RULES FOR THE IMPLEMENTATION OF FOREIGN EXCHANGE CONTROLS RELATING TO FOREIGN INSTITUTIONS IN CHINA AND THEIR PERSONNEL

MEASURES CONCERNING SUPERVISION OF SANITATION AT BORDER PORTS

Category	PUBLIC HEALTH AND MEDICINE	Organ of Promulgation	The State Council	Status of Effect	In Force
Date of Promulgation	1982-02-04	Effective Date	1982-02-04

Measures Concerning Supervision of Sanitation at Border Ports of the People’s Republic of China

Chapter I  General Provisions
Chapter II  Sanitation Requirements at Border Ports
Chapter III  Sanitation Requirements for Means of Transport
Chapter IV  Sanitation Requirements for Food, Drinking Water and Personnel
Chapter V  The Duties of Persons in Charge of Border Ports and Means of
Chapter VI  The Responsibilities of Sanitation Supervision Authorities
Chapter VII  Rewards and Punishments
Chapter VIII  Supplementary Provision
Notes:

(Approved by the State Council on December 30, 1981 and promulgated by

the Ministry of Public Health, Ministry of Communications, General
Administration of Civil Aviation of China and the Ministry of Railways on
February 4, 1982)
Chapter I  General Provisions

Article 1 These Measures are formulated, as required by Article 3 of the
Frontier Health and Quarantine Regulations of the People’s Republic of
China (Note (1)), to strengthen the supervision of sanitation at border ports
and aboard international means of transport, to improve their sanitary
conditions and to block up and extinguish sources of infection, cut off
channels of spreading, prevent infectious diseases from spreading into or out
of the country and protect the health of the people.

Article 2 These measures shall apply to sea ports, airports, railway
stations and passes open to the outside world (hereinafter generally referred
to as “border ports”) and to international vessels, aircraft and vehicles
(hereinafter referred to as “means of transport”) staying in these places.
Chapter II Sanitation Requirements at Border Ports

Article 3 A cleaning system shall be established in border ports to
eliminate the breeding grounds of flies and mosquitos, and litter bins shall
be installed and cleaned regularly, so as to keep the environment clean and
tidy.

Article 4 Domestic refuse in border ports shall be removed every day and
fixed refuse dumps provided for that purpose shall be regularly cleared;
domestic sewage shall not be drained off indiscriminately and shall go
through disinfecting treatment so as to prevent the environment and water
sources from contamination.

Article 5 The departments concerned shall adopt feasible measures to
reduce the numbers of insect vectors and rodents to a harmless level in the
buildings of border ports.

Article 6 All floors of waiting rooms in piers, airports, stations and
customs houses shall be kept neat and clean, their walls dust-free and their
windows and tables bright and clean. They shall be well ventilated and
equipped with necessary sanitation facilities.

Article 7 A perfect sanitation system shall be established in
restaurants, cafes, canteens, dining rooms, kitchens, buffets and small shops
in border ports so as to regularly keep them clean and tidy and make their
walls, ceilings, tables and chairs clean and dust-free. The places shall be
provided with refrigeration equipment and equipment against mosquitos, flies,
mice and cockroaches and no such pests and rodents shall be found inside
these buildings.

Article 8 Attendants shall be put in charge of the toilets and bathrooms
in border ports, cleaning them regularly and keeping them clean and tidy so as
to rid them of flies and nasty odours.

Article 9 The warehouses, godowns and goods yards in border ports shall
be kept clean and tidy. When abnormal death of mice or rats is found,
immediate reports shall be given to health quarantine authorities or local
public health and epidemic prevention departments.

Article 10 The water sources for border ports shall be well protected and
toilets, seepage wells, etc. which will pollute the water sources shall not be
built within a distance of 30 meters in diameter from a water source.
Chapter III Sanitation Requirements for Means of Transport

Article 11 Means of transport shall be equipped with first-aid medicines
and equipment as well as disinfectants, insecticides and rodenticides. If
necessary, provisional quarantine rooms shall be arranged aboard ships.

Article 12 Provisions concerning the prevention and elimination of insect
vectors and rodents from means of transport:

(1) ships, aircraft and trains shall be provided with adequate preventive
measures against rodents so as to eliminate them or to reduce their numbers to
a harmless level;

(2) these means of transport shall be kept free from mosquitos, flies or
other harmful insects, which shall be eliminated upon discovery.

Article 13 The toilets and bathrooms on means of transport shall be kept
clean, tidy and free from unpleasant odours.

Article 14 The sanitation requirements for the disposal of excrement,
urine, refuse and sewage on means of transport are as follows:

(1) daily refuse shall be put in containers with covers, prohibited from
being dumped indiscriminately into port areas, airports or station areas and
must be removed by means of special refuse vehicles (or vessels) to designated
places for treatment. If necessary, excrement, urine and sewage shall go
through sanitary treatment before being disposed of;

(2) the refuse in solid form on board means of transport from epidemic
areas of plague shall be disposed of by incineration, while the excrement,
urine, ballast water and sewage on board means of transport from the epidemic
areas of cholera shall be sterilized if necessary.

Article 15 The sanitation requirements for cargo holds, luggage cars,
postal cars and freight cars of means of transport as well as trucks are as
follows:

(1) such insect vectors and harmful animals as mosquitos, flies,
cockroaches and mice and conditions favourable for their breeding shall be
eliminated from cargo holds, lugage cars, postal cars, freight cars and trucks
which shall be thoroughly cleaned before goods are being loaded or unloaded so
as to be free of excrement, urine and refuse;

(2) the freight cars or trucks carrying poisonous substances and food
shall be placed separately in different designated places so as to avoid
contamination and shall be thoroughly cleaned after goods are completely
unloaded;

(3) the luggage and goods from epidemic areas shall be carefully examined
so that no insect vectors and rodents shall subsist therein.

