Laws of the People's Republic of China

(Effective Date 1984.07.14)

   Article 1. These Regulations are formulated in accordance with the relevant laws and statutory regulations of the People's Republic of China.

   Article 2. Enterprises established in the Special Zone must carry out registration procedures with the Xiamen Municipal Industry and Commerce Administration Bureau. Any enterprise which is not registered will not be permitted to go into operation.

   Article 3. In applying for registration, a Special Zone enterprise shall produce the following documents:

(i) a document of approval issued by the Xiamen Municipal People's Government or the organ in charge authorised by the Municipal People's Government;

(ii) copies of the approved agreement, contract and articles of association signed by the various parties to the enterprises;

(iii) copies of the business licence or other relevant documents issued by the government department in charge in the country (or region) in which each of the parties to the enterprise is based.

A Special Zone enterprise shall also submit the approval document issued by the relevant department in charge should its undertaking be classified by the State as a specialised line of business or trade.

   Article 4. In applying for registration, a Special Zone enterprise shall fill out a registration form in triplicate in Chinese or in both Chinese and foreign languages. The main items to be registered are: the name of the enterprise, the address, the scope of production or business, the form of production or business, the registered capital, the shares of the respective joint equity or co-operative parties, or the chairman and vice-chairmen of the board of directors, the general manager and deputy general manager, or the director and deputy directors of the factory, the number of employees, the number of foreign employees, the document approving organ, the approval document's number and date of approval.

   Article 5. Resident representative offices to be established in the Special Zone by foreign enterprises, enterprises run by Overseas Chinese, or persons from Hong Kong, Macao and Taiwan, and Sino-foreign joint ventures based outside China shall, within 30 days of the date of approval, register with the Xiamen Municipal Industry and Commerce Administration Bureau by presenting copies of the approval document and the registration certificate issued by the organ in charge in the country (or region) in which the enterprise is located or other evidence of credit-worthiness, together with the representative's letter of authorisation. Without registration, a resident office will not be permitted to engage in business activities.

   Article 6. Special Zone enterprises and resident offices are deemed to be officially established on the day on which their business licence or registration certificate is obtained. Their proper business activities and legitimate rights and interests are protected by the law of the People's Republic of China.

   Article 7. A Special Zone enterprise or resident office, shall present its business licence or registration certificate for opening an account with a bank established in the Xiamen Special Zone and register with the Xiamen Municipal Taxation Bureau for taxation purposes.

   Article 8. When a Special Zone enterprise changes its name or location, its line of production, increases, decreases or transfers its registered capital, changes the scope of its production or business, or extends the duration of its contract, the enterprise shall register the change with the Xiamen Municipal Industry and Commerce Administration Bureau within 30 days of the change being approved by the original examining and approval organ. In the event of the replacement of an enterprise's chairman or general manager, the enterprise shall register the change within seven days of the decision of the board of directors. The registration of other changes shall be submitted in writing to the Xiamen Municipal Industry and Commerce Administration Bureau at the end of each year.

   Article 9. The registration certificate for a resident office will be renewed every year. When changing the name of the resident office, the resident representative(s), the scope of operations, the location of the resident office and the term of residency, the registration of the same shall be made by producing the approval document to the Xiamen Municipal Industry and Commerce Administration Bureau within seven day of the changes being approved by the original approval organ.

   Article 10. When applying for registration or the registration of changes, Special Zone enterprises or resident offices shall pay the fee for registration or the registration of changes in accordance with regulations.

   Article 11. Upon the expiry of the term of operations or residency period, or upon the approved pre-term closure or termination of business, a Special Zone enterprise or resident office shall undertake the cancellation of registration, and hand in for cancellation the business licence or registration certificate with the Xiamen Municipal Industry and Commerce Administration Bureau.

   Article 12. The Xiamen Municipal Industry and Commerce Administration Bureau shall examine, verify and give an official reply to Special Zone enterprises or resident offices, within seven days of receiving the various documents from the enterprises or offices concerning registration or the registration of changes.

   Article 13. The Xiamen Municipal Industry and Commerce Administration Bureau supervises and inspects Special Zone enterprises and resident offices in accordance with the law. In the case of violation of these Regulations, the enterprise or resident office concerned shall, on the basis of the seriousness of each specific case, be given a warning, a fine, be ordered to suspend operations, or have is business licence or registration certificate revoked. In the case of suspension of operations or revocation of the business licence or registration certificate, the matter must be reported to the Xiamen Municipal People's Government for examination and approval and be filed with the Industry and Commerce Administration Bureau.

   Article 14. These Regulations will be effective from the date fo promulgation.