Laws of the People's Republic of China

The Ministry of Foreign Trade and Economic Cooperation

Decree of the Ministry of Foreign Trade and Economic Cooperation

No.31

The Provisions on the Administration of Enterprises with Foreign Investment Serving as Agents for International Cargo Transport have been approved at the 10th minister meeting and are hereby promulgated, and shall come into force on January 1, 2002.

Minister: Shi Guangsheng

December 19, 2001

Provisions on the Administration of Enterprises with Foreign Investment Serving as Agents for International Cargo Transport

Article 1

In order to promote the healthy development of China's international cargo transport agency industry and to regulate the establishment and operation of enterprises with foreign investment serving as agents for international cargo transport, these Provisions have been formulated in accordance with the laws and regulations of the State on enterprises with foreign investment and the Provisions of the People's Republic of China on International Cargo Transport Agency Industry.

Article 2

Enterprises with foreign investment serving as agents for international cargo transport as used in these Provisions refer to the enterprises with foreign investment which have been established by overseas investors in the form of Sino-foreign joint ventures, Sino-foreign cooperative ventures or solely enterprises with foreign investment to accept the trust of consignees and consignors of import and export cargo, which, in the name of trustees or in their own names, handle for trustees international cargo transport and relevant business, and collect service remuneration (hereinafter referred to as international cargo transport agent enterprises with foreign investment ).

Article 3

The Ministry of Foreign Trade and Economic Cooperation of the People's Republic of China (hereinafter referred to as MOFTEC) and the bodies authorized thereby shall serve as the departments of examination and approval and administration of international cargo transport agent enterprises with foreign investment.

Article 4

Foreign investors may establish international cargo transport agent enterprises with foreign investment within the territory of China in the forms of joint venture, cooperative venture or solely enterprise with foreign investment.

The specific time for acceptance of applications for establishment of Sino-foreign joint or Sino-foreign cooperative international cargo transport agent enterprises in which foreign investors hold the controlling position and of the solely international cargo transport agent enterprises with foreign investment shall be promulgated by the administrative authorities of foreign trade and economic cooperation under the State Council, before that, Chinese parties in Sino-foreign joint or Sino-foreign cooperative international cargo transport agent enterprises established shall contribute no less than 50% of the total investment.

Article 5

The Chinese and foreign parties that apply for the establishment of a international cargo transport agent enterprise with foreign investment must meet the following conditions:

1)

At least one Chinese party is an international cargo transport agent enterprise which has engaged in the business of international cargo transport agency for not less than 1 year, or an enterprise which has had the power of import and export management for not less than 1 year, or an enterprise which has engaged in the relevant business of transport or storage. The Chinese parties meeting the above conditions shall control the bulk of shares among Chinese partners;

2)

At least one foreign party is an enterprise which has run the business of international cargo agency for not less than 3 years, and the foreign parties meeting the above conditions shall control the bulk of shares among the foreign parties;

3)

The Chinese and foreign parties haven't committed any act against Provisions on the said business in the 3 years before the date of their application.

Article 6

Enterprises such as docks, ports and airports that may bring unfair competition behaviors to cargo transport agency shall not serve as a party to a joint venture.

Article 7

The same foreign party to a joint venture (including the affiliated enterprises thereof) that has established an international cargo transport agent enterprise which has operated for less than 2 years may not establish the second international cargo transport agent enterprise.

Article 8

The following requirements must be met to establish a international cargo transport agent enterprise with foreign investment:

1)

The minimum registered capital is 1,000,000 US dollars;

2)

having at least 5 working personnel who have engaged in the international cargo transport agency business for not less than 3 years;

3)

having the fixed business site;

4)

having the necessary business facilities for communication, transport, loading and unloading and packaging, etc.

Article 9

A international cargo transport agent enterprise with foreign investment may handle part or all of the following business with approval:

1)

ordering shipping space (rent a ship, charter a plane or charter shipping space), consignment, storage and packaging;

2)

supervising cargo loading and unloading, assembling, opening, grouping and transferring of containers, and the relevant short distance transport services;

3)

customs declaration, reporting cargo for inspection and checks, and insurance;

4)

formulating relevant documents, paying transport expenses, making settlements and paying incidental expenses;

5)

acting as an agent for transport of international exhibits, private articles and cargo in transit;

6)

international multimode transport and container transport (including assembled containers)

7)

international express mail (with the exception of private mail);

8)

consultation and other international cargo transport agency business.

