Federal Acts

INTERIM MEASURES ON AWARDING TIPP-OFFS AGAINST TAX-RELATED ILLEGAL ACTS OF TAXPAYERS

Decree of the State Administration of Taxation and the Ministry of Finance

No. 18

The Interim Measures on Awarding Tipp-offs against Tax-related Illegal Acts of Taxpayers have been deliberated and adopted by the
State Administration of Taxation and the Ministry of Finance. They are hereby promulgated and shall go into effect as of March 1,
2007.
Director General of the State Administration of Taxation: Xie Xuren

Minister of the Ministry of Finance: Jin Renqing

January 13, 2007

Interim Measures on Awarding Tipp-offs against Tax-related Illegal Acts of Taxpayers

Article 1

For the purpose of encouraging tip-offs against tax-related illegal acts, these Measures are constituted according to the related
provisions in the Law of the People’s Republic of China on Administering Tax Levy and the Detailed Rules for the Implementation thereof.

Article 2

The term “tax-related illegal acts” as mentioned in these Measures refers to the tax-related illegal acts committed by taxpayers
or withholding agents and other tax-related illegal acts as specified in these Measures.

A tip-off against tax-related illegal acts shall be an act of an entity or individual who does so at its/his free will.

Article 3

In case an entity or individual tips off a tax-related illegal act to the taxation authority in its or his true name and the fact
is found to be true upon verification, the taxation authority may, on the basis of its/his contribution, award the entity or individual
according to these Measures. An entity or individual may not be awarded under any of the following circumstances:

(1)

The informant tips off anonymously or is unable to prove its/his true identity;

(2)

The informant is unable to provide any clue on the tax-related illegal act, or acquires the evidence on the tax-related illegal act
by means of theft, fraud, or by other means that are prohibited by any law or administrative regulation;

(3)

The contents of the tip-off are vague and lack factual basis;

(4)

The clue provided by the informant has nothing with the tax-related illegal act as investigated and punished by the taxation authority;

(5)

The tax-related illegal act tipped off by the informant has been found by or is under the investigation of the taxation authority;

(6)

The entity or individual committing the tax-related illegal act has reported the taxation authority the said act before it is tipped
off;

(7)

A functionary of a state organ obtains information through taking advantage of his power so as to tip off a tax-related illegal act;

(8)

The informant gets information on a tax-related illegal act from a state organ or a functionary thereof to tip off the said act; and

(9)

Other circumstances, under which the informants may not be awarded, are prescribed by the State Administration of Taxation.

Article 4

The funds, which are used by the state taxation administration to reward tip-offs, shall be truthfully listed as expenditures from
the special funds for disposing cases under taxation inspection, which are allotted by the Ministry of Finance to the State Administration
of Taxation. The funds, which are used by an local taxation administration to reward tip-offs, shall be truthfully listed as expenditures
from the special funds for disposing cases under taxation inspection, which are allotted to the local taxation administration at
the same level by the public finance department (bureau) of the related province, autonomous region, municipality directly under
the Central Government, or city specifically designated in the state plan.

The allotment of the funds for rewarding tip-offs shall be conducted in accordance with the related provisions on administering state
treasury.

Article 5

The funds for rewarding tip-offs shall be jointly administered by the inspection office and the accounting department under the competent
taxation authority, namely, they shall be used by the inspection office, while be paid and supervised by the accounting department
under the competent taxation authority.

The state taxation administrations and the local taxation administrations of all provinces, autonomous regions, municipalities directly
under the Central Government, or cities specifically designated in the state plan shall prepare an annual report on the use of the
funds for rewarding tip-offs, and shall report it to the State Administration of Taxation by the end of March of the next year. The
information on the use of the funds for rewarding tip-offs by the local taxation administrations shall be circularized to the public
finance department (bureau) at the same level at the same time.

Article 6

After a tipped-off tax-related illegal act is put on file and verified by the taxation authority and after the tax amount has been
lawfully turned over to the treasury, the reward shall, on the basis of the limitation of the tip-off in the case, the details of
the clue and evidence in the tip-off materials, the conformity of the contents of the tip-off with the verified contents, and the
amount of taxes turned over to the treasury, be calculated and paid to the informant at the following rates:

(1)

If the amount of taxes turned over to the treasury is 100 million Yuan or more, a reward of up to 100,000 Yuan shall be paid;

(2)

Where the amount of taxes turned over to the treasury is not less than 50 million Yuan but less than 100 million Yuan, a reward of
up to 60,000 Yuan shall be paid;

(3)

Where the amount of taxes turned over to the treasury is not less than 10 million Yuan but less than 50 million Yuan, a reward of
up to 40,000 Yuan shall be paid;

(4)

Where the amount of taxes turned over to the treasury is not less than 5 million Yuan but less than 10 million Yuan, a reward of up
to 20,000 Yuan shall be paid;

(5)

Where the amount of taxes turned over to the treasury is not less than 1 million Yuan but less than 5 million Yuan, a reward of up
to 10,000 Yuan shall be paid; and

(6)

Where the amount of taxes turned over to the treasury is less than 1 million Yuan, a reward of up to 5000 Yuan shall be paid.

Article 7

In case a tipped-off taxpayer uses VAT to offset the tax amount, or uses other overpaid or refundable tax amount to offset the payable
taxes under investigation, the tax amount shall be considered to have been turned over to the treasury.

In case there is no payable tax after a tipped-off tax-related illegal act is verified and handled, the reward shall be calculated
and paid at the rates prescribed in Article 6 of these Measures on the basis of the amount of fine turned over to the treasury.

In case the tipped-off taxpayer is bankrupt or encounters the conditions prescribed in laws and administrative regulations on terminating
enforcement, as a result, the tax amount or the fine is unable to be totally turned over to the treasury, the reward shall be calculated
and paid at the rates prescribed in these Measures on the basis of the amount of taxes turned over to the treasury or the amount
of fine.

Article 8

In case an informant tips off an act of falsely issuing special VAT invoices or other invoices which may be used to defraud any exportation-related
tax refund or to offset any tax, the reward shall be calculated and paid on the basis of the amount of tax verified to be filled
in the falsely issued invoices at the rates prescribed in Article 6 of these Measures.

Article 9

In case such acts as forging, altering, trading off, stealing or defrauding special VAT invoices or other invoices which may be used
to defraud any exportation-related tax refund or offset tax amount are tipped by an informant, the reward shall be calculated and
paid at the following rates:

(1)

Where no less than 10,000 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded, a reward of
up to 100,000 Yuan shall be paid;

(2)

Where no less than 6,000 but less than 10,000 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded,
a reward of up to 60,000 Yuan shall be paid;

(3)

Where no less than 3,000 but less than 6,000 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded,
a reward of up to 40,000 Yuan shall be paid;

(4)

Where no less than 1,000 but less than 3,000 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded,
a reward of up to 20,000 Yuan shall be paid;

(5)

Where no less than 1,00 but less than 1,000 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded,
a reward of up to 10,000 Yuan shall be paid; and

(6)

Where less than 100 of the above said invoices are found to be forged, altered, traded off, stolen or defrauded, a reward of up to
5,000 Yuan shall be paid.

In case some invoices other than those specified in the preceding paragraph are found to be forged, altered, traded off, stolen or
defrauded, a reward of no more than 50,000 Yuan shall be paid; the specific amounts, rates and scope of approval power on the tip-off
rewards shall be determined by the taxation authority of each province, autonomous region, municipality directly under the Central
Government, and city specifically designated in the sate plan according to these Measures and by considering the local actual circumstances.

Article 10

In case a such acts as illegally printing, lending, trading off, altering or forging tax payment vouchers are tipped off by an informant,
the reward shall be calculated and paid at the following rates:

(1)

Where no less than 100 tax payment vouchers are found to be illegally printed, lent, traded off, altered or forged, or the specified
tax amount is 500,000 Yuan or more, a reward of up to 10,000 Yuan shall be paid;

(2)

Where no less than 50 but less than 100 tax payment vouchers are found to be illegally printed, lent, traded off, altered or forged,
or the specified tax amount is not less than 200,000 Yuan but less than 500,000 Yuan, a reward of up to 5,000 Yuan shall be paid;
and

(3)

Where less than 50 tax payment vouchers are found to be illegally printed, lent, traded off, altered or forged, or the specified tax
amount is less than 200,000 Yuan, a reward of up to 2,000 Yuan shall be paid.

