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SOME LAWS AND REGULATIONS

Rules on Setting up Investment Company
by Foreign Investors

 

Article 10 The investment company may carry out following businesses according to its actual need while doing business in China after the establishment with the approval of the Ministry of Commerce:
1. Invest in the fields that the state allows foreign tradesman to invest in;

2. With the trust deed of its invested enterprises (with the approval of direct or board), provide its invested enterprise with following services:

(1) Help its invested enterprises or act for them to purchase the machines, offic e , equipment of their own use and raw materials, elements and parts, spare parts require d by the production and sale the products its invested enterprises produced at home an d abroad, and provide service after sale;

(2) Balance foreign exchange between the enterprises it invested under th e approval and supervision of exchange control authorities;

(3) Provide its invested enterprises with technology support, staff training personnel management of the enterprises during products production, sales and marker development;

(4) Help its invested enterprises to seek for loan and provide them with guarantee.

3. Establish technology research and development center or institute in the territory of China . Be engaged in the research and development of new products and advanced technology and transfer its achievements and provide corresponding technical service;

4. Provide consultancy service for its invested enterprises, provide its affiliate company with market information and investment policies that have something to do with its investment;

5. Accept out-contracted service business of its parent company and its affiliate company.

Article 11 If the investment company is engaged in the import and export of commodities or techniques, it should meet the requirements of Registration Measures of Foreign Trade Managers;

The investment company that is engaged in commission agent, wh o lesale, retail and business activities with special permission should meet related requirements of Management Measures on Foreign Invested Commercial Fields and change its b usiness scope correspondently in accordance with the law.

Article 12 The enterprises invested by investment compa n y referred to in the Rules means the enterprises that meet following requirements:

1 . The enterprises that the investment company invests directly or jointly invests with other foreign investors and 1 or Chinese investors, the rate of its sole investment or joint investment with other foreign investors takes 25 per cent of the registered capital that it invests in enterprises.

2. The enterprises that investment company purchases part of or all the stock ownership of the enterprises established by its investor or its affiliate company, other foreign investor and the investor in the territory of China and the rate of its sole investment or joint investment with other foreign investors takes 25 per cent of the registered capital that it invests in enterprises;

3. The invested sum of the investment company takes no less than 10 percent of the registered capital it invested in enterprises.

Article 13 The investment company may provide financial support for its invested enterprises with the approval of China Bank Regulation Commission.

Article 14 The investment company may, as a initiator, initiate an establishment of foreign invested limited-liability company or holding unlisted corporate shares of foreign invested limited-liability company. The investment company may also hold unlisted corporate shares of other limited-liability companies in the territory of China in accordance with related rules. The investment company should be deemed as the initiator or shareholder abroad of limited liability company.

Article 15 After the establishment of the investment company, if it does the business in accordance with laws, have no record of contrary to the laws, pay registered capital in time in accordance with the provision of the rules and the actual payment of the registered capital by the investor is not less than 30 million USD and uses it in accordance with the provision of Article 8, the investment company may, with the permission of local province, autonomous region, municipal directly under the Central Government or city specifically designated in the state plan, make an application to the Ministry of Commerce and after the approval it may do following business according to its actual needs in accordance with related national rules:

1 . Develop following business with the trust deed of investment enterprises (approved by director board):

(1) Sale the product produced by its invested enterprises by selling in domestic market and abroad;

(2) Provide transportation, storage and comprehensive service for its invested enterprises.

2. Export domestic goods as an agent or by sale or establishing export purchasing organs and handle export tax drawback in accordance with related rules;

3. Purchase the products produced by its invested enterprises and sale at home and abroad after system integration. If the products produced by its invested enterprises can not meet the needs of system integration, it is allowed to purchase accessory products of system integration at home and abroad, but the value of them should not exceed 50 p ercent of the value of all products needed by system integration.

4. Provide related technical trainings for domestic sellers, agents and domestic companies and enterprises who s i gned the agreement of technique transfer with investment company, its parent company or its affiliate company and deal with the products of its invested enterprises;

5 . For the purposes of the development of product market, the investment company is allowed to import the products relating to the products produced by its invested enterprises from its parent company and place them on trial sale in domestic market before its invested enterprises put into production or the new products produced by its invested enterprises are put into production;

6. Provide operational leasing service of machines and office equipment for its invested enterprises or establish operational leasing company in accordance with laws;

7. Provide service after sale for its imported products:

8. Take part in engineer contract abroad of Chinese enterprises that has the rights of operating the contracted project with foreign countries;

9. Sale (exclude retail) at home the products of the parent company imported by investment company;

 
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