Article 16 The sanitation requirements for passenger cabins, lodging
cabins and passenger cars of means of transport as well as passenger vehicles
are as follows:

(1) passenger cabins, lodging cabins, passenger cars and other passenger
vehicles shall be cleaned whenever necessary, kept free of refuse and dust and
well ventilated;

(2) beddings shall be replaced and washed after use each time and be free
of lice, fleas, bedbugs or other insect vectors.
Chapter IV Sanitation Requirements for Food, Drinking Water and Personnel
Engaged in These Trades

Article 17 The food supplied to border ports and on means of transport
shall conform to the provisions in the Regulations of People’s Republic of
China on Food Hygienic Control (Note (2)) and food hygienic standards.

Article 18 The drinking water supplied to border ports and on means of
transport shall conform to Hygienic Standards of Drinking Water stipulated by
the state. The vehicles used in transporting drinking water as well as storage
containers and water pipelines shall be cleaned regularly and kept clean.

Article 19 The health requirements for personnel engaged in supplying
food and drinking water are as follows:

(1) the patients or carriers of infectious intestinal diseases or
surferers from active tuberculosis or suppurative exudative dermatosis shall
not be engaged in supplying food and drinking water;

(2) all personnel engaged in the supply of food and drinking water shall
go through a medical check-up every year. Those newly engaged in this work
shall first have a medical check-up and those proved up to the standard shall
be granted health certificates;

(3) the personnel engaged in the supply of food and drinking water shall
cultivate good hygenic habits, dress neatly and cleanly at work and strictly
abide by the hygienic operation system.
Chapter V The Duties of Persons in Charge of Border Ports and Means of
Transport

Article 20 The duties of the officers in charge of border ports and means
of transport pertaining to sanitation and hygiene are as follows:

(1) to do a good job in keeping up to the sanitation and hygiene
standards, and be always ready for the supervision and inspection by the
sanitary supervision personnel and provide them with facilities for their work;

(2) to play an exemplary role in abiding by these Measures and other
sanitation decrees, regulations and provisions;

(3) to promptly adopt remedial measures to change the unsanitary
conditions of border ports and the means of transport in accordance with the
advice of the sanitation supervisors;

(4) to report to the border health quarantine authorities or local
epidemic prevention department and immediately adopt epidemic prevention
measures when a quarantine infectious disease of a monitored one is found.
Chapter VI The Responsibilities of Sanitation Supervision Authorities

Article 21 The health quarantine authorities in border ports shall
exercise sanitation supervision over border ports and means of transport under
the leadership of local people’s governments. Their major responsibilities
are:

(1) to supervise and direct the officers in charge of the departments
concerned in border ports and on means of transport in the prevention and
elimination of insect vectors and rodents;

(2) to examine the food and drinking water on board means of transport
parked in border ports and ready to cross border in both directions and
exercise sanitation suipervision over systems of transport, supply and
storage facilities

(3) to carry out examination, supervision and hygienic treatment of
persons who have died from causes other than accidents in border ports and on
board means of transport;

(4) to supervise the officers in charge of the departments concerned in
border ports and means of transport in the removal and treatment of excrement,
urine, refuse and sewage;

(5) to exercise sanitation supervision over environmental factors which
are of epidemiological significance to quarantine and monitored infectious
diseases;

(6) to monitor the implementation of the measures to prevent mosquitoes
from breeding in the vicinity of border ports; and

(7) to conduct hygiene publicity and education, spread hygiene knowledge
among people and heighten the consciousness of the personnel in border ports
and on means of transport to abide by and implement these Measures.

Article 22 A border port health quarantine organ shall be provided with 1
to 5 border port sanitation supervisors to carry out the tasks of sanitation
supervision and such ports shall be concurrently held by the leading cadres
and professional personnel above the rank of quarantine doctor of the border
port health quarantine organ, who are of commendable personality and great
conscientiousness in work. Border port sanitation supervisors shall be
recommended by health quarantine authorities, screened by the public health
administration authorities of the provinces, municipalities directly under the
Central Government and autonomous regions, and appointed by the Ministry of
Public Health of the People’s Republic of China and granted Certificates of
Border Port Sanitation Supervisors.

Article 23 On the strength of their certificates, border port sanitation
supervisors shall have the right to exercise sanitation supervision,
inspection and technical guidance over the officers in charge of border ports
and means of transport; they may in conjunction with departments concerned,
put forward proposals for improvement to the units or individuals concerned
whose sanitation work is dissatisfactory and has resulted in the spread of
infectious disease and take necessary measures to deal with them in
conjunction with the departments concerned.
Chapter VII Rewards and Punishments

Article 24 Border port quarantine authorities shall commend and reward
units and individuals that have made remarkable achievements in the
implementation or these Measures and the state decrees, regulations and
provisions relating to public health.

Article 25 Border port health quarantine authorities shall, on the merit
of each case, warn or fine the units and individuals that have contravened
these Measures and the decrees, regulations and provisions relating to public
health and may submit the cases to the judicial organs for punishment
according to law.
Chapter VIII Supplementary Provision

Article 26 These Measures shall go into effect as of the date of
promulgation.

Notes:

(1) The said Regulations were nullified by Frontier Health and Quarantine
Law of the People’s Republic of China adopted by the Standing Committee of the
Sixth National People’s Congress on December 2, 1986, the Measures shall be
effective. – The Editor

(2) The said Regulations were nullified by Food Hygiene Law of the
People’s Republic of China (For Trial Implementation) adopted by the Standing
Committee of the Fifth National People’s Congress on November 19, 1982 and the
Law shall apply instead. – The Editor

PEOPLE’S CONGRESS REGARDING THE SEVERE PUNISHMENT OF CRIMINALS WHO SERIOUSLY SABOTAGE THE ECONOMY

DECISION OF THE STANDING COMMITTEE OF THE NATIONAL PEOPLE’S CONGRESS REGARDING REVISION OF THE INCOME TAX LAW OF THE PEOPLE’S REPUBLIC OFCHINA CONCERNING CHINESE-FOREIGN EQUITY JOINT VENTURES

