License for Establishment or Alternation of Foreign Investment Enterprises

Release date:2010-07-05  Font Size:[Big Medium Small]

  

  Item Name

  Establishment or Alternation License For Foreign Investment Enterprises (Category A)

Item Category

 Administrative Licensing

 Work Basis

 Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures and its implementation rules (Issued by the State Council on Sep 20th,1983 and revised on July 22nd, 2001 ); Law of the People's Republic of China on Foreign-Capital Enterprises and its implementation rules (Issued by Ministry of Foreign Economic Relation and Trade on Dec 12th, 1990 after the approval of the State Council on Oct 28th,1990 and revised on Apr 12th, 2001); Law of the People's Republic of China on Chinese-Foreign Cooperative Joint Ventures and its implementation rules; The 235th Directive from Hunan Provincial Government on Dec 16th, 2008

 Accepting Institution

 The Window of the Bureau of Commerce in Changde’s Administrative Centre

 Determining   Authorities

 Changde Bureau of Commerce

 Handling Requirements

 I Establishment License For Foreign Investment Enterprises:
  1. The encouraged and permitted foreign investment projects with the amount not more than $100 million;
  2. Contracts and articles having been signed
  II Alternation License For Foreign Investment Enterprises:
  1. Foreign investment enterprises having been set up in the city;
  2. Alternation needed for the original contracts and articles

 Application

     Materials

 I Establishment License For Foreign Investment Enterprises:
  1. Project application form and its approval reply;
  2. Enterprise contracts and articles and the approval reply;
  3. List of all members of the Board of Directors, the Directors’ Appointment Letters and their resumes;
  4. Foreign investors’ subject qualification certificates or the identification certificates notarised by the notary agency from the foreign investors’ country and approved by the Chinese Embassy/Consulate in their country; (Investors from Hong Kong, Macau and Taiwan shall lawfully offer notary documents for their subject qualification certificates or the identification certificates issued by their local notary agency);
  5.Proxy for serving legal documents signed between foreign investor (the authorizing party) and the Chinese recipient of legal documents (the authorized party) (The proxy shall explicitly grant the authorized party to deliver the domestic legal documents and also state the address and contact information of the authorized);
  6.The enterprise name approval notice;
  7.Pre-endowed organizational code notice;
  8.Environmental credentials;
  9.State-owned assets valuation report, letter of confirmation and application form for transferring ownership of state-owned assets (Needed only for those involved in state-owned assets);
  10.Approval documents from departments in charge of planning and land;
  11.Implementation certificates of water, electricity and gas (needed only for large energy consumption projects);
  12.Approval documents from the administrative department in charge of special industry (needed only for those involved in special industry);
  13.Authorisation Letter from the Corporation Representative(needed only for the authorized).
  II. Alternation License For Foreign Investment Enterprises:
  (i) General Alternation (Including increase of assets):
  1. Application report;
  2. Resolution from the original board of directors;
  3. Supplementary contracts and articles (If the authorizing party’s signature is needed, the authorized proxy shall be presented);
  4. If the Chinese party in the joint venture is state-owned or collective-owned, approval from the department in charge shall be presented;
  5. The Permit from the last approval;
  6. The contracts and articles from the last approval;
  7. A list of the members of the original Board of directors;
  8. Capital verification report;
  9. Duplicate of the business license copy, duplicate of the approval certificate as well as the original;
  (ii) Equity Transfer:
  Besides all the materials in Part i, the following are also needed:
  1. The equity transfer agreement accepted by each party of the joint venture (If the authorizing party’s signature is needed, the authorized proxy shall be presented);
  2. A list of the members of the new Board of Directors;
  3. New Directors’ Appointment Letters and their resumes (not needed for unchanged directors);
  4. Foreign investors’ subject qualification certificate or the identification certificate which has been notarised by the public notary office from the foreign investors’ country and approved by the Chinese Embassy or Consulate to their country (Needed only for the newly-added foreign shareholders); Investors from Hong Kong, Macau and Taiwan shall lawfully offer notary documents for their subject qualification certificates or the identification certificates issued by their local notary agency (Needed only for the newly-added foreign shareholders);
  5. Proxy signed between foreign investor (the authorizing party)
  and its Chinese recipient (the authorized party) (Such a Proxy shall explicitly grant the authorized to deliver domestic legal documents and also state clearly the address and contact information of the authorized)(not needed for uninvolved persons)(needed only for the newly-added foreign shareholders);
  6. For those involved in state-owned assets, state-owned assets valuation report, letter of confirmation and application form for transferring ownership of state-owned assets shall be presented;
  7. For all the added items, the approval documents from the departments in charge of planning, environmental protection and land, etc., shall be presented.
  (iii) Decrease of registered capital:
  1. Unanimous resolution from the Board and the application letter
  signed by the President the Board;
  2. Balance sheet, inventory of property, list of creditors and duplicate of business license verified by Chinese certified public accountants;
  3. Initial reply from the approval authority;
  4. Public announcement of decreasing registered capital (original
  copy of the newspaper) (45 days for the period of the announcement);
  5. Explication for debt settlement or debt guarantee;
  6. Supplementary contracts and articles with seals and signatures from each party to the joint venture;
  7. If equity transfer is involved, materials for equity transfer shall be added;
  8. If there is any change of directors, the added director’s Letter of Appointment, resume and ID card copy shall be presented.

