Laws of the People's Republic of China

The State Administration for Industry and Commerce

Reply of the State Administration for Industry and Commerce on the Issue Whether Companies should Submit Evidence of Triple Newspaper Announcements for Applications for Registration Cancellation

GongShangQiZi [2001] No.102

April 13, 2001

Hubei Administration for Industry and Commerce:

We have studied the Request of Wuhan Administration of Industry and Commerce of your province for Instructions on Whether Companies should Submit Evidence of Triple Newspaper Announcements for Applications for Registration Cancellation (WuGongShang [2001] No.23) and now reply as follows:

Article 37 of the Regulations on Company Registration Administration clearly prescribes for the documents to be submitted by companies applying for registration cancellation, which do not explicitly require the submission of evidence of public notice. Public announcements at a minimum of three times are required legal procedures to be performed by the liquidation group after its establishment, requirements of the Corporate Law on the liquidation group and effective measures to protect the obligee. The liquidation report should therefore reflect such contents. Any losses incurred by companies or obligees as a result of violation of the legal procedures and purposeful or fatal misconduct on the part of the liquidation group should be borne by the liquidation group and its members. The Regulations on Company Registration Administration clearly stipulates that applications for registration cancellation should require the submission of liquidation reports verified by the board of shareholders or other related authorities. Liquidation reports without explicit statements of triple public announcements and completion of the settlement of equity and liabilities should be returned by company registration authorities for revision. Evidence of triple public announcements doe not constitute a required document for applications for registration cancellation.