Category	TAXATION	Organ of Promulgation	The Standing Committee of the National People’s Congress	Status of Effect	Invalidated
Date of Promulgation	1983-09-02	Effective Date	1983-09-02	Date of Invalidation	1991-07-01

Decision of the Standing Committee of the National People’s Congress Regarding Revision of the Income Tax Law of the People’s Republic ofChina Concerning Chinese-foreign Equity Joint Ventures

(Adopted at the Second Meeting of the Standing Committee of the Sixth

National People’s Congress, promulgated by Order No. 8 of the President of the
People’s Republic of China on September 2, 1983, and effective as of the same
date) (Editor’s Note: Income Tax Law of the People’s Republic of China
Concerning Chinese-Foreign Equity Joint Ventures has been annulled by the
Income Tax Law of the People’s Republic of China for Enterprises with Foreign
Investment and Foreign Enterprises promulgated on April 9, 1991 and effective
as of July 1, 1991)

The Second Meeting of the Standing Committee of the Sixth National
People’s Congress has decided to revise the Income Tax Law of the People’s
Republic of China Concerning Chinese-Foreign Equity Joint Ventures as follows:

1. The first paragraph of Article 5, which reads: “A newly established
joint venture scheduled to operate for a period of 10 years or more shall,
upon approval by the tax authorities of an application filed by the venture,
be exempted from income tax in the first profit-making year and allowed a 50%
reduction in income tax in the second and third years,” is revised to read:
“A joint venture scheduled to operate for a period of 10 years or more shall,
upon approval by the tax authorities of an application filed by the venture,
be exempted from income tax in the first two years after it has begun to make
a profit and allowed a 50% reduction in the third through the fifth years.”

2. Article 8 reads: “Income tax on joint ventures shall be computed and
levied on an annual basis and paid in advance in quarterly instalments. Such
advance payments shall be made within 15 days after the end of each quarter,
and the final settlement shall be made within three months after the end of
each tax year, with a refund for any, overpayment and a supplementary payment
for any deficiency. ” The phrase” within three months after the end of each
tax year” contained therein is revised to read: “within five months after the
end of each tax year”.

3. Article 9 reads: “Joint ventures shall file their income tax returns in
respect of advance payments with the local tax authorities within the period
prescribed for advance payments and shall file their annual income tax
returns together with the statements of final accounts within three months
after the end of the tax year”. The phrase “within three months after the end
of the tax year” contained therein is revised to read: “within four months
after the end of the tax year.”

PROCEDURES FOR THE IMPLEMENTATION OF THE REGULATIONS ON LABOUR MANAGEMENT IN JOINT VENTURES USING CHINESE AND FOREIGN INVESTMENT&NBSP;

SUPPLEMENTARY PROVISIONS ON ACCOUNTING FOR FOREIGN CURRENCY TRANSACTIONS BY JOINT VENTURES USING CHINESE AND FOREIGN INVESTMENT

STANDARDIZATION LAW

Category	TECHNOLOGICAL CONTROL	Organ of Promulgation	The Standing Committee of the National People’s Congress	Status of Effect	In Force
Date of Promulgation	1988-12-29	Effective Date	1989-04-01

Standardization Law of the People’s Republic of China

Contents
Chapter I  General Provisions
Chapter II  Formulation of Standards
Chapter III  Implementation of Standards
Chapter IV  Legal Responsibility
Chapter V  Supplementary Provisions

(Adopted at the Fifth Meeting of the Standing Committee of the Seventh

National People’s Congress on December 29, 1988, promulgated by Order No. 11
of the President of the People’s Republic of China on December 29, 1988, and
effective as of April 1, 1989)
Contents

Chapter I General Provisions

Chapter II Formulation of Standards

Chapter III Implementation of Standards

Chapter IV Legal Responsibility

Chapter V Supplementary Provisions
Chapter I General Provisions

Article 1 This Law is formulated with a view to developing the socialist
commodity economy, promoting technical progress, improving product quality,
increasing social and economic benefits, safeguarding the interests of the
State and the people and suiting standardization to the needs in socialist
modernization and in the development of economic relations with foreign
countries.

Article 2 Standards shall be formulated for the following technical
requirements that need to be unified:

(1) the varieties, specifications, quality and grades of industrial
products as well as the safety and sanitary requirements for them;

(2) the design, production, inspection, packing, storage, transportation
and methods of operation of industrial products as well as the safety and
sanitary requirements for them in the process of production, storage and
transportation;

(3) technical requirements and testing methods related to environmental
protection;

(4) the designs, construction procedure and safety requirements for
construction projects; and

(5) technical terms, symbols, code names and drawing methods related to
industrial production, project construction and environmental protection.

Major agricultural products and other items that need to be standardized
shall be designated by the State Council.

Article 3 The tasks of standardization shall include the formulation of
standards and organization of and supervision over the implementation of the
standards.

Standardization shall be incorporated in the plan for national economic
and social development.

Article 4 The State shall encourage the active adoption of international
standards.

Article 5 The department of standardization administration under the
State Council shall be in charge of the unified administration of
standardization throughout the country. Competent administrative authorities
under the State Council shall, in line with their respective functions, be
in charge of standardization in their respective departments and trades.

The departments of standardization administration of provinces, autonomous
regions and municipalities directly under the Central Government shall be in
charge of the unified administration of standardization within their
respective administrative areas. Competent administrative authorities under
the governments of provinces, autonomous regions and municipalities directly
under the Central Government shall, in line with their respective functions,
be in charge of standardization in their respective departments and trades
within their respective administrative areas.

