A Guide of Sichuan Provincial Department of Commerce to Application
for Examination and Approval on Contract and Articles of
Association of Chinese-Foreign Equity Joint Ventures

I. Legal basis

(I) It is stipulated in Sub-clause 2 of Article 3 in the Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures (promulgated by No. 48 Order of the President of the People's Republic of China on March 15 th , 2001) that, “The equity joint venture agreement, contract and articles of association signed by the parties to the venture shall be submitted to the state's competent department in charge of foreign economic relations and trade for examination and approval. The examination and approval authorities shall decide to approve or disapprove the venture within three months”.

(II) It is stipulated in Sub-clause 2 of Article 6 in the Regulations for the Implementation of the Law of the People's Republic of China on Joint Ventures Using Chinese and Foreign Investment (State Council Order, No 311, July 22 nd , 2001) that, “The State Council shall delegate to the people's governments in provinces, autonomous regions and centrally administered municipalities and relevant departments under the State Council the power to examine and approve the establishment of joint ventures that meet the following conditions: (1) the total amount of investment is within the limit of the investment examination and approval power as stipulated by the State Council, and the source of capital of the Chinese parties has been ascertained; (2) no additional allocations of raw materials by the State are required and the national balance of fuel, power, transportation and foreign trade export quotas, etc. is not affected. .

II. Conditions of Application

Foreign enterprises, other economic organizations or individuals shall, based on the principle of equality and mutual benefits, establish Chinese-foreign equity joint ventures within the territory of China jointly with Chinese enterprises or other economic organizations.

III. Submissions

(I) Application for the establishment of an equity joint venture;

(II) Comments made by the authority in charge of commerce of the municipality and autonomous prefecture;

(III) The feasibility study report co-prepared by parties to the venture attached with the examining and approving documents from relevant competent departments;

(IV) The agreement, contract and articles of association of joint venture signed by legal representatives or authorized representatives of parties to the venture;

(V) The list of the Chairmen, vice Chairmen and members of the Board of Directors appointed by parties to the venture;

(VI) Business license or registration certificate, credit certification and valid certificate of the legal representative of parties to the venture ;

Besides the above materials, the followings shall be attached:

1. Notice on Approval of Enterprise Name for Registration issued by the administration for industry and commerce;

2. If it is needed to import equipment, the list of equipment to be imported (name, specification, quantity and price) shall be provided;

3. In case that any of the above documents is signed by the authorized person, a power of attorney (original) issued by the legal representative shall be provided.

IV. Handling procedures

(I) The applicant shall submit the application to the service office of the authority in charge of commerce in the Government Affairs Service Center of the local people's government of the region, municipality or autonomous prefecture;

(II) The authority in charge of commerce of the region, municipality or autonomous prefecture shall submit its comments and other relevant documents to the service office of Sichuan Provincial Department of Commerce in Government Affairs Service Center of the Sichuan Provincial People's Government;

(III) Sichuan Provincial Department of Commerce shall carry out legal examination on the application and make decision whether to issue the administrative permit or not. In case of refusal of application, it is required to give reasons.

V. Time limit for handling

(I) Legal time limit: 68 working days (Article 3 of the Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures ).

(II) Time limit promised: 68 working days.

VI. Charging basis and standard

Free of charge

VII. Contact

Contact number: Service Office of Sichuan Provincial Department of Commerce in Government Affairs Service Center of Sichuan Provincial People's Government: (028) 86939516

Hotline for Foreign Investment Consultation: 86-28-86520402 86520222

Section of Foreign Investment Promotion of Sichuan Provincial Department of Commerce: (028) 83221294

Hotline for Complaint: Government Affairs Service Center of Sichuan Provincial People ' s Government: (028) 8693617986936381

Sichuan Provincial Department of Commerce: (028) 3223259/83224046

Website of Government Affairs Service Center of Sichuan Provincial People's Government: www.sczw.gov.cn
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