Apart from the general requirements, a main party to an enterprise applying for the business of international express mail must have the qualification for running the business of international express mail.

Apart from the general requirements, the international cargo transport agent enterprise with foreign investment applying for the business of international multimode transport shall meet the following conditions:

1)

having engaged in the business of international cargo transport agency for not less than 3 years;

2)

having the corresponding agency networks in China and overseas;

3)

having the bill of lading for international cargo agency that has been registered and put on record at MOFTEC.

Article 10

Whoever establishes an international cargo transport agent enterprise with foreign investment shall, according to the procedures as provided for by the existing laws and regulations of the State related to enterprises enterprises with foreign investment, file an application with MOFTEC, and MOFTEC and the bodies authorized thereby shall be responsible for examining and approving the establishment of the enterprise, and issuing the Certificate of Approval for Enterprise with Foreign Investment and the Certificate of Approval for International Cargo Transport Agent Enterprise. The following documents are required for the establishment of an international cargo transport agent enterprise with foreign investment :

1)

application form;

2)

report of feasibility study;

3)

contract and articles of association;

4)

list of the members of the board of directors and the main managerial personnel and their resumes;

5)

notification of preliminary ratification of enterprise title issued by the department of industry and commerce;

6)

legal certifications and the credit certifications of the countries or regions where the investors are located;

7)

qualification certifications of the main investing party;

8)

certifications of the business site of the enterprise;

9)

other documents as required by the department of examination and approval.

Article 11

Generally the operation duration of an international cargo transport agent enterprise with foreign investment shall not exceed 20 years.

Article 12

After a international cargo transport agent enterprise with foreign investment has been in official operation for a full year and after the investments of various parties to a joint venture have been paid in full, the enterprise may apply for the establishment of branches in other parts of China. The business scope of the branch shall fall within the business scope of the international cargo transport agent enterprise with foreign investment, and the parent company shall bear several joint liabilities. Each time when a international cargo transport agent enterprise with foreign investment establishes a branch engaged in the business of international cargo transport agency, the enterprise shall add 120,000 US dollars to its registered capital. For the enterprise deceitfully obtaining the approval of the departments of examination and approval for the establishment of the branch through rule-breaking acts such as false investment contribution or flight of registered capital, in addition to punishing it according to the relevant regulations, the department of examination and approval shall revoke the Certificate of Approval for International Cargo Transport Agent Enterprise of its branch.

Those applying for the establishment of branches shall file the applications with MOFTEC, and MOFTEC and the bodies authorized thereby shall grant approval after soliciting the opinions on approval from the departments of foreign trade and economic cooperation of the places where the branches to be established are located. The international cargo transport agent enterprise with foreign investment shall provide the following documents for the establishment of the branch:

1)

letter of opinions of approval of the department of foreign trade and economic cooperation of the place where the branch to be established is located;

2)

decisions of the board of directors on the establishment of the branch and the increase of investment;

3)

agreements on the modification of the contract and articles of association of the joint venture related to the matters of investment increase;

4)

report on the operation of the enterprise, and the reasons and feasibility analysis for the establishment of the branch;

5)

report on the verification of capital of the enterprise;

6)

certifications of the working staff and the business site of the branch;

7)

other documents as required by the department of examination and approval.

Article 13

International cargo transport agent enterprises with foreign investment shall strictly abide by the relevant laws and regulations of the State on foreign investment, and the industrial regulations such as the Provisions of the People's Republic of China on the Administration of International Cargo Transport Agency Industry and the Implementation Rules thereof, and they shall be punished according to the corresponding laws and regulations for the law-breaking or rule-breaking acts they committed.

Article 14

The Foreign- international cargo transport agent enterprises are encouraged to participate in the civil organizations and industrial associations such as the China International Freight Forwarders Association, China Association of Enterprises with Foreign Investment, etc., and to accept the supervision and direction of the trade.

Article 15

The establishment of international cargo transport agent enterprises by companies and enterprises from Hong Kong, Macao, and Taiwan shall be handled in reference to these Measures.

Article 16

These Provisions shall enter into force as of January 1, 2002. The Provisions on the Examination and Approval of International Cargo Transport Agent Enterprises with Foreign Investment promulgated on September 9, 1996 by the Ministry of Foreign Trade and Economic Cooperation shall be nullified simultaneously.