Article 11

In case the tax-related illegal act of a tipped-off person is investigated and handled by the state taxation administration and the
local taxation administration, the total amount of reward for the tip-off shall be calculated at the rates prescribed in Article
6 of these Measures, and be separately paid by the state taxation administration and the local taxation administration at their
respective proportions in the tax amount turned over to the treasury, and on the basis of the total tax amount confiscated by the
state taxation administration and the local taxation administration into the treasury; the total amount of reward for a tip-off calculated
and paid by the state taxation administration and the local taxation administration may not exceed 100,000 Yuan.

Article 12

In case two or more reward rates prescribed in Articles 6 through 10 of these Measures may apply to a same case, the tip-off reward
amounts shall be calculated separately, provided that the total amount of rewards for the tip-off may not be more than 100,000 Yuan.

Article 13

In case the same tax-related illegal act is separately tipped off by two or more informants, the reward shall be paid to the earliest
informant who complies with these Measures. The sequence of the tip-offs shall be determined in accordance with the time of registration
conducted by the taxation authorities in charge of the investigation and punishment to accept the tip-offs.

In case the evidence provided by an informant other than the earliest informant, plays a direct role to verify the tax-related illegal
act, the said other informant may be awarded on a case-by-case basis.

The total amount of rewards calculated and paid to the informants prescribed in the preceding two paragraphs may not be more than
100,000 Yuan.

Article 14

The informant tipping off a tax-related illegal act may apply for a tip-off reward to the taxation authority.

The tip-off reward shall be paid by the taxation authority in charge of the investigation and punishment of the tax-related illegal
act.

Article 15

After a taxation authority has put a tipped-off tax-related illegal act on file, has verified the facts and punished the violator,
and has lawfully turned over the tax amount or the fine to the treasury, the center of tip-offs against tax-related illegal acts
shall make a Form on Examining and Approving the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal Act on the basis
of the informant’s written application and his contribution, propose the person to be awarded and the reward amount, send a Notification
on the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal Act after examining and approving the reward to the informant
within the prescribed scope of power and procedures, and inform the informant to claim the reward at the designated place. The Form
on Examining and Approving the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal Act shall be maintained by the center
of tip-offs against tax-related illegal acts as a confidential document for archiving.

The center of tip-offs against tax-related illegal acts shall fill out the Accounting Voucher on Claiming the Reward to the Tip-off
against the Taxpayer’s Tax-related Illegal Act, and claim the tip-off reward from the accounting office. The accounting voucher only
needs to indicate the case number, name of the case, name of the tipped-off person, amount of reward for the tip-off, and signatures
of the approver and the payee, while it is not necessary to indicate the contents on tip-off and the informant’s identity and name.

Article 16

An informant shall bring his own identity card or other valid certificate to claim the reward at the designated place within 90 days
as of receipt of the reward notification. If the informant fails to claim the reward within the time limit, he shall be deemed to
have waived the reward.

In case the same tax-related illegal act is jointly tipped off, the reward shall be claimed by the first signatory, and be distributed
with other signatories through negotiation.

Article 17

In case the informant or the first signatory of a joint tip-off is unable to go to the place designated by the taxation authority
in person for claiming the reward, he may entrust someone else to claim it on his behalf; the proxy shall claim the reward upon presenting
the entrusting party’s attorney power, identity card or other valid certificate and his own identity card or other valid certificate.

In case the informant is an entity, it may entrust its staff member to claim the reward on its behalf, and the proxy shall go through
the procedures for claiming the reward at the place designated by the taxation authority upon presenting the entrusting party’s attorney
power, his own identity card and job certificate.

Article 18

When claiming the reward, an informant or the proxy shall sign his name on the Special Voucher on Paying the Reward to the Tip-off
against the Taxpayer’s Tax-related Illegal Act”, and indicate the number of his identity card or other valid certificates as well
as the paying entity.

The Special Voucher on Paying the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal Act and the principal’s power of
attorney shall be maintained by the center of tip-offs against tax-related illegal acts as a confidential document for archiving.

Article 19

The center of tip-offs against tax-related illegal acts may, when paying a tip-off reward, briefly tell the informant of the investigation
and punishment on the tipped-off tax-related illegal act as required the informant, provided that it may not tell the informant of
any information on the investigation and punishment of the tax-related illegal act other than the clue of the tip-off, nor shall
it provide the decision on taxation punishment (penalty) or any related material on the case.

Before the investigation and punishment on a tipped-off tax-related illegal act is finalized, the taxation authority may not tell
the specific information on the investigation and punishment to the informant.

Article 20

A taxation authority shall make a strict rigorous before paying the tip-off reward. If it neglects its duties or resorts to fraud
for private purposes, as a result the reward is defrauded, the persons concerned shall be subject to liabilities in accordance with
law besides that the reward shall be confiscated.

Article 21

In case an informant makes particularly excellent contributions, the taxation authority may, pay corresponding spiritual reward in
addition to paying material reward, provided that it may not publicize the commendation and propaganda until obtaining the a written
consent from the informant in advance.

Article 22

The state taxation administration of each province, autonomous region, municipality directly under the Central Government and city
specifically designated in the sate plan shall constitute specific provisions according to these Measures.

The local taxation administration of each province, autonomous region, municipality directly under the Central Government and city
specifically designated in the state plan shall, jointly with the public finance department (bureau) at the same level, constitute
specific provisions according to these Measures.

Article 23

The State Administration of Taxation shall be responsible for making the formats of the Form on Examining and Approving the Reward
to the Tip-off against the Taxpayer’s Tax-related Illegal Act, the Notification on the Reward to the Tip-off against the Taxpayer’s
Tax-related Illegal Act, the Accounting Voucher on Claiming the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal
Act, and the Special Voucher on Paying the Reward to the Tip-off against the Taxpayer’s Tax-related Illegal Act.

Article 24

The terms “not less than” and “not more than” as mentioned in these Measures shall include the number mentioned.

Article 25

The State Administration of Taxation and the Ministry of Finance shall be responsible for interpreting these Measures.

Article 26

These Measures shall go into effect as of March 1, 2007. The Measures on Awarding Tip-offs against Tax-related Illegal Cases printed
and distributed by the State Administration of Taxation on December 15, 1998 shall be concurrently abolished.



 
The State Administration of Taxation, the Ministry of Finance
2007-01-13

 







CIRCULAR OF GENERAL OFFICE OF MINISTRY OF COMMERCE ON CONTINUING TO CARRY OUT WORK OF ATTESTATION OF “CHINA LONG-TIME HONORED BRAND”

Circular of General Office of Ministry of Commerce on Continuing to Carry out Work of Attestation of “China Long-time Honored Brand”

Shang Gai Zi [2007] No. 8

Departments of commercial administration of all provinces, autonomous regions, municipalities, cities specially designated in the
state plan and Xinjiang Production and Construction Corps:

For purpose of revitalizing China Long-time Honored Brand, Ministry of Commerce decides to continue to carry out work of attestation
of “China Long-time Honored Brand”, related requirements are now notified as follows:

1.

Earnestly organize declaration;

2.

Strictly examine and approve;

3.

Going deep to investigate;

4.

Well carry out work of supervision and administration.

Appendix:

1.

Application of “China Long-time Honored Brand”

2.

Model Declaration Documents of Departments of Commercial Administration of Prefecture-level City

3.

Model Declaration Documents of Provincial Departments of Commercial Administration

4.

Summary Table of “China Long-time Honored Brand” Declaration

General Office of Ministry of Commerce

Jan 30, 2007



 
General Office of Ministry of Commerce
2007-01-30

 







REGULATIONS ON ADMINISTERING COMMERCIAL FRANCHISES

Order of the State Council

No. 485

The Regulations on Administering Commercial Franchises have been adopted at the 167th executive meeting of the State Council on January
31, 2007. They are hereby promulgated and shall go into effect on May 1, 2007.
Premier Wen Jiabao

February 6, 2007

Regulations on Administering Commercial Franchises
Chapter I General Rules

Article 1

For the purpose of regulating commercial franchises, promoting the healthy and orderly development of the commercial franchise industry
and maintaining the market order, the present Regulations are formulated.

Article 2

The present Regulations shall apply to the activities of engaging in commercial franchise within the territory of the People’s Republic
of China.