The standardization administration departments and the competent
administrative authorities of cities and counties shall, in line with their
respective functions as assigned by the governments of provinces, autonomous
regions and municipalities directly under the Central Government, be in charge
of standardization within their respective administrative areas.
Chapter II Formulation of Standards

Article 6 National standards shall be formulated for the technical
requirements that need to be unified nationwide. National standards shall be
formulated by the department of standardization administration under the State
Council. Where, in the absence of national standards, technical requirements
for a certain trade need to be unified, trade standards may be formulated.
Trade standards shall be formulated by competent administrative authorities
under the State Council and reported to the department of standardization
administration under the State Council for the record, and shall be annulled
on publication of the national standards. Where, in the absence of both
national and trade standards, safety and sanitary requirements for industrial
products need to be unified within a province, an autonomous region or a
municipality directly, under the Central Government, local standards may be
formulated. Local standards shall be formulated by departments of
standardization administration of provinces, autonomous regions and
municipalities directly under the Central Government and reported to the
department of standardization administration and the competent
administrative authorities under the State Council for the record, and shall
be annulled on publication of the national or trade standards.

Where, in the absence of both national and trade standards for products
manufactured by an enterprise, standards for the enterprise shall be
formulated to serve as the criteria for the organization of production. An
enterprise’s standards for its products shall be reported to the
standardization administration department and the competent administrative
authorities under the local government for the record. Where national or
trade standards have been formulated, the State shall encourage enterprises
to formulate their enterprise standards, which are more stringent than the
national or trade standards, to be used in these enterprises.

Where the formulation of standards is otherwise provided for by law, such
legal provisions shall be complied with.

Article 7 National standards and trade standards shall be classified
into compulsory standards and voluntary standards. Those for safeguarding
human health and ensuring the safety of the person and of property and those
for compulsory execution as prescribed by the laws and administrative rules
and regulations shall be compulsory standards, the others shall be voluntary
standards.

The local standards formulated by standardization administration
departments of provinces, autonomous regions and municipalities directly
under the Central Government for the safety and sanitary requirements of
industrial products shall be compulsory standards within their respective
administrative area.

Article 8 The formulation of standards shall be conducive to ensuring
safety and the people’s health, safeguarding consumer interests and
protecting the environment.

Article 9 The standards to be formulated shall be conducive to a
rational use of the country’s resources, a wider utilization of scientific
and technological gains and the enhancement of economic returns, conform to
operation instructions, increase the universality and interchangeability of
products, and be technologically advanced and economically rational.

Article 10 The standards to be formulated shall be coordinated with and
supported by related standards.

Article 11 The standards to be formulated shall help promote economic
and technological cooperation with foreign countries and foreign trade.

Article 12 The roles of trade associations, scientific research
institutions and academic organizations shall be brought into play in the
formulation of standards.

A department engaged in the formulation of standards shall organize a
committee on standardization technology composed of specialists, which shall
be responsible for the drafting of the standards and shall participate in the
examination of the draft standards.

Article 13 After the standards come into force, the department that
formulated them shall, in the light of scientific and technological
developments and the needs in economic construction, make timely reviews of
the current standards to determine if they are to remain effective or are to
be revised or annulled.
Chapter III Implementation of Standards

Article 14 Compulsory standards must be complied with. It shall be
prohibited to produce, sell or import products that are not up to the
compulsory standards. With regard to voluntary standards, the State shall
encourage their adoption by enterprises on an optional basis.

Article 15 With respect to products for which national or trade standards
have been formulated enterprises may apply to the standardization
administration department under the State Council or agencies authorized by
the same department for product quality authentication. For products which
are authenticated to conform to the standards, certificates shall be issued
by the department that made the authentication and the use of the prescribed
authentication marks shall be permitted on such products and the packing
thereof.

If products for which authentication certificates have been granted do
not conform to national or trade standards, or if products have not undergone
authentication or found not up to the standards after the authentication
proceedings, no authentic marks shall be permitted for use on such products
leaving factories for sale.

Article 16 Technical requirements for export products shall comply with
contractual provisions.

Article 17 The development of new products, improvement of products
or technical renovation by an enterprise shall conform to standardization
requirements.

Article 18 Departments of standardization administration under
governments at or above the county level shall be responsible for supervision
over and inspection of the implementation of the standards.

Article 19 Departments of standardization administration under
governments at or above the county level may, in accordance with needs,
establish inspection organizations or authorize inspection organizations of
other units to examine whether products conform to the standards. Where the
laws and administrative rules and regulations provide otherwise on inspection
organizations, such provisions shall apply.

Disputes over whether a product conforms to the standards shall be
handled in accordance with the inspection data provided by the inspection
organizations as specified in the preceding paragraph.
Chapter IV Legal Responsibility

Article 20 Whoever produces, sells or imports products that do not
conform to the compulsory standards shall be dealt with according to law by
the competent administrative authorities as prescribed by the laws and
administrative rules and regulations. In the absence of such prescriptions,
his products and unlawful proceeds shall be confiscated and he shall be
concurrently fined by the administrative authorities for industry and
commerce; where serious consequences are caused and crimes are constituted,
the person directly responsible shall be investigated for criminal
responsibility in accordance with the law.

Article 21 Where authentication marks are used on products leaving a
factory for sale, for which authentication certificates have been issued but
which do not conform to national or trade standards, the enterprise concerned
shall be ordered by the department of standardization administration to stop
the sale and shall be fined concurrently; where the circumstances are serious,
the authentication certificates shall be revoked by the department that made
the authentication.

Article 22 Whoever uses authentication marks, without authorization,
on products leaving a factory for sale, which have not undergone
authentication or have been found not up to the standards after the
authentication proceedings, shall be ordered by the department of
standardization administration to stop the sale and shall concurrently be
fined.

Article 23 A party which refuses to accept the punishment of
confiscation of its products and of its unlawful proceeds and a fine may,
within 15 days of receiving the penalty notice, apply for reconsideration to
the office immediately above the one that made the punishment decision; a
party which refuses to obey the reconsideration decision may, within 15 days
of receiving the reconsideration decision, bring a suit before a people’s
court. The party also may, within 15 days of receiving the penalty notice,
directly bring a suit before a people’s court. If a party neither applies
for reconsideration nor brings a suit before a people’s court within the
prescribed time nor complies with the punishment decision, the office that
made the punishment decision shall apply to a people’s court for compulsory
execution.

