Laws of the People's Republic of China

The Ministry of Foreign Trade and Economic Cooperation

Circular of the Ministry of Foreign Trade and Economic Cooperation Concerning the Adjustment of Relevant Regulations on Import and Export Business Qualifications

WaiJingMaoFaZhanShenHanZi [2000] No.2691

November 2, 2000

Foreign Trade and Economic Commissions (Bureaus, Departments) of all provinces, autonomous regions, municipalities directly under central government, municipalities separately listed on the State plan and Zhuhai, Shantou Special Economic Zones, the Foreign Trade and Economic Bureau of the Production and Construction Corps of Xinjiang Autonomous Region, the Foreign Trade and Economic Commissions (Bureaus) of Harbin, Changchun, Shenyang, Xi'an, Chengdu, Nanjing, Wuhan and Guangzhou:

To further standardize the administration of import and export(hereinafter "imp/exp")qualifications, accelerate the entry of qualified enterprises into the international market and support the reform of state-owned foreign trade enterprises, the Ministry has modified relevant existing regulations concerning the administration of imp/exp qualifications. Relevant issues are notified as follows:

1.

All kinds of domestically-funded enterprises (excluding enterprises that supply or sell commercial materials) that apply for imp/exp qualifications in the field of circulation, shall fill in the Application Form of Import and Export Qualifications and the attachment forms (see the attachment) according to the regulations.

The Foreign Trade and Economic Commissions (Bureaus, Departments) of all provinces, autonomous regions, municipalities directly under central government, municipalities separately listed on the State plan and Zhuhai, Shantou Special Economic Zones, the Foreign Trade and Economic Bureau of the Production and Construction Corps of Xinjiang Autonomous Region, the Foreign Trade and Economic Commissions (Bureaus) of Harbin, Changchun, Shenyang, Xi'an, Chengdu, Nanjing, Wuhan and Guangzhou (hereinafter referred to as "authorized issuing agency"), or the enterprises managed by the Central Enterprise Working Committee (hereinafter referred to as "CEWC") are responsible for the examination of the authenticity and completeness of the application materials submitted by the enterprises, and stamp on the Application Form of Import and Export Qualifications. Reports from submitted by the authorized issuing agencies and CEWC to us shall be brief. Except as required by the regulations or by us, no extra reports or materials need to be submitted.

2.

The existing conditions and regulations for imp/exp qualifications are adjusted as follows:

(1)

The imp/exp companies set up and held by manufacturing enterprises shall be handled according to the business scope of foreign trade circulating companies. The business scope shall be: engaging in or acting as agent for the import and export of various commodities and technology (except for those commodities and technologies designated by the state to be dealt in by specific companies or prohibited from import and export. No special catalogue of import and export commodities is attached.)

When the manufacturing companies have set up import and export companies, the Ministry will not be responsible for the cancellation of import and export managerial right of the original manufacturing enterprises; where the original manufacturing enterprises no longer engage in the import and export business, the managerial right shall be revoked by the authorized issuing agency at the place where the enterprises locate. The originally approved import and export companies set up by the manufacturing enterprise shall go through the procedures for expanding business scope in the authorized issuing agency. In the light of local conditions, and with the original approval documents of MOFTEC concerning the establishment of the imp/exp companies, the authorized issuing agency may handle the procedures individually or collectively in the next annual examination.

(2)

Where the enterprises affiliated to the CEWC apply for imp/exp right, or the CEWC set up foreign trade circulating companies in other localities, the following rules shall be complied with:

a.

The applicant shall be one controlled by CEWC or a company controlled by the affiliate of a CEWC enterprise;

b.

The registered fund standard of the applicant shall be identical with that of the local foreign trade circulating companies, i.e., the registered fund shall be RMB5,000,000 (RMB3,000,000 for the companies in the middle west areas);

c.

Generally, only one imp/exp company is permitted to be set up by the CEWC in one city, except in the place where the CEWC enterprise is located.