Article 3

The term “commercial franchise” (hereinafter referred to as “franchise”) as mentioned in the present Regulations means such business
operations by which an enterprise that possesses a registered trademark, enterprise mark, patent, know-how or any other business
resource (hereinafter referred to as “franchiser”) confers the aforesaid business resource to any other business operator (hereinafter
referred to as “franchisee”) through contract, and the franchisee conducts business operations under the uniform business model as
stipulated by the contract, and pay franchising fees to the franchiser.

No entity or individual other than enterprises may conduct franchise business as a franchiser.

Article 4

For engagement in franchise activities, the principles of free will, fairness, honesty and good faith shall be followed.

Article 5

The commerce department under the State Council shall take charge of supervising and administrating the franchise industry all over
the country in accordance with the present Regulations. The commerce department of each province, autonomous region, or municipality
directly under the Central Government and the commerce department of the people’s government of the cities divided into districts
shall take charge of supervising and administrating the franchise industry within its own jurisdiction in accordance with the present
Regulations.

Article 6

Any entity or individual is enpost_titled to tip off any act with violation of the present Regulations to the commerce department, and
the commerce department shall, after receiving such tip-off, handle it promptly.

Chapter II Franchised Operations

Article 7

For engaging in franchise activities, a franchiser shall have a mature business model and be capable of providing the franchisee
with consecutive business guidance, technical support, business training and other services.

A franchiser for engaging in franchise activities shall have two direct sales stores at least, and have conducted such business for
more than one year.

Article 8

A franchiser shall, within 15 days after the subscription of a franchise contract for the first time, submit it to the commerce department
for archival filing in accordance with the present Regulations. In case a franchiser engages in any franchised operations within
the scope of a province, autonomous region, or municipality directly under the Central Government, it shall report to the commerce
department of the province, autonomous region or municipality directly under the Central Government for archival filling; and in
case a franchiser engages in any franchised operations within the scope of two or more provinces, autonomous regions, or municipalities
directly under the Central Government, it shall report to the commerce department under the State Council for archival filling.

A franchiser shall, for the archival filing, submit the commerce department the following documents and materials:

(1)

a copy of the business license or enterprise registration certificate;

(2)

a sample of the franchise contract;

(3)

a brochure for franchised operations;

(4)

a market plan;

(5)

a written commitment and related certification materials testifying that the provisions in Article 7 of the present Regulations are
satisfied ; and

(6)

other documents and materials as prescribed by the commerce department under the State Council.

Where the product or service for franchise cannot be dealt in until it is approved, the franchiser shall also submit a related approval
document.

Article 9

The commerce department shall conduct the archival filing and notify the franchiser within 10 days after its receipt of the documents
and materials as provided for in Article 8 of the present Regulations. Where the documents or materials reported by the franchiser
are incomplete, the commerce department may require the franchiser to supplement related documents or materials within 7 days.

Article 10

The commerce department shall publish a name list of franchisers, which have been put on archives, on the government website, and
timely renew the name list.

Article 11

For engaging in franchise activities, the franchiser and the franchisee shall conclude a written franchise contract.

A franchise contract shall cover the main contents as follows:

(1)

basic information in respect of the franchiser and the franchisee;

(2)

contents and term of the franchise;

(3)

type, amount and payment method for the franchising fees;

(4)

concrete contents and methods for providing business guidance, technical support, business training and other services;

(5)

quality, standards for the product or service and guaranty measures;

(6)

sales promotion, advertising and publicity in respect of the product or service;

(7)

the protection of consumers’ rights and interests and the assumption of compensation liabilities in the franchise;

(8)

alteration, release and termination of the franchise contract;

(9)

liabilities for breach of the contract;

(10)

dispute resolution methods; and

(11)

other matters as agreed upon by the franchiser and the franchisee.

Article 12

It shall be stipulated in the franchise contract concluded between the franchiser and the franchisee that the franchisee may unilaterally
terminate the contract within a certain term after the franchise contract has been signed.

Article 13

Unless it is otherwise agreed upon by the franchisee, the franchise term as stipulated in the franchise contract may not be less
than three years.

When the franchiser and the franchisee renew the franchise contract, the preceding paragraph may not apply.

Article 14

A franchiser shall provide its franchisees with a brochure for franchised operations, and shall continuously provide business guidance,
technical support and business trainings, etc. to the franchisees in accordance with the stipulated contents and methods.

Article 15

The quality and standards of the product or service for franchise shall comply with the laws, administrative regulations and the
related requirements of the State.

Article 16

Where a franchiser requires a franchisee to pay expenses before the subscription of the franchise contract, it shall explain to the
franchisee in respect of the purposes of these expenses and the conditions and method for the refund of these expenses in written
form.

Article 17

The promotion and publicity expenses as collected by a franchiser from a franchisee shall be used for the purposes as agreed upon
in the contract. The information in respect of the use of promotion and publicity expenses shall be released to the franchisee in
a timely manner.

A franchiser may not resort to frauds or misleading in the promotion or publicity, and the advertisements it publicized may not include
any publicity content that any franchisee has gained proceeds from engaging in the franchise.

Article 18

A franchisee may not transfer the franchise to anyone else without consent of the franchiser.

A franchisee may not divulge the business secret of the franchiser to which it has accessed to anyone else or allow anyone else to
use it.

Article 19

A franchiser shall report to the commerce department the information in respect of the subscription of franchise contracts in the
previous year in the first quarter every year.

Chapter III Information Disclosure

Article 20

A franchiser shall set up and carry out a perfect information disclosure system in accordance with the provisions as prescribed by
the commerce department of the State Council.

Article 21

A franchiser shall provide the franchisee with the information as prescribed in Article 22 of the present Regulations and the text
of the franchise contract in written form at least 20 days before the subscription of a franchise contract.

Article 22

A franchiser shall provide the franchisee with the information as follows:

(1)

the name, domicile, legal representative, registered capital, business scope of the franchiser and basic information in respect of
the franchised operations;

(2)

the basic information in respect of the registered trademark, enterprise mark, patent, know-how and business model of the franchiser;

(3)

type, amount of franchising fees and payment method (including whether the guaranty bonds should be collected as well as the conditions
and methods for refunding guaranty bonds);

(4)

prices and requirements for providing the franchisee with products, services and equipments;

(5)

specific contents of business guidance, technical support, business training and other services to be continuously provided to the
franchisee as well as the providing methods and implementation plans;

(6)

concrete measures for guiding and supervising the business activities of the franchisee;

(7)

the investment budget for the franchise outlet;

(8)

the quantity, distribution and business evaluation of franchisees currently existing within the territory of China;

(9)

digests of the financial statements and audit reports for the recent two years as audited by the accountant firm;

(10)

the conditions in respect of franchise-related lawsuits and arbitration for the recent five years;

(11)

in case the franchiser or its legal representative has any record of major illegal business operations; and

(12)

other information as prescribed by the commerce department under the State Council.

Article 23

A franchiser shall provide its franchisees with authentic, accurate and complete information, and may not conceal any related information
or provide false information.

Where any significant change has occurred to the information provided by a franchiser to any of its franchisees, the franchiser shall
timely notify it to the franchisee.

If a franchiser conceals any related information or provides false information, the franchisee may terminate the franchise contract.

Chapter IV Legal Liabilities

Article 24

Where a franchiser does not satisfy the requirements as prescribed in Paragraph 2 of Article 7 of the present Regulations but engages
in the franchise activities, the commerce department shall order it to make corrections, confiscate its illegal proceeds, impose
a fine of more than 100,000 Yuan but less than 500,000 Yuan thereon, and make an announcement in respect of it.

Where an entity or individual, which does not possess an enterprise statues, engages in franchise activities as a franchiser, the
commerce department shall order it/him to cease the illegal business operations, confiscate its/his illegal proceeds, and impose
a fine of more than 100,000 Yuan but less than 500,000 Yuan thereon.

Article 25

Where a franchiser fails to put itself on the archives of the commerce department in accordance with Article 8 of the present Regulations,
the commerce department shall order it to do so within a fixed period, and impose a fine of more than 10,000 Yuan but less than 50,000
Yuan thereon; and in case it fails to do so within the fixed period, it shall be fined more than 50,000 Yuan but less than 100,000
Yuan, and an announcement shall also be delivered.

Article 26

Where a franchiser violates Article 16 or 17 in the present Regulations, the commerce department shall order it to make corrections,
and may impose a fine of less than 10, 000 Yuan; in the case of serious circumstances , it shall be fined more than 10,000 Yuan but
less than 50,000 Yuan, and an announcement shall also be delivered.