Article 24 Personnel responsible for the supervision, inspection and
administration of standardization who violate the law or neglect their
duties, or are engaged in malpractices for personal gains, shall be given
disciplinary sanctions; where crimes are constituted, their criminal
responsibility shall be investigated in accordance with the law.
Chapter V Supplementary Provisions

Article 25 Rules for the implementation of this Law shall be formulated
by the State Council.

Article 26 This Law shall go into effect as of April 1, 1989.

CONSITUTION AMENDMENT

Amendment to the Constitution of the People’s Republic of China

(Effective Date:1988.04.12–Ineffective Date:)

AMENDMENT TO THE CONSTITUTION OF THE PEOPLE’S REPUBLIC OF CHINA

(Adopted at the First Session of the Seventh National People’s Congress on April 12, 1988)

Article 1. Article 11 of the Constitution shall include a new paragraph which reads: “The state permits the private sector of the economy to
exist and develop within the limits prescribed by law. The private sector of the economy is a complement to the socialist public
economy. The state protects the lawful rights and interests of the private sector of the economy, and exercises guidance, supervision
and control over the private sector of the economy.”

Article 2. The fourth paragraph of Article 10 of the Constitution, which provides that ” no organization or individual may appropriate, buy,
sell or lease land or otherwise engage in the transfer of land by unlawful means,” shall be amended as: ” No organization or individual
may appropriate, buy, sell or otherwise engage in the transfer of land by unlawful means. The right to the use of land may be transferred
according to law.”

REGULATIONS FOR CONTROLLING THE REGISTRATION OF ENTERPRISES AS LEGAL PERSONS

Category	ADMINISTRATION FOR INDUSTRY AND COMMERCE	Organ of Promulgation	The State Council	Status of Effect	In Force
Date of Promulgation	1988-06-03	Effective Date	1988-07-01

Regulations of the People’s Republic of China for Controlling the Registration of Enterprises As Legal Persons

Chapter I  General Provisions
Chapter II  Registration Authorities
Chapter III  Conditions for Registration and Entities to Apply for
Chapter IV  Items of Registration
Chapter V  Registration for Starting Operations
Chapter VI  Changes in Registration
Chapter VII  Cancellation of Registration
Chapter VIII  Announcement, Annual Check-up and Control of Certificates
Chapter IX Control of the Registration of Business Operations by
Chapter X  Supervision and Control
Chapter XI  Supplementary Provisions

(Adopted by the Fourth Executive Meeting of the State Council on May

13, 1988, promulgated by Decree No. 1 of the State Council of the People’s
Republic of China on June 3, 1988, and effective as of July 1, 1988)
Chapter I  General Provisions

Article 1 In accordance with relevant provisions of the General Principles
of the Civil Law of the People’s Republic of China, the present Regulations
are formulated with a view to establishing a system for controlling the
registration of enterprises as legal persons, confirming their status as such,
safeguarding their legitimate rights and interests, stamping out illegal
business operations, and preserving social and economic order.

Article 2 Any of the following enterprises which are qualified as legal
persons shall register as such in accordance with the relevant provisions of
the present Regulations:

(1) enterprises owned by the whole people;

(2) enterprises under collective ownership;

(3) jointly operated enterprises;

(4) Chinese-foreign equity joint ventures, Chinese-foreign contractual
joint ventures and foreign-capital enterprises established within the territory
of the People’s Republic of China;

(5) privately operated enterprises;

(6) other enterprises required by the law to register as legal persons.

Article 3 Those enterprises applying for registration as legal persons
shall be given Business Licenses for Enterprises as Legal Persons and the
status of legal persons when their applications for registration have been
examined and approved by the authorities in charge of the registration of
enterprises as legal persons and their legitimate rights and interests shall
be protected by laws of the State.

Those enterprises, which are required by law to register as legal persons
but which have not gone through the procedures of examination and approval
registration by the authorities in charge of the registration of enterprises
as legal persons, shall not be allowed to engage in business operations.
Chapter II Registration Authorities

Article 4 The authorities in charge of the registration of enterprises as
legal persons (hereinafter referred to as the registration authorities) are
the State Administration for Industry and Commerce and administrative
departments for industry and commerce at various levels. Registration
authorities at various levels shall perform their functions according to law
under the leadership of higher registration authorities and be free from
unlawful interference.

Article 5 The registration of national corporations, enterprise groups
and corporations handling import-export business set up with the approval of
the State Council or departments authorized by the State Council shall be
examined and approved by the State Administration for Industry and Commerce.
The registration of Chinese-foreign equity joint ventures, Chinese-foreign
contractual joint ventures and foreign-capital enterprises shall be examined
and approved by the State Administration for Industry and Commerce or by local
administrative departments for industry and commerce authorized by the State
Administration for Industry and Commerce.

The registration of son (or branch) companies of national corporations,
enterprises, enterprise groups or companies handling import-export trade
established with the approval of the people’s governments of provinces,
autonomous regions or municipalities directly under the Central Government or
departments authorized by them shall be examined and approved by the
administrative departments for industry and commerce of the provinces,
autonomous regions and municipalities directly under the Central Government.

The registration of other enterprises shall be examined and approved by
the administrative departments for industry and commerce of the cities or
counties (districts) where the enterprises are located.

Article 6 Registration authorities at various levels shall institute a
file of the registration of enterprises as legal persons and a system for
tabulating statistics relating to such registration, and collect basic
information about the registration of enterprises as legal persons so as to
serve the development of a planned commodity economy.

Registration authorities shall offer, in a planned manner and according to
the needs of society, the service of providing the public with data about the
registration of enterprises as legal persons.
Chapter III Conditions for Registration and Entities to Apply for
Registration

Article 7 Entities applying for registration as enterprises as legal
persons must satisfy the following conditions, i.e. having:

(1) name, organization and articles of association;

(2) fixed sites for business operations and essential facilities;

(3) funds and employees in conformity with State regulations and in line
with their scale of production, operation or service;

(4) ability to bear civil liabilities independently;

(5) a scope of business in conformity with the provisions of the relevant
laws, regulations and policies of the State.

