese party's guarantee should be considered
in light
of the State plan of employing foreign investments and be reported
to relevant
departments for approval.
5.5 Foreign Currency Exchang
Examined and approved by the Administration of Foreign
Exchange Control, foreign-funded enterprises can sell their revenue in
foreign currencies,foreign investment,etc. on the swap market.Also on the
swap market,they can also buy foreign currencies needed for activities
within their business scope,foreign loan repayment,and for remittance of
the foreign investor's profits,etc.
5.6 Annual check on Foreign Currency
Foreign-funded enterprises should entrust accountant
firms appointed by
the Administration of Foreign Exchange Control to conduct annual check
on
their use of foreign exchange and present and annual report on the
results of
the inspection befor April 30 each year. The enterprises should go
to the
Administration of Foreign Exchange Control with the annual report and
their
Foreign Exchange Control Certificates of Forein-funded Enterprises
to renew
the ratification of the certificates before May 31 each year.
5.7 Preferential Policies to Foreign Investment
Foreign-funded enterprises may open foreign currency
account in the local
designated banks with the Foreign Exchange Control Certifticate of
Foreign-
funded Enterprises.
Foreign-funded enterprises may adjust their foreign
currency surplus or
shortage on the swap market.
Authorized by competent departments,foreign-funded
enterprises may export products bought with RMB from domestic producers
in order to achieve comprehensive compensation of foreign currency.
Foreign investors may reinvest their RMB profits
in other enterprises
within China which can generate new and additional foreign currency
earnings,
meanwhile,they can enjoy the same preferential treatment as that of
investment in foreign currencies.
6. Opening Account in China
6.1 Open a Foreign Currency Account
Foreign-invested enterprises may choose any bank
with the authorization
of foreign currency operation to open foreign currency account. The
following
documents must provided:
1 Business license ratified and issued by the Administration
for Industry
and Commerce
2 Approval certificate for the establishment of the enterprise
3 Contract,articles of association and approval documents
4 If it is necessary for an enterprise to open accounts in more
than two
banks or in more than two regions,approval of application must first
be
abtained from the Administration of Foreign Exchange control
6.2 Open a RMB Account
Foreign-invested enterprises may choose any of the
banks with the
authorization of RMB operation to open a RMB account.The following
documents must be provided:
1 Business license ratified and issued by the Administration
for Industry
and commerce
2 Certificate of approval for the establishment of the enterprise
7. Capital Examination by the registered Accountant
7.1 Documents Submitted for Employing a Registered Accountant
(1)Business License
(2)Certificate of Approval
(3)Contracts and Charter
7.2 Capital Examination of the RMB Investment Input
Foreign investors invest RMB into joint-venture
enterprises as investment
input,the following two demands must be met simultaniously before capital
examination:
1. Certificates issued by the authorities of finance,taxation
and administration
of foreign exchanges to confirm that the RMB to be invested into joint-venture
enterprise as investment input is the legal profits of the enterprises
in China
already invested by the investor.
2. All the investors clearly stipulate,by the contracts, charters
or additional
agreements officially approved by the authorities,that this investment
should
be done by RMB input.
7.3 Capital Examination of the Materials Investment Input
when Forign investors invest materials into joint-venture enterprises
as
investmetn input or investors are entrusted by joint-venture enterprises
to
purchase materials and equipments outside China,the four requirements
must
be met simultaniously befor capital examination.
1.The equipments must be advanced,applicable and essential for
the production of joint-venture enterprises and the contracts,charters
or additional agreements
officially approved by authorities stipulate clealy that investors
invest
these materials as investment input.
2.The price of the equipments or materials should not be higher
than that
of the same equipments or materials in international market at the
time,
certificates of the prices of the equipments and materials should be
submitted
by the enterprises when necessary.
3.Contracts of the purchase of equipments and materials signed
by both buyer
and the seller must be submitted,(Here the"seller"generally refered
to the
producer and the supplyer,not the foreign investor).And the figinal
receipts,
bills,bouchers and invoices provided by the seller,copies of business
among
banks must be submitted.