Article 27

Where a franchiser violates Paragraph 2 of Article 17 in the present Regulations, the commerce department shall order it to make
corrections, and impose a fine of more than 30,000 Yuan but less than 100,000 Yuan thereon; in the case of serious circumstances,
it shall be fined more than 100,000 Yuan but less than 300,000 Yuan, and an announcement shall also be delivered; and if a crime
is committed, it shall be subject to criminal liabilities.

Where a franchiser conducts frauds or misleading by making use of advertisements, it shall be punished in accordance with the related
provisions in the Advertising Law.

Article 28

Where a franchiser violates Article 21 or 23 of the present Regulations, and a franchisee tips it off to the commerce department
and, upon verification, the tip-off is found to be true, the commerce department shall order the franchiser to make corrections and
impose a fine of more than 10,000 Yuan but less than 50,000 Yuan thereon; and in the case of serious circumstances, it shall be fined
more than 50,000 Yuan but less than 100,000 Yuan, and an announcement shall also be delivered.

Article 29

Where any entity or individual cheats the property of someone else in the name of franchise and commits a crime, it or he shall be
subject to criminal liabilities; and in case no crime is committed, it or he shall be punished by the pubic security organ in accordance
with the Law of the People’s Republic of China on Public Security Administrative Punishments.

Where any entity or individual engages in pyramid selling in the name of franchise, it or he shall be punished in accordance with
the Regulation on Prohibiting the Pyramid Selling.

Article 30

Where any functionary of the commerce department abuses his authorities, neglects his duties or resorts to cheats and a crime is
committed, he shall be subject to criminal liabilities; and if no crime is committed, he shall be punished in accordance with law.

Chapter V Supplementary Rules

Article 31

The license of trademarks and patents in relation to the franchised operations shall be handled in accordance with the laws and administrative
regulations on trademarks and patents.

Article 32

Related associations and organizations shall, under the guidance of the commerce department of the State Council, set down the provisions
on franchises in accordance with the present Regulations, intensify guild self discipline, and provide related services to the parties
involved in the franchise.

Article 33

Any franchiser engaging in franchise activities before the implementation of the present Regulations shall be put on the archives
of the commerce department in accordance with the present Regulations; and where it fails to do so within the time limit, it shall
be punished in accordance with Article 25 of the present Regulations.

The franchiser prescribed in the preceding paragraph does not apply to the provisions in Paragraph 2 of Article 7 of the present
Regulations.

Article 34

The present Regulations shall go into effect as of May 1, 2007.



 
The State Council
2007-02-06

 







CIRCULAR OF THE MINISTRY OF COMMERCE ON ENTRUSTING XIAOSHAN ECONOMIC-TECHNOLOGICAL AREA TO EXAMINE, APPROVE AND ADMINISTER THE RELEVANT WORK ON FOREIGN-INVESTED ENTERPRISES IN SOME SERVICE TRADE SECTORS

Circular of the Ministry of Commerce on Entrusting Xiaoshan Economic-Technological Area to Examine, Approve and Administer the Relevant
Work on Foreign-invested Enterprises in Some Service Trade Sectors

Shang Zi Han [2007] No. 16

Xiaoshan Municipal People’s Government and Xiaoshan Economic-Technological Area,

Pursuant to Some Opinions on Further Promoting the Development Level of National Economic and Technical Development Zones (Guo Ban
Fa [2005] No. 15) as forwarded by the General Office of the State Council to the Ministry of Commerce, the Ministry of Land and Resources
and the Ministry of Construction as well as the provisions of the Ministry of Commerce on the authorized examination, approval and
administration of foreign-funded enterprises, the Ministry of Commerce has finished the archival filing, examination and approval
of the management systems of all the national economic and technological development zones and the connected network for examination
and approval of foreign capital. The related matters are hereby notified as follows:

1.

Upon research, we hereby authorize the Management Committee of Xiaoshan Economic-Technological Area to be responsible for examining,
approving and administrating the foreign-funded enterprises in related service trade sectors set up inside its zone for the purpose
of encouraging and supporting the national economic and technological development zones to vigorously develop the high value-added
service industries.

2.

The Management Committee of Xiaoshan Economic-Technological Area shall, in strict accordance with the laws and regulations on foreign
investments as well as the related provisions on foreign-funded enterprises of non-vessel shipping, construction, printing, construction
engineering design, road transport, commerce and international freight forwarding (see appendix), carefully examine and approve the
related foreign-funded enterprises set up within its zone, and report the related problems found in the work to the Ministry of Commerce
in a timely manner. The Ministry of Commerce shall implement the inspection of the aforesaid examination, approval and administration,
and cancel the authorization to a national economic and technological development zone which commits illegal examination and approval
during the course of authorization.

3.

The Management Committee of Xiaoshan Economic-Technological Area shall conduct a good job in examination and approval, archival filing
and statistical work in strict accordance with the requirements of the Ministry of Commerce for networking and online joint annual
inspection and by taking advantage of the networking certification system for foreign-funded enterprises. The related statistical
data shall be in line with the requirements so that the Ministry of Commerce can keep informed of the situation and strengthen supervision.

4.

Xiaoshan Economic-Technological Area, the management system of which needs to be improved, has not set up an independent finance department
yet. Xiaoshan Economic-Technological Area shall keep a close eye on and further resolve the problems in the management system, keep
a concise and efficient management system, and improve the level for examining, approving and administrating the foreign-funded enterprises.
Where any management system problem that may affect the work on examining, approving and administrating the foreign-funded enterprises
is found, this Ministry will withdraw the authorized power of examination, approval and administration immediately.

5.

This circular shall enter into force as of the promulgation date.

Ministry of Commerce

February 12, 2007
Appendix:
Related documents on entrusting the competent provincial departments of commerce to examine, approve and Administer foreign-funded
service trade Enterprises

1.

Circular of the Ministry of Commerce on Entrusting the Competent Provincial Departments of Commerce to Examine and Manage Foreign-funded
Non-vessel Shipping Enterprises (Shang Zi Han [2005] No. 89)

2.

Circular of the Ministry of Commerce on Entrusting the Provincial Administrative Departments of Commerce to Examine, Approve and Administer
the foreign-funded Construction Enterprises (Shang Zi Han [2005] No. 90)

3.

Circular of the Ministry of Commerce on Entrusting the Administrative Departments of Commerce at the Provincial Level to Examine and
Administer the Foreign-funded Printing Enterprises (Shang Zi Han [2005] No. 91)

4.

Circular of the Ministry of Commerce on Entrusting the Administrative Departments of Commerce at the Provincial Level to Examine and
Administer the Foreign-funded Designing Enterprises for Engineering Projects (Shang Zi Han [2005] No. 92)

5.

Circular of the Ministry of Commerce on Entrusting the Competent Provincial Departments of Commerce to Examine and Manage Some Foreign-funded
Road Transport Enterprises (Shang Zi Han [2005] No. 93)

6.

Circular of the Ministry of Commerce on Entrusting Local Departments to Check Foreign-funded Commercial Enterprises (Shang Zi Han
[2005] No. 94)

7.

Circular of the Ministry of Commerce about the related Issues on Entrusting National Economic and Technical Development Zones to Examine
and Approve foreign-funded Commercial Enterprises and International Freight Forwarding Enterprises (Shang Zi Han [2005] No. 102)

8.

Measures for the Administration of Foreign-funded International Freight Forwarding Enterprises (Decree No. 19, 2005 of the Ministry
of Commerce)



 
Ministry of Commerce
2007-02-12

 







ANNOUNCEMENT OF MINISTRY OF COMMERCE ON PROMULGATING GUIDELINES ON ONLINE BUSINESS (PROVISIONAL)

Announcement of Ministry of Commerce on Promulgating Guidelines on Online Business (Provisional)

[2007] No. 19

For the purpose of promoting the healthy development of online business, gradually standardizing the online business operation and
preventing business risks, the Guidelines on Online Business (Provisional) is now promulgated. Please act accordingly.

Ministry of Commerce

March 6, 2007



 
The Ministry of Commerce
2007-03-06

 







SEVERAL OPINIONS OF THE STATE COUNCIL ON ACCELERATING THE DEVELOPMENT OF THE SERVICE INDUSTRY






Several Opinions of the State Council on Accelerating the Development of the Service Industry

Guo Fa [2007] No.7

The People’s Governments of all provinces, autonomous regions, and municipalities directly under the State Council, and all ministries,
commissions and directly subordinate organs under the State Council,

In accordance with the general direction and guidelines for the development of the service industry as determined in the design of
the Eleventh Five-Year Plan, several opinions on accelerating the development of the service industry are set forth as follows:

1.