Article 8 The application of an enterprise for registration as a legal
person shall be filed by the person responsible for establishing the
enterprise.

The registration as a legal person of a jointly operated enterprise which
bears civil labilities independently shall be applied for by the person
responsible for initiating the said enterprise.
Chapter IV Items of Registration

Article 9 The major items to be registered for an enterprise as a legal
person are: name, residence, site for business operation, legal representative,
economic nature, scope of business, mode of operation, registered capital,
number of employees, duration of operation and subdivisions.

Article 10 An enterprise as a legal person shall use only one name. The
name to be used by the enterprise as a legal person in its application for
registration shall be examined by the registration authorities and, after it
is approved and registered, the enterprise as a legal person shall enjoy the
right to the exclusive use of the registered name within a definite limit.

Those who apply for establishing Chinese-foreign equity joint ventures,
Chinese-foreign contractual joint ventures or foreign-capital enterprises
shall apply to the registration authorities for registering the names of the
enterprises before their contracts and articles of association are examined
and approved.

Article 11 The legal representative of an enterprise as a legal person,
which has been registered after examination and approval by a registration
authority, shall be the signatory who exercises functions and powers on behalf
of the enterprise. The signature of the legal representative shall be
submitted to the registration authority for the record.

Article 12 The registered capital of an enterprise as a legal person
represents the total value of the property the State entrusts to it for
operation and management or that of the property owned by the enterprise
itself.

When an enterprise as a legal person registers for starting operations,
the discrepancy between the sum of capital it applies for registration and the
sum of capital it actually possesses shall be handled in accordance with
specific regulations of the State.

Article 13 The scope of business of an enterprise as a legal person shall
be in harmony, with its capital, sites, equipment, employees and technical
force. It may focus on one line of business as its main operation while
engaging in other operations simultaneously in accordance with relevant
regulations of the State. An enterprise as a legal person shall engage in
operations within the scope of business as approved in registration.
Chapter V Registration for Starting Operations

Article 14 An enterprise as a legal person shall apply to a registration
authority for registration for starting operations within 30 days after the
approval of the department in charge of it or that of an authority for
examination and approval. For an enterprise which does not have a department
in charge or authority for examination and approval, its application for
registration for starting operations shall be examined by a registration
authority. The registration authority shall make a decision of approval or
disapproval of the application for registration within 30 days after receiving
it.

Article 15 An enterprise as a legal person shall submit the following
papers when applying for registration for starting operations:

(1) an application for registration signed by the person responsible for
its establishment;

(2) the document of approval issued by the department in charge or the
authority for examination and approval;

(3) its articles of association;

(4) a certificate of its creditworthiness, a certificate of the
verification of its capital or a guarantee for its capital;

(5) a certificate of the identity of the principal responsible person of
the enterprise;

(6) a certificate of the right to use the residence and site for operation;

(7) other relevant papers and certificates.

Article 16 When the application filed by an entity for starting
operations as an enterprise as a legal person has been examined and approved
by a registration authority and a Business Licenses for Enterprises as a Legal
Person is received, the enterprise shall be considered as established. The
enterprises as a legal person may henceforth have its official seal made, open
a bank account, sign contracts and conduct business operations by dint of its
Business License.

The registration authority may, after a check-up, issue duplicates of the
Business License, if the enterprise as a legal person needs them for its
business operations.
Chapter VI Changes in Registration

Article 17 An enterprise as a legal person shall apply for making changes
in its registration whenever it changes its name, residence, site, legal
representative, economic nature, scrape of business, mode of operation,
registered capital or duration of operation and whenever it increases or
disbands its branches.

Article 18 An enterprise as a legal person shall apply to the registration
authority for making changes in its registration within 30 days after the
changes are approved by the department in charge or by the authority for
examination and approval.

Article 19 An enterprise as a legal person shall apply to the registration
authority for making changes in its registration, or for registration for
starting operations or for cancelling its registration, whenever it is split
up, or merged with others or moved elsewhere, within 30 days after these
changes are approved by the department in charge or by the authority for
examination and approval.
Chapter VII Cancellation of Registration

Article 20 An enterprise as a legal person shall go through the
procedures for cancelling its registration with the registration authority
when it closes down, is dissolved, declares bankruptcy or terminates its
business operations for other reasons.

Article 21 Whenever an enterprise as a legal person is to cancel its
registration, it must submit an application signed by its legal representative,
a document of approval issued by the department in charge or by the authority
for examination and approval, a certificate showing the completion of the
clearing up of its liabilities, or a document showing that a liquidation
organization will be responsible for clearing up its creditor’s rights and
liabilities. The registration authority, after examining and approving the
application, shall recall the Business License for Enterprise as a Legal
Person, duplicates of the License, take over the official seal of the
enterprise, and notify the banks at which it has opened an account of the
cancellation of its registration.

Article 22 An enterprise as a legal person, which fails to start
operations 6 months after receiving its Business License for Enterprise as a
Legal Person or which has ceased its operations for a year, shall be regarded
as having closed down, and the registration authority shall recall its Business
License for Enterprises as a Legal Person, duplicates of the License, take
over its official seal and notify the banks at which it has opened an account
of the cancellation of its registration.
Chapter VIII Announcement, Annual Check-up and Control of Certificates

Article 23 The registration authority shall issue registration
announcements whenever an enterprise as a legal person starts operations,
changes its name or cancels its registration. No other organ shall be enpost_titled
to issue such announcements without the approval of the registration authority.

Article 24 A system for conducting annual check-up shall be instituted to
administer the registration of enterprises as legal persons. An enterprise as
a legal person shall submit its annual check-up report, its balance sheet or
statement of assets and liabilities to the registration authority at the time
it prescribes. The registration authority shall check up the major items
contained in the registration of the enterprise as a legal person.

Article 25 The Business License for Enterprises as a Legal Person issued
by the registration authority is the certificate of an enterprise as a legal
person. Except the registration authority, which may withhold or cancel it in
accordance with the legal procedures, no other organ or individual is enpost_titled
to take over, detain or destroy it.