4.Certificates issued by the Import-Export Commodity Inspection
Bureau
8. Examination and Approval of Import Equipments
8.1 Initial Examination
Initial Examination is to examine the implementation of the
contracts signed
by all the investors,the investment input,and the price of equipments.
The following should be submitted:
(1)Contracts,charters and approval documents
(2)Business license,duplicate of certificate of approval
(3)Report of capital examination
(4)List of equipments to be imported.
8.2 Procedures of Approval for Import Equipments
The following documents should be submitted to the Beijing.Foreign
Economic Relations and Trade Commission(typed,four,copies)
1. The application of import equipments,materials.And it should
contain these
information:
(1)Name of the enterprise.Name of each investing partner.
(2)Number of the certificate of approval;Number of the Business license;Date
of the Business License approval and the issuing date.
(3)The total amount of investment,Registered capital,The proportion
of investment of each party,ways and forms of investmetn,conditions of
cash investment input.
(4)Scope of Business,and duration only of Business.
(5)Purpose of application
(6)If the enterprise does not import equipment but purchases vehicles
made in
China,it can change this item and the application to the Application
for
purchasing duty-free vehiclies made in China
(7)Official seal of the enterprise and the date of the application.
2. The Additional agreements signed by the representatives of the
corporations of each party of the joint enterprises should contain these
information:
(1)Name of each investing partner.
(2)Contents of the agreement reached
(3)The list of equipment should have name,quantities,units price and
total price of the equipment.
(4)This agreement is the appendix to the contracts of the joint venture
enterprese and to into effect from the date of signature and approval by
representatives of the corporations of each of the joint-venture enterprise.Those
who apply for supplement and revision of the list of importing equipment
can refer to the
above requirements and give clear indication of the number of original
approval documents,import quota approved and the contents of supplement
and revision(still taking in as the total amount of investment).
3.Duplicates of Business License,Certificate of approval,report of
Capital
examination,Contracts,Charter.If necessary,the original documents of
inquiring price and the original bills should be submitted.
8.3 Applying for Import License
Joint-venture enterprises applying for the import license to
the Beijing Foreign Economic relations and Trade Commission should have
these documents: the Documents approved for importing commodities,the registration
of the customs, the report of capital examination(explanation is needed
when necessary).And it must fill in the explanation cards of commodities
ordering copies.
The enterprise can order commodities from suppliers abroad only
after receiving the import license from the administrative Bureau of import-export
license of the Ministry of Foreign Trade and Economic Cooperation or the
Trade Administration Department of the Beijing Foreign Relations and Trade
Commission.
8.4 Others
(1)According to the regulations of the State Council,enterprises with
investment from Hong Kong,Macao,Taiwan and Export enterprises do not need
to apply for the import license for the vehicle used for production machines,offices
equipment (These kinds of enterprises can apply for exemption documents
to the customs with the indentification certificate issued by the office
of Taiwan Affairs,Beijing Municipal Government or Beijing Economic Relations
and Trade Commission.)
(2)Inquiring to the customs declarer for the catalogue of commodities
requiring import license.
(3)To inquire about import standard of vehicles for daily use to the
District
Foreign Economic Relations and Trade Commission.
9. Customs Procedures
9.1 For Custom Registration and Declaration Registration
The following documents are to be submitted:
1 Approval certificate for the establishment of enterprise
2 Business license of enterprise
3 Contract and Charter
4 List of the approved equipment to be imported
5 Report of capital examination
6 Approval from the Foreign Trade and Economic Cooperation Commission.
9.2 For Exemption of Customs Duties on Import and Export Goods
The following documents are to be submitted:
1 Application form for tax exemption for import and export goods
2 Invoices
3 Copy of the import and export license
9.3 For the Declaration and the Delivery of Goods
The following documents are to be submitted:
1 Customs declaration form for the import or export goods
2 Invoices
3 Packing list
4 Certificate of exemption of taxes for import or export goods
5 Bill of lading
6 Import or export license
More
|