Fully realizing the major significance of accelerating the development of the service industry

The service industry is an important part of the national economy, and an important indicator for measuring the economic development
level of a modern society. China is now in the stage of building a well-off society in an all-round way and in the progress accelerated
industrialization, urbanization, market mechanisms and internationalization, and many conditions supporting the sound and rapid economic
development have been preliminarily in place. Accelerating the development of the service industry, enhancing the proportion of the
service industry in the structure of primary, secondary and tertiary industries, as well as making the service industry a leading
industry in the national economy are the only way to pushing the adjustment of economic structure and speeding up the transition
of the economic growth mode, are the imperative needs for effectively easing the bottleneck restrictions as a result of shortage
of resources and advancing the use efficiency of resources, and are the effective ways for and realization of upswing in the overall
national strength as a whole in the new situations of opening up to the outside world. Accelerating the development of the service
industry, forming a relatively complete system of the service industry, offering profuse products satisfying the needs of people
in materials, culture and living, and making it a major industry that absorbs both urban and rural new workers are the intrinsic
requirements for the settlement of the livelihood of the people, promotion of the social harmony and building a well-off society
in an all-round way. Therefore, we must attach great importance to the major long-term strategic task of accelerating the development
of the service industry at the height of implementing the scientific development view and strategic ideology of building a harmonious
socialist society into real effect.

Both the Central Party and the State Council have always attached importance to the development of the service industry, formulated
a series of policy measures for encouraging and supporting it, and the development of the service industry have been advanced obviously.
Especially since the 16th Conference of the Chinese Communist Party, we have continued to expand the scale of service industry, improved
in both structure and quality, and deepen the reform and opening to the outside world in service fields, which has played a significant
role in promoting the steady and rapid economic development, increasing work opportunities, etc. However, there are still some problems
which cannot be neglected in the development of the service industry, such as the overemphasis on the development of industry, especially
on heavy industry, and pay insufficient attention to the development of the service industry. In general, China’s service industry
is short in supply, unreasonable in structure, low in service level, weak in competitiveness, low in the proportion of contribution
to the national economic development, not in match with the accelerated economic and social development as well as the adjustment
and upgrade of the industrial structure, it does not meet the requirements for building a well-off society in an all-round way and
building a harmonious socialist society, and does not conform to the new situations of economic globalization and opening further
to the outside world. All localities and all departments shall further improve their awareness, make their minds consistent with
central decision making and deployment, alter their development concepts, broaden their vision about development, and endeavor to
solve the existing problems, in order to speed up the escalation of the service industry to a new level, to boost the economy and
society to run on the tracks of scientific development, and promote the sound and rapid development of the national economy.

2.

General requirements and major targets for accelerating the development of the service industry

During the present and next few years, the requirements for the development of the service industry are to: take Deng Xiaoping Theory
and the important thought of Three Represents as our guide, fully implement the scientific outlook on development and the important
strategic ideology of building a harmonious socialist society, regard the development of the service industry as a major way for
accelerating the adjustment of industrial structure, transiting the mode of economic growth, enhancing the overall strength of the
national economy and realizing the full, consistent and sustainable development of the national economy, insist on the ideas of people
first, reciprocity and fairness, further improve the public service system and mechanisms that shall cover both urban and rural fields
with reasonable function, and continuously enhance the supply ability and level of public services; stick to the direction of market
mechanism, industrialization and socialization, promote the service industry to broaden its fields, intensify its functions and optimize
its structure; keep to the overall allocation and coordination as well as categorized guidance, bring relative advantages into play,
carry out reasonable planning, and shape up a development pattern for a service industry that is vigorous, with distinct features
and mutually supplemental in advantages; adhere to the innovative development, enlarge the opening wider the outside world, absorb
the advanced experiences, technologies and modes of management of the developed countries, intensify the international competitiveness
of the service industry, and realize the sound and rapid development of the service industry.

According to the design of the Eleventh Five-Year Plan, the major targets in developing the service industry during the period of
the Eleventh Five-Year Plan are: by the year of 2010, the ratio of the added value of the service industry to the GDP shall have
grown by 3 per cent as opposed to that of 2005, the ratio of workers engaging in the service industry to those in the whole society
shall have grown by 4 per cent, and the total amount of trade in services shall have reached 400 billion U.S. dollars; an industrial
structure giving priority to the service economy shall have been formed in qualified large or medium-sized cities, and their growth
rates of added value of the service industry shall have exceeded the growth rates of the GDP and the secondary industry. By the year
of 2020, the transition to an economic structure giving priority to the service economy shall have been accomplished preliminarily,
with the ratio of the added value of the service industry to the GDP over 50%, the structure of the service industry notably optimized,
the employment capacity obviously augmented, the degree of equalization in the public services notably advanced and the market competitiveness
notably enhanced, and the overall level of development shall have basically satisfied the requirements for the full construction
of a well-off society.

3.

Greatly optimizing the structure of development of the service industry

In order to adapt to the new situations of new-type industrialization and the upgraded consumption structure of residents, emphasis
shall be placed on the development of the modern service industry, the traditional service industry shall be regulated and upgraded,
and the role of the service industry in attracting employment shall be fully displayed. The structure of this industry shall be optimized,
with the technical structure upgraded, the organizational structure reformed and the level of development of the service industry
fully improved.

The service fields facing production shall be strongly developed to facilitate the organic integration and interactive development
of the modern manufacturing industry and the service industry. The work division by specialty shall be detailed and deepened, the
productive and manufacturing enterprises shall be encouraged to reform their present business flow, outsourcing shall be boosted,
core competitiveness shall be fortified, and the extension from the production and processing lines to self-development, brand name
marketing and other service lines shall be accelerated, with the consumption of resources reduced and the added value of products
raised. Priority shall be given to the transportation industry, the levels of special and socialized services of logistics shall
be advanced, and the third-party logistics shall be vigorously developed; the information service field shall be actively developed,
the development of the software field shall be accelerated, and the industrialization derived by informationization shall be persisted
in so as to perfect information infrastructures, actively promote the integration of “Three Networks”, develop value-added and Internet
businesses, and boost the development of e-commerce and e-administration; the financial service field shall be developed in an orderly
way, the financial market system shall be improved, and the innovation of products, services and management shall be accelerated;
the science and technology service field shall be strongly developed, the role of science and technology in underpinning and leading
the development of the service industry shall be brought into full play, and the development of such specialized service fields as
research and development in science and technology, technology generalization, industrial designing and energy saving shall be encouraged;
commercial services such as legal consultation, accounting and auditing, engineering consultation, certification and accreditation,
credit assessment, advertising and convention & exhibition shall be regulated for development; the trade and circulation industry
shall be boosted and reformed, and modern business forms and new types of trade such as chain and franchised operations shall be
popularized. By the development of the service industry, the best use of both materials and human resources is made, with goods circulated
smoothly, cost for social transaction reduced, the resource allocating efficiency raised and the development towards a new-type industrialization
accelerated.

The service fields facing the livelihood of the people shall be strongly developed, and new-type service fields shall be actively
expanded and constantly fostered to produce new growth points in the service industry. Based on the requirements of urbanization
and aging population, such service fields as municipal public utility, real estate and property services, community services, household
services and socialized retirement services shall be strongly developed. Based on the requirements of building a harmonious society,
such service fields as educational, medical and health, press, postal, telecommunication, radio, film and television services and
causes shall be strongly developed. Importance shall be attached to the rural and underdeveloped regions, with the building of public
service systems intensified, the structure of urban and rural regional service industries optimized and the equalization of public
services realized gradually. Based on the targets for construction of a well-off society and the requirements for transiting and
upgrading the consumption structure, such service fields as tourist, cultural, sports, recreational and entertainment services shall
be strongly developed, and the consumption structure of services shall be optimized, in order to enrich the spiritual and cultural
life of the people. The service industry shall be the major channel for increasing employment in China, the service fields with large
employment capacity shall be especially developed, other service fields shall be encouraged to contain more employment, and the huge
potential of the service industry in creating employment opportunities shall be fully dug up.