An enterprise as a legal person, which has lost its Business License
for Enterprise as a Legal Person or duplicates of the License, must announce
the loss in a newspaper before it can apply for a replacement.

The Business License for Enterprise as a Legal Person and its duplicates
may not be forged, altered, leased, lent, sold or reproduced without
permission.

Article 26 An enterprise as a legal person shall pay registration and
annual check-up fees according to the rules when it registers for starting
operations and applies for making changes in its registration and when it
receives the annual check-up. The fees to be charged on registration for
starting operations shall be 1 millesimal of the sum of the enterprise’s
registered capital; in cases where the registered capital exceeds 10 million
yuan, the fees to be charged on the portion in excess of the said sum shall
be 0.5 millesimal of it; in cases where the registered capital exceeds 100
million yuan, no fees shall be charged on the portion in excess of the said sum
. The minimum registration fee shall be 50 yuan. Fees to be charged on making
changes in the registration and conducting the annual check-up shall be
prescribed by the State Administration for Industry and Commerce.
Chapter IX Control of the Registration of Business Operations by
Institutions and Scientific and Technological Public Organizations

Article 27 When institutions or scientific and technological public
organizations establish enterprises qualified as legal persons in line with
relevant regulations of the state, the applications for registration shall be
filed by the enterprises. They may engage in business operations only after
their applications for registration have been approved by the registration
authorities and after they have received their respective Business Licenses
for Enterprise as a Legal Person.

Article 28 Institutions, which are run like enterprises in accordance
with relevant regulations of the State and which no longer receive operating
funds from the State, or scientific and technological public organizations
which are established for business operations, shall apply for registration if
they are qualified to be enterprises as legal persons. They may engage in
business operations only after their applications have been approved by the
registration authorities and they have received their respective Business
Licenses for Enterprise as a Legal Person.
Chapter X Supervision and Control

Article 29 The registration authorities shall exercise the following
functions of supervision and control over enterprises as legal persons
according to law:

(1) supervising the registration for starting operations, the application
for making changes and the cancellation of registration by enterprises as
legal persons according to regulations;

(2) supervising the conduct of business operations by enterprises as legal
persons in line with the items of registrations, articles of association
and contracts;

(3) supervising the compliance of enterprises as legal persons and
their legal representatives with laws, regulations and policies of the State;

(4) stopping, investigating or dealing with illegal business operations
of enterprise as legal persons; protecting their legitimate rights and
interests.

Article 30 The registration authority may, in light of the circumstance,
penalize an enterprise as legal person by warning, fine, confiscation of
illegal earnings, suspension of business for consideration, or withholding or
revoking the Business License for Enterprise as a legal Person, if it is
involved in any of the following case:

(1) concealing the true situation and resorting to deception in the course
of registration or starting operations before the approval of its registration;

(2) altering major items in the registration without permission or
engaging in business operations beyond the scope of business as approved in
registration;

(3) failing to cancel registration according to the rules or failing to
submit the check-up report or receive the annual check-up;

(4) forging, altering, leasing, lending, transferring, selling or
reproducing the Business License for Enterprise as a Legal Person or its
duplicates without permission;

(5) withdrawing or transferring capital, concealing assets or dodging
liabilities;

(6) engaging in illegal business operations.

While penalizing an enterprise as a legal person in line with the above
provisions, the registration authority shall investigate its legal
representative’s administrative and economic responsibilities according to the
seriousness of the violations of the law; judicial organs shall investigate
the criminal responsibilities of those who have violated the criminal law.

Article 31 The registration authority shall ascertain the facts and act
according to law when dealing with the illegal activities of an enterprise as
a legal person and notify the parties concerned of its decision in writing.

Article 32 When an enterprise as a legal person disagrees with the
penalty meted out but by the registration authority, it may appeal within 15
days after receiving the notice of penalty, to the immediate higher
registration authority for reconsideration. The higher registration authority
shall make a reconsideration decision within 30 days after receiving the appeal
for reconsideration. The enterprise may file a suit in a people’s court within
30 days after receiving the notice of reconsideration in it disagrees with the
reconsideration decision. The registration authority may, in accordance with
the prescribed procedures, ask the bank at which the enterprise has an account
to transfer from its account the sum to be fined or confiscated as penatly, if
it fails to appeal or to pay the fine or the confiscated sum at the expiry of
the prescribed period.

Article 33 When an enterprise as a legal person has its business license
revoked, the registration authority shall take over its official seal and
notify the bank at which it has account of the cancellation of its
registration, and the department in charge or a liquidation organization shall
be responsible for settling its creditor’s rights and liabilities.

Article 34 Any functionary of the department in charge, the authority
for examination and approval or of the registration authority, who has violated
the present Regulations, neglected his duties to a serious extent, abused his
powers, practised graft and embezzlement, extorted and taken bribes or
encroached on the legitimate rights and interests of an enterprise as a legal
person, shall be given administrative or economic penalty in light of the
circumstances; the judicial organ shall investigate, according to law, his
criminal responsibility, if he violates the criminal law.
Chapter XI Supplementary Provisions

Article 35 When an enterprise as a legal person establishes a branch
which is incapable of bearing civil liability independently, the registration
of the branch shall be applied for by the enterprise. The branch shall
receive a Business License after the application is approved by the
registration authority and may engage in business operations within the scope
of business as approved in registration.

In accordance with relevant State regulations, administrative institutions
depending on State funding or scientific and technological social bodies must
apply for registration if they engage in business operations or establish
enterprises not qualified; as legal persons. They shall receive Business
Licenses after their applications are approved by the registration authorities
and may engage in business operations within the scope of business as approved
in registration.

The specific control of the registration involved shall be enforced with
reference to the provisions of the present Regulations.

Article 36 For new enterprises to be established with the approval of
relevant departments of the State Council or planning departments at various
levels, if their preparations have been under way for more than 1 year,
applications for the registration of the establishment shall be filed
according to specific regulations.