(3)

The total amount of the foreign companies approved by the special economic zones will not be appraised again. While the registered fund of the applicant shall be examined after the total amount control is cancelled, i.e., the registered fund shall not be less than RMB3,000,000. For the foreign trade companies set up in the Pudong District of Shanghai, the conditions of registered fund shall be handled pursuant to the afore-mentioned standard and the examination conditions for the export achievement of the original parent companies are canceled. Where foreign trade companies approved by the special economic zones and those in the Pudong District of Shanghai deal in imp/exp business outside of the special economic zones or Shanghai, they shall comply with relevant conditions and report to MOFTEC for approval.

(4)

The original cities directly under the planning of the provincial capitals are authorized to handle the registration procedures of imp/exp right for the publicly-owned manufacturing enterprises (including new and high-tech enterprises and scientific research institutes).

(5)

The enterprises applying for the qualifications of contracting foreign projects may apply for qualification of imp/exp simultaneously, if the conditions (such as registered fund, investment ratio) of imp/exp qualifications are satisfied. Having obtained the qualification of contracting foreign projects, the enterprises may apply for imp/exp qualifications according to the regulations.

3.

The existing regulations concerning name alteration, form alteration and other issues of the imp/exp enterprises are adjusted as follows:

(1)

The name alteration of a foreign trade enterprise need not be reported to the Ministry for approval or examination. The authorized issuing agency shall deal with alteration of the "imp/exp enterprise qualification certificate". Where any local enterprise set up by CEWC alter its name, the authorized issuing agency shall deal with the alteration of "imp/exp enterprise qualification certificate " based on the application documents for name alteration of the CEWC. Besides the afore-mentioned regulations, the foreign trade enterprises shall go through the name alteration procedures of "operation license of overseas projects contracting and labor cooperation" in the Cooperation Department of the Ministry.

(2)

Where any imp/exp enterprise (including central and local enterprises) restructures the system and change the share structure, if the public ownership remains the principal part (with the state-owned or collective economy accounting for over 50%) and the main shareholders remain unchanged, the Ministry will not handle the examination and approval procedures of the imp/exp managerial power.

(3)

Where the CEWC and the affiliate enterprises (affiliates or those controlled by the affiliates) alter the governing authorities or subordination relationship (e.g. transferring to the local governments or to the other enterprises), the Ministry will not handle the examination or approval procedures. The enterprise shall go through the alteration procedures of "imp/exp enterprise qualification certificate" in the authorized issuing agency according to the regulations concerning changes in state assets or share structure. While the alteration of governing authorities, subordination relationship and the transferring of managerial power of the enterprises for contracting overseas project and labor shall report to the Ministry for approval.

(4)

Where any publicly-owned manufacturing enterprise or scientific research institute transfers the imp/exp management right to their affiliate or controlling enterprises, the authorized issuing agency in the enterprises' location shall go through the procedures. Where any manufacturing enterprise that has obtained self-operation imp/exp right upon the approval of the Ministry before the end of 1998, applies, due to restructuring, to transfer the operation right to the manufacturing enterprises newly established after the restructuring, the registered fund of such new enterprises will not be specifically required and the operation right shall be transferred according to the above regulations.

(5)

While going through the procedures of name alteration, transfer, cancellation and the like, the enterprises shall return the original 'imp/exp enterprise qualification certificate " to the authorized issuing agency in the enterprises' location. The authorized issuing agency shall process the code alteration or cancellation for the imp/exp enterprises within 20 working days and transmit the data to the Ministry (China International Electronic Commerce Center) via network. The authorized issuing agencies shall report the situation of enterprise alteration to the Ministry for record every quarter.

(6)

The transfer of imp/exp qualifications for enterprises in circulating field shall still be handled by the Ministry.

(7)

While establishing non-legal person branch companies, the foreign trade circuiting companies shall be directly registered in the industry and commerce administrations without reporting to the Ministry for approval.

Hereby is the notification.

Attachment:

1.Application Form for Imp/exp Qualification(omitted)

2.Statement Form of Special Materials Confirmed by Authorities of Industry and Commerce, Taxation, Statistics and Foreign Trade Enterprise(omitted)