 Handling

   Procedures

 I. Establishment License For Foreign Investment Enterprises:
  (i) Acceptance:
  1. Persons responsible for the position: The staff in the Window of the Bureau of Commerce in Changde’s Administrative Centre (Tel:0736-7257312);
  2. Responsibilities and authority for the position:
  1) To examine the application materials of the applicant’s administrative license application according to the requirements and standards concerned;
  2) To accept the registration, and issue a Notification for Commitment to transfer to the phase of preliminary examination if qualified;
  3) To inform the applicants of all the materials to be added at once if application materials and procedures are incomplete. Non acceptance will be notified in written form, with the applicant being given the reasons of disapproval, related rights and complaint channels if the application is inconsistent with the requirements.
  3. Handling the application.
  (ii) Examination:
  A. The phase of preliminary examination:
  1. Persons responsible for the position: The staff in the Window of the Bureau of Commerce in Changde’s Administrative Centre;
  2. Responsibilities and authority for the position:
  1) To examine the legitimacy and authenticity of the applicant’s materials according to license requirements;
  2) To present the preliminary review about the qualification of the application and submit the application to the officer in charge of foreign capital examination for further examination;
  3) Time Limit: One working day
  B. Further examination:
  1. Persons responsible for the position: The officer in charge of foreign capital examination in the Window of the Bureau of Commerce in Changde’s Administrative Centre;
  2. Responsibilities and authority for the position:
  1) To verify the preliminary review for the application materials;
  2) To present review in written form about the qualification of the application and submit the application materials to the executive leader in charge;
  3. Time Limit: One working day.
  (iii) Determination:
  a) Persons responsible for the position: The executive leader in charge in the Changde Bureau of Commerce;
  2. Responsibilities and authority for the position:
  1)To make the final examination for the preliminary review and the reexamination review;
  2)To issue the approval documents for the application if approving the reviews, and to inform the staff in the Window to issue the permit and the certificate of approval;
  3) To issue the disapproval documents for the application if disapproving the reviews;
  3. Time Limit: One working day
  (iv) Notification and Public Announcement:
  1. Persons responsible for the position: The staff in the Window of the Commerce Bureau in Changde Administration Centre;
  2. Responsibilities and authority for the position:
  1) To issue the Permit and the certificate of approval and notify the applicant;
  2) To notify the applicants to get the disapproval documents and also inform the applicants of the relevant rights and complaint channels if disapproving the application;
  3) To file all the written materials and have them published on the official website.

 Time Limit For Handling

 Three working days

 Charge

   Condition

 No Charge

 Supervision and Inspection Institution

 Changde Administration Efficiency Complaints Center (Tel:0736-7256110)

 Consulting

  Channel

 0736-7712134

 Basis for accountability

 Chapter 7 of the Administrative License Law of the People's Republic of China and Changde Bureau of Commerce’s Accountability System for Administrative Law Enforcement

 Office Hours

  and Address

 Office hours: 8:00-12:00, 15:00-18:00 (in summer); or 14:30-17:30 (in winter). Workdays from Monday to Friday (Chinese legal holidays are excluded)
  Address: No.2 of the Western Section of Dongting Avenue

 Bus Routes

 Buses Numbered 2, 5, 33, 40, 42, 46 to Change Bureau of Commerce Station

 Application

   Online

  www.cdswj.gov.cn (Chinese Version) (Governmental affairs open to the public)

 Status Enquiry

  www.cdswj.gov.cn (Chinese Version) (Governmental affairs open to the public)

 

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