Article 37 Enterprises qualified as legal persons, whose registration
was approved by the registration authorities before the present Regulations
are put into effect, are not required to go through the formalities again for
registration as enterprises as legal persons.

Article 38 The State Administration for Industry and Commerce shall be
responsible for interpreting the present Regulations; and the rules for their
implementation shall also be formulated by the State Administration for
Industry and Commerce.

Article 39 The present Regulations shall enter into force on July 1,
1988. The Regulations for Controlling the Registration of Chinese-Foreign
Equity Joint Ventures promulgated by the State Council on July 26, 1980, the
Regulations for Controlling the Registration of Industrial and Commercial
Enterprises promulgated by the State Council on August 9, 1982, and the
Interim Provisions for Controlling the Registration of Companies approved by
the State Council on August 14, 1985 and promulgated by the State
Administration for Industry and Commerce on August 25, 1985 shall all be
abrogated on the same date.

INTERIM REGULATIONS ON STAMP TAX

Category	TAXATION	Organ of Promulgation	The State Council	Status of Effect	In Force
Date of Promulgation	1988-08-06	Effective Date	1988-10-01

Interim Regulations of the People’s Republic of China on Stamp Tax (Note 1.)

Appendix: Stamp Tax Schedule of Tax Items and Tax Rates
Note:

(Adopted by the Ninth Executive Meeting of the State Council on June 24,

1988 and promulgated by Decree No.11 of the State Council of the People’s
Republic of China on August 6, 1988, and become effective as of October 1,
1988)

Article 1 All units and individuals who execute or receive, within the
territory of the People’s Republic of China, documents in the categories
specified in these Regulations shall be taxpayers subject to stamp tax
(hereinafter referred to as “taxpayers”), and shall pay stamp tax in
accordance with the provisions of these Regulations.

Article 2 The following categories of documents shall be taxable
documents:

(1) contracts or documents in the nature of a contract with regard to:
purchases and sales, the undertaking of processing, contracting for
construction projects, property leasing, commodity transport, warehousing,
loans, property, insurance, technology;

(2) documents for transfer of property rights;

(3) business account books;

(4) certificates evidencing rights or licences; and

(5) other documents that are taxable as determined by the Ministry of
Finance.

Article 3 According to the nature of the taxable document, taxpayers
shall calculate the amount of tax due on the basis of a flat tax rate or a
fixed amount per document. Determination the specific tax rate or amount of
tax shall be made with reference to the Schedule of Tax Items and Tax Rates
accompanying these Regulations.

No stamp tax shall be due where the amount of tax payable does not exceed
one jiao.

Where the amount of tax payable is one jiao or more, an odd amount not
exceeding five fen shall not be counted; where the odd amount is five fen or
more, the tax shall be calculated as one jiao.

Article 4 The following documents shall be exempt from stamp tax:

(1) duplicates or copies of documents on which stamp tax has already been
paid;

(2) documents executed for the donation of property to the government,
social welfare establishments or schools by the property owner;

(3) other documents which are exempt from stamp tax with the approval of
the Ministry of Finance.

Article 5 Measures for the payment of stamp tax shall be implemented
whereby taxpayers shall, in accordance with the provisions, calculate the
amount of tax payable and purchase and affix at one time the full
corresponding amount of tax stamps (hereinafter referred to as “stamping”).

In order to simplify the stamping procedures where the amount of tax to be
paid is relatively large or where frequent stamping is necessary, taxpayers
may apply to the tax authorities to use a tax payment account instead of
stamping, or a periodic payment method.

Article 6 “Fax stamps shall be affixed to taxable documents; taxpayers
shall cancel each stamp along its border with a seal or a drawn line. Tax
stamps that have already been affixed may not be reused.

Article 7 Tax stamps shall be affixed to taxable documents at the time
of execution or upon receipt.

Article 8 Where the same document is executed by two or more parties
and each party holds a copy, each party shall be responsible for affixing on
its own copy the full amount of tax stamps due.

Article 9 Where a document on which tax stamps have already been affixed
is amended, resulting in an increase in the value thereof, additional tax
stamps shall be affixed on the document in accordance with the amount of such
increase.

Article 10 The tax authorities shall be responsible for the
administration of the collection of stamp tax.

Article 11 The State Taxation Bureau shall supervise the printing of the
tax stamps. The face value of tax stamps shall be denominated in Renminbi.

Article 12 Units issuing or processing taxable documents shall be
responsible for the supervision to taxpayers in respect of the payment of
stamp tax in accordance with the law.

Article 13 Where taxpayers are found to have engaged in any of the
following, the tax authorities shall impose penalties in light of the
seriousness of the case:

(1) in the case of a failure to affix tax stamps, or to affix an
insufficient amount of tax stamps, on taxable documents, the tax authorities
may, in addition to ordering taxpayers to make up the tax stamps, impose a
fine equal to twenty times or less the amount of tax stamps due;

(2) in the case of a violation of the provisions of Paragraph 1 of Article
6 of these Regulations, the tax authorities may impose a fine equal to ten
times or less the amount of the tax stamps that have not been cancelled by a
seal or a drawn line; and

(3) in the case of a violation of the provisions of Paragraph 2 of Article
6 of these Regulations, the tax authorities may impose a fine equal
to thirty times or less the amount of the tax stamps that have been reused.

In a case where tax stamps have been forged, the tax authorities shall
submit the matter to the judicial authorities for investigation into criminal
liability in accordance with the law.

Article 14 The collection and administration of stamp tax shall, in
addition to the provisions of these Regulations, be administered in accordance
with the pertinent provisions of the Interim Regulations of the People’s
Republic of China for Tax Administration.

Article 15 The Ministry of Finance shall be responsible for the
interpretation of these Regulations. The rules for the implementation of these
Regulations shall be formulated by the Ministry of Finance.

Article 16 These Regulations shall become effective as of October 1, 1988.

Appendix: Stamp Tax Schedule of Tax Items and Tax Rates

1...202203204...212 Page 203 of 212

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INTERIM REGULATIONS ON STAMP TAX

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