Participants in the service market shall be strongly fostered, and the organizational structure of the service industry shall be optimized.
The enterprises in service business shall be encouraged to intensify their own creativity, improve their general quality and competitiveness
through technological progress, and continue carrying out managerial, service and product creation and innovation. We shall, based
on enterprises with great competitiveness, promote large-scale networked operations with well-known brands by means of acquisition
and merger, consortium, restructuring and IPO, etc., in order to form a batch of large-scale service enterprises or enterprise groups
that hold their own intellectual properties and well-known brand and have great competitiveness. The non-public economy shall be
encouraged and guided to develop the service industry, and active support shall be given to the development of medium- and small-sized
service enterprises to fully take the advantage of their advantages in helping people start their own businesses and in the creation
of employment opportunities.

4.

Scientifically adjusting the development pattern of the service industry

We shall, under the precondition of realizing the provision of universal services and meeting the basic needs, and in light of the
comparative advantages and reality of regional economic development, make scientific and reasonable planning in order to form a development
pattern of the service industry that is full of strength, adapted to the market with distinctive features and is mutually supplemental
in advantages.

Cities shall make full use of their advantages in the relatively centralized talents, logistics, information and capital, advance
the structure adjustment, and improve the quality and level of the service industry. Municipalities directly under the Central Government,
cities specifically designated in the state plan, capital cities and other qualified large- and medium-sized cities need to advance
the formation of an industrial structure giving priority to the service economy. Within the developed regions, especially the Pearl
River delta, Yangtze River delta and Bohai Sea ring, upon their advantages of faster progression of industrialization and higher
resident’s incomes and consumption levels, the modern service industry shall be strongly developed with the upgrade of the service
industry promoted, quality of the service industry improved and the economic growth boosted mainly by the growth of the service industry.
Within the middle and western China, the notion that the service industry can be developed only after the industrial development
is changed, the service fields with comparative advantages and traditional service fields shall be actively developed, and the service
fields diverted from the eastern China may be picked up, in order to escalate the development of the service industry to a new level
as soon as possible and continue raising the rate of contribution of the service industry to the economy growth.

All localities shall, in light of the state planning, development trend of urbanization and the industrial distribution, provide guidance
to such service fields as traffic, information, research and development, design and commercial services, etc. that have a stronger
radiating or aggregative effect, and foster and form state or regional service centers that are prominent in the principal functions
relying on a cluster of cities or the central city. The traffic infrastructures such as railways, highways, civil aviation and water
carriage shall be further improved with the priority given to the development of city public transportation, in order to form a fast,
convenient, smooth, highly efficient and safe integrated transportation system. And no time shall be wasted in building international
shipping centers and major ports in Shanghai, Tianjin and Dalian. The construction of transportation pivots and connecting transportation
facilities shall be advanced, and regional logistical centers shall be formed by intensifying the allocation and integration of logistical
infrastructures in the economically developed regions and transportation pivot cities. State or regional financial centers shall
be set up by selecting the extra-large cities and large cities that have stronger radiating functions and extensive service spectrums.
Relying on the regions that have large-scale industrial convergence, high-level equipments and strong ability in scientific research,
the fostering and completion of public service platforms shall be accelerated, which are mutually supplemental in functions and have
a strong sustainability in such fields as research and development, design, financial management and information inquiry. And a batch
of industrial design and research and development service centers shall be built by making full use of the functions of the state
software industry bases, in order to form ever new growth poles with strong driving powers and extensive radiating spectrums.

We shall, by adhering to making good use of existing service resources, break up the administrative separation and regional blockage,
bring into full play the functions of the market mechanisms, encourage the cooperation in various manners between sections, fields
and regions, promote the restructuring of resources in the service industry, make full use of the combination advantages and deepen
work division and cooperation, in order to realize the optimal allocation of resources in a greater extent, in a broader field and
at a higher level. And we shall avoid impractical comparison, blind investment and repetitive construction.

5.

Actively developing the service industry in rural areas

By carrying out the basic strategy of coordinating the development of urban and rural areas, the service industry for the needs of
rural areas shall be strongly developed to continuously prosper the rural economy, increase the income of farmers, improve the living
standard of farmers, and tangibly serve the aims of developing modern agriculture and boosting the construction of new socialist
countryside.

Centering on the services rendered before, during and after the agricultural production, the structuring and improvement shall be
accelerated of the rural socialized service system giving priority to the production and sales, science and technology, information
and financial services. And the support for agricultural industrialization shall be intensified, and such production services as
seed supply and uniform prevention and control of major plant diseases and insect pests shall be actively developed. The circulation
system of agricultural products and by-products shall be improved, various circulation intermediaries shall be fostered, a batch
of large-scale agriculture-related commercial enterprise groups shall be fostered, and the issue of difficulty in selling agricultural
products and by-products shall be tangibly solved. The market project of “ten thousand villages and thousand counties” shall be accelerated.
Building of the agricultural science and technology system shall be intensified, the agricultural technical support system such as
spread of agricultural technologies, testing and certification of agricultural products, animal epidemic prevention and plant protection,
etc. shall be improved, as well as the agricultural science and technology innovation promoted, implementation of the project of
household access to the science and technology accelerated. The building of the agricultural information service system shall be
accelerated, and an information network linking both domestic and foreign markets and covering both production and consumption shall
be formed step by step. Meanwhile, building of the agricultural financial system shall be intensified, the roles of rural commercial,
cooperative, policy and other financial institutions shall be brought into full play, a variety of rural insurances shall be developed,
and the financial services for the “three rural issues”(that is the countryside, farmer and agriculture) shall be boosted. In addition,
the building of the agricultural machinery socialized service system shall be accelerated, and the market mechanism, specialization
and industrialization of the agricultural machinery services shall be boosted. And the various specialized farmer cooperative organizations
shall be greatly encouraged to build, and shall be supported in conducting operations such as marketing, information services, technical
training, processing and storage of agricultural products, and supply of agricultural production materials.

The elementary conditions in rural areas shall be improved, and the development of rural living services be accelerated, in order
to enhance the living quality of farmers. The infrastructure construction in such fields as water conservancy, transportation, fishery
harbor, post, telecommunications, electric power, radio, film and television, medicine and health, birth control and education shall
be boosted, and implementation of the project of rural drinking water safety shall be accelerated, the use of marsh gas strongly
developed in countryside, the exploitation and use of renewable energy such as biomass energy, solar power and wind energy boosted,
so that the farmers’ production and living conditions can be improved. Meanwhile, distinctive industries such as horticulture, special
breeding farms and countryside tourism shall be vigorously developed, and the laboring economy shall be encouraged, in order to increase
the income of farmers. In addition, the community construction in countryside shall be actively promoted, development of rural culture,
medicine and health, social security, birth control and so on shall be accelerated, farmer sport projects shall be implemented, the
coverage of publications and broadcasting of radio, film and television in rural fields shall be enlarged, and the level of equalization
in public services shall be raised, so that the material and spiritual life of farmers are enriched. The basic, occupational and
continuing education in rural areas shall be intensified and the training of farmers and migrant workers be done well in order to
improve the quality of farmers, and in combination with the urbanization process, the transferred employment of residual rural labor
forces shall be actively advanced.

6.

Exerting to raise the level of opening up of the service industry

The opening up of the service industry shall be firmly impelled, and efforts shall be made to improve the quality and level of the
use of foreign capital. Pursuant to various commitments on the liberalization of trade in services made by China upon its accession
to the World Trade Organization (WTO), foreign investors are encouraged to invest in the service industry. And the relationship between
the opening up of the service industry and the fostering and growing of domestic industries shall be properly managed, the laws and
regulations on the service industry for attracting foreign capital shall be perfected, and a batch of internationally competitive
service enterprises shall be fostered through the introduction of advanced foreign experience and improvement of the structure of
enterprise governance. The basic systems and rules on the financial market shall be intensified, and the risk resistance capabilities
of such industries as banking, securities and insurance shall be fortified in order to maintain the state financial safety.

The vigorously developing trades in service field shall be made as an important part of the effort to transform the growth mode of
foreign trade and raise the level of opening up. And accepting international service outsourcing shall be made as the emphasis in
expanding the trades in service, and international service outsourcing in fields such as information management, data processing,
accounting, technology research and development and industrial design shall be actively accepted by making good use of China’s rich
human resources. Qualified coastal areas and cities shall study and make supporting policies to encourage the acceptance of service
outsourcing in light of their respective advantages, speed up fostering a batch of internationally qualified service outsourcing
enterprises and set up a batch of outsourcing industry bases. The service platforms supporting domestic enterprises to “go abroad”
shall be set up to offer market research, legal consulting, information, finance, management and other services. We shall support
the development of export-orientated service enterprises, develop and expand the international transportation, continually develop
the trades in service such as tourism, contracting of international engineering projects and labor export with comparative advantages,
actively participate in the international competition, and expand the cooperation and co-development on the basis of mutual benefits.

7.

Accelerating and impelling the reform of service fields

The various reforms in the service fields shall be further boosted. And the state-owned capital in the service industry shall, in
light of the requirements for strategic adjustment of the national economic pattern, concentrate in the major public product and
service fields. We shall deepen the reform in service fields such as telecommunications, railways and civil aviation, broaden the
market access, introduce the mechanism of competition, boost the restructuring of state-owned assets, and achieve the diversity of
investment participants. Meanwhile, we shall actively impel the reform of state-owned service enterprises, transform the state-owned
service enterprises in competitive fields into shareholding enterprises, and set up the modern enterprise system to turn them into
real participants in the market competition. The public service function and commonweal nature of such social causes as education,
culture, radio and television broadcasting, social security, medicine and health and sport shall be made clear, and for those services
that can be supplied on the market, the social forces shall be mobilized to increase the market supply. According to the principles
of separation of administration and enterprises, separation of administration and institutions, separation of institutions and enterprises,
and separation of for-profit institutions and non-profit institutions, the reform of institutions shall be accelerated, and the for-profit
institutions shall be transformed into enterprises. In addition, a modern enterprise system shall be set up as soon as possible.
The reform of logistic and related services in government agencies, enterprises and institutions shall be boosted continually, and
the transformation from mainly internally serving oneself to mainly serving the general public shall be boosted as well.

A fair, equal and standard system for access to the service industry shall be set up. We shall encourage the social capital to flow
into the service industry, strongly develop non-public service enterprises, in order to raise the ratio of non-public economy in
the service industry. All service fields to which the access is not prohibited expressly by laws or regulations shall be opened up
to the private capital; all fields opened up to foreign capital shall be opened up to domestic capital as well. The market separation
and regional blockage shall be broken, and the construction of a market system featuring nationally uniform opening up and orderly
competition shall be impelled. All service fields opened up to local enterprises in all localities shall be also opened up to non-local
enterprises.

8.

Enhancing the input and policy support

The policy support shall be enhanced to boost the rapid development of the service industry. We shall, in light of the state industrial
policies, improve and detail the catalog for guidance of the development of the service industry, further improve the policy system
on promoting the development of the service industry in such aspects as finance, taxation, credit, land and price. Preferential policies
in finance and taxation shall be adopted for the enterprises engaged in the construction of rural circulation infrastructures and
logistics and the service enterprises certified as high and new technology enterprises engaged in the research and development of
software, product technology, industrial design and information technology as well as the outsourcing of information technology and
technical business processes. The reform of the service price system shall be further impelled, the price policies shall be improved,
and basically the same prices of power, water, gas and heat supply shall be realized for both the industry and the service fields
falling within the categories of fields encouraged by the state. The urban land use structure shall be adjusted, the proportion of
land used for the service industry shall be determined reasonably, and as for the land supply, the service fields falling within
the categories of fields encouraged by the state shall be considered favorably. Upon the actual conditions, the threshold for the
ordinary service fields in such aspects as the registered capital and registration with the industrial and commercial administration
shall be lowered, and the formalities for the registration with the industrial and commercial administration and examination and
approval of business operation shall be go through in an uniform way by the headquarters of enterprises in the form of chain operation.

The channels for investment and financing shall be broadened, and the input in the service industry shall be enhanced. As for the
arrangement of funds under the state fiscal budget, great importance shall be attached to the support for the development of major
and weak fields of the service industry and the improvement of creation and innovation capabilities. The government investment structure
shall be actively regulated, and the state will continue to arrange for the funds for the development and guidance of the service
industry with an increasing scale, and the social capital shall be guided to increase the input in the service industry. The local
governments shall also arrange for funds to support the development of the service industry. The financial institutions shall be
guided and encouraged to offer credit support to the service enterprises that meet the requirements of the state industrial policies,
and accelerate the development of financial products meeting the needs of service enterprises conditioned upon risk control. Qualified
service enterprises shall be actively encouraged to enter the capital market at home and abroad for funding, and funds may be raised
in a variety of ways such as the public offering of shares and issuance of enterprise bonds. The various business start-up venture
capital institutions and credit guarantee institutions shall be encouraged to develop businesses with medium- and small-sized service
enterprises that take on a bright business prospect, create large job opportunities or adopt new technologies or business forms.

9.

Continuously optimizing environment for the development of service industry

The standardization of the service industry shall be accelerated, the standard system of the service industry shall be set up and
improved, and the coverage of service standards shall be enlarged. The service standards in such fields as logistics, finance, post,
telecommunications, transportation, tourism, sport, trade and catering shall be made and amended by wasting no time. For the newly
emerging service fields, the leading enterprises, local authorities and industrial associations shall be encouraged to first make
the service standards. As for the service fields where standardization cannot be made currently, such systems as service commitments,
service covena

CIRCULAR OF CHINA SECURITIES REGULATORY COMMISSION ABOUT THE CENTRALIZED REGISTER AND CUSTODY OF NON-OVERSEAS LISTED SHARES OF OVERSEAS LISTED COMPANIES

Circular of China Securities Regulatory Commission about the Centralized Register and Custody of Non-overseas Listed Shares of Overseas
Listed Companies

Zheng Jian Guo He Zi [2007] No.10

All overseas listed companies:

With a view to protecting the legitimate rights and interests of investors, intensifying the management of overseas listed companies,
improving the management of stock rights relating to the non-overseas listed shares of overseas listed companies and ensure the orderly
transfer of shares, we hereby render a circular in respect of the following matters about the centralized register and deposit of
non-overseas shares of overseas listed companies:

1.

The present Circular applies to the centralized register and custody of non-overseas listed shares of overseas listed companies which
have not publicly issued RMB common stocks within the territory of China. Where an overseas listed company has publicly issued RMB
common stocks within the territory of China, the register and custody of its non-overseas listed companies shall be governed by the
provisions on the register and deposit of RMB common stocks.

2.

The non-overseas listed shares of overseas listed companies shall be registered and be in the custody of China Securities Depository
and Clearing Corporation Limited in a centralized manner. China Securities Depository and Clearing Corporation Limited shall process
the matters about the centralized register and deposit of non-overseas listed shares of overseas listed companies according to its
operation rules.

3.

Where an overseas listed company launches initial public offerings outside the territory of China, it shall register and place all
its non-overseas listed shares in the custody of China Securities Depository and Clearing Corporation Limited and submit to this
Commission a written report on the result of centralized register and custody of its non-overseas listed shares and as well as about
the current listing of stocks within 15 working days after it gets listed outside the territory of China.

4.

A company listed outside the territory of China prior to the issuance of the present Notice shall complete the centralized register
and custody of its non-overseas listed shares prior to June 30, 2007.

5.

The term “overseas listed company” as mentioned herein means domestic stock limited companies issuing overseas-listed foreign capital
stocks. The term “non-overseas listed shares” as mentioned herein means domestic capital stocks, unlisted foreign capital stocks
and other non-overseas listed shares of overseas companies.

6.

The present Circular shall enter into force as of the promulgation date.

Appendix: Detailed Rules of China Securities Depository and Clearing Corporation Limited about Register and Custody of Non-overseas
Listed Shares of Overseas Listed Companies(Omitted)

China Securities Regulatory Commission

March 28, 2007

 
China Securities Regulatory Commission
2007-03-28

 




OPINIONS OF SHANGHAI REGULATORY BUREAU UNDER CHINA BANKING REGULATORY COMMISSION ON THE SUPERVISION AND ADMINISTRATION OF FOREIGN LEGAL-PERSON BANKS IN SHANGHAI MUNICIPALITY

Opinions of Shanghai Regulatory Bureau under China Banking Regulatory Commission on the Supervision and Administration of Foreign
Legal-Person Banks in Shanghai Municipality

Hu Yin Jian Fa [2007] No.125

All the solely foreign-owned banks and Chinese-foreign joint-venture banks in Shanghai:

According to the principle of territorial supervision over legal-person banks, this Branch will, under the unified leadership of China
Banking Regulatory Commission, implement risk-based supervision over legal-person banks by focusing on the ideal of prudent supervision
and risk supervision. For the purpose of enhancing the efficiency and transparency of supervision, the following opinions are hereby
proposed on the supervision over foreign legal-person banks in Shanghai:

1.

Foreign legal-person banks shall fully acquaint themselves with the regulatory thoughts of regulatory departments and actively assist
them in jointly promoting the sound and stable operation of banks.

The principle of territorial supervision shall be adopted by China Banking Regulatory Commission applies for foreign legal-person
banks. Under the unified guidance of China Banking Regulatory Commission, this Branch will perform the major duties of supervision
over the legal-person banks in Shanghai. The principal off-site supervisors will make further investigation to know more about each
bank, frequently visit these banks and do well in risk assessment and early warning. The principal on-site inspector shall attach
more importance to verifying the implementation of each mechanism through on-site testing, and make various inspection methods including
investigation and verification to improve the efficiency and effect of inspection. Meanwhile, each bank shall be graded according
to the sufficient communication between the principal supervisor and the principal inspector, and grading results shall be linked
up with regulatory measures and market access. Each bank shall further understand the regulatory principle, methods and requirements
over foreign legal-person banks and do well in making lower levels know policies and carry out internal training. The related organs
of each bank shall actively reinforce communication and exchange with regulatory departments to improve communication effects and
guarantee the bank operates in a sound and stable manner.

2.

Foreign legal-person banks shall improve corporate governance and reinforce comprehensive risk management and compliance management

This Branch will emphasize on corporate governance, comprehensive risk management and compliance management of banks. Each bank shall
keep the business development level fit for its risk management capacity and compliance control capacity.

(1)

As regards corporate governance, each bank shall further improve its corporate governance structure and mechanism, and the board of
directors and the senior management level shall perform duties effectively. According to the principle of territorial supervision
and the general situation of classified supervision, this Branch will regularly hold more meetings and exchange ideas with the board
of directors and the senior management level of each bank, present the meeting of the board of directors as a nonvoting delegate
when necessary, hold talks with the shareholders of each bank attracting much attention, and hold annual conversation concerning
prudence with the senior management level. Each bank shall timely report this Branch the board meeting information in time for making
regulatory arrangement.

(2)

As regards comprehensive risk management, each bank shall make more efforts to perfect its risk management mechanism and the comprehensive
risk management level so as to make its risk management capacity fit for its business scale, complicated procedure and developing
speed.

(3)

As regards compliance management mechanism, each bank shall, on its own initiatives, reinforce identification management and self-assessment
of compliance risks so as to set up a sufficient and effective compliance management mechanism.

3.

Foreign legal-person banks shall reinforce the independency and efficacy of internal auditing work and give real play to the role
of inner control as the third line of defense

Each bank shall further reinforce the building-up of internal auditing committee to enhance the independency, efficacy and appropriateness
thereof. This Branch will set up a mechanism to make regular communication and exchange with the internal auditing department of
each bank and, according to regulatory needs, propose the requirements of regulatory authorities on the items under internal auditing.
The internal auditing department of each bank shall accomplish the auditing of the stipulated items as required, directly send the
auditing report to this Branch and affix the auditing scheme, which shall list the auditing procedure, methods and selective inspection
results. This Branch will reevaluate the quality of these auditing reports and regularly hold meetings the persons responsible for
internal auditing of all banks attends to communicate and exchange regulatory opinions and information.

4.

Foreign legal-person banks shall strengthen the responsibilities for internal management and conduct self-assessment on corporate
governance mechanism, comprehensive risk management mechanism and compliance management mechanism

Self-assessment mechanism shall be promoted by this Branch among foreign banks. A foreign legal-person bank newly established shall
make annual self-assessment on corporate governance mechanism, comprehensive risk management mechanism and compliance management
mechanism (for the specific format and content, see affixes) from the first year when it officially starts operation. Self-assessment
will be deemed as an organic component part of comprehensive risk supervision. This Branch will then reevaluate the self-assessment
results and exchange ideas thereon with the high level of each bank on the basis of off-site daily supervision and on-site examination
results. The self-assessment results and reevaluation results will be considered as important basis for regulatory grading and daily
examination.

Affix:

1.

Report by Foreign Legal-person Banks Concerning the Self-assessment over Corporate Governance(omitted)

2.

Report by Foreign Legal-person Banks Concerning the Self-assessment of Comprehensive Risk Management(omitted)

3.

Report by Foreign Legal-person Banks Concerning the Self-assessment of Compliance Management(omitted)

China Banking Regulatory Commission, Shanghai Branch

April 27, 2007



 
Shanghai Regulatory Bureau under China Banking Regulatory Commission
2007-04-27

 







CIRCULAR OF THE STATE ADMINISTRATION OF TAXATION ON ENTRY INTO FORCE AND ENFORCEMENT OF THE AGREEMENT BETWEEN THE GOVERNMENT OF PEOPLE’S REPUBLIC OF CHINA AND THE GOVERNMENT OF BRUNEI DARUSSALAM FOR THE AVOIDANCE OF DOUBLE TAXATION AND PREVENTION OF FISCAL EVASION WITH RESPECT TO TAXES ON INCOME

Circular of the State Administration of Taxation on Entry into Force and Enforcement of the Agreement between the Government of People’s
Republic of China and the Government of Brunei Darussalam for the Avoidance of Double Taxation and Prevention of Fiscal Evasion with
respect to Taxes on Income

Guo Shui Fa [2007] No.64

The state taxation bureaus and local taxation bureaus of all provinces, autonomous regions, municipalities directly under the Central
Government and the cities specifically designated in the state plan,

The Government of People’s Republic of China and the Government of Brunei Darussalam have officially signed the Agreement for the
Avoidance of Double Taxation and Prevention of Fiscal Evasion with respect to Taxes on Income (hereinafter referred to as the Agreement)
on September 21, 2004. The foreign affairs departments of both governments have exchanged notes with each other on February 25th,
2005 and November 29th, 2006, respectively, confirming that the necessary legal procedures for entry into force have been accomplished.
Subject to the provision of Article 28 of the Agreement, the Agreement shall enter into force as of January 1, 2007. The State Administration
of Taxation has printed and distributed the text of the aforesaid Agreement to you in the “Guo Shui Han [2006] No. 1103” on October
8th, 2004. Please comply with and enforce it accordingly.

State Administration of Taxation

June 5, 2007



 
State Administration of Taxation
2007-06-05

 







CIRCULAR OF THE MINISTRY OF FINANCE, STATE DEVELOPMENT AND REFORM COMMISSION, GENERAL ADMINISTRATION OF CUSTOMS AND STATE ADMINISTRATION OF TAXATION ON IMPORT TAXATION POLICIES TO IMPLEMENT THE OPINIONS OF THE STATE COUNCIL OF INVIGORATING EQUIPMENT MANUFACTURING

Circular of the Ministry of Finance, State Development and Reform Commission, General Administration of Customs and State Administration
of Taxation on Import Taxation Policies to Implement the Opinions of the State Council of Invigorating Equipment Manufacturing

Cai Guan Shui [2007] No. 11

The competent departments of finance, development and reform (planning), economy and trade, and taxation at various levels in all
provinces, autonomous regions, municipalities directly under the Central Government and cities specifically designated in the state
plan, the finance bureau and development and reform committee of Xinjiang Production and Construction Corps, Guangdong Sub-Administration
of China Customs and the customs offices directly affiliated to the General Administration of Customs, the offices of financial inspection
commissioners in all provinces, autonomous regions, municipalities directly under the Central Government and cities specifically
designated in the state plan:

For the purpose of raising core competitiveness and capacity for independent innovation of domestic enterprises, promoting the development
of equipment manufacturing and implementing the preferential policies of import taxation to invigorate the equipment manufacturing,
it is hereby notified:

I.

In the key equipment manufacturing areas which have been ascribed by the State Council to be effective in promoting the sustainable
development of national economy and stimulating for industrial restructuring, upgrading and enterprise innovation (see Appendix I),
the Ministry of Finance will formulate special import taxation policies together with State Development and Reform Commission, General
Administration of Customs and State Administration of Taxation and refund the previously levied import tariffs and value-added taxes
for the key parts and accessories imported for development and manufacturing of these equipment, and raw materials which cannot be
produced domestically. The refunded money will be generally used as national investment to the research and development of new products
and the cultivation of capacity for independent innovation.

II.

With the detailed knowledge of development, manufacturing, supply and demand at home and abroad, as well as the domestic production
of key parts and accessories and raw materials of various key technological equipment, Ministry of Finance will, together with State
Development and Reform Commission, General Administration of Customs and State Administration of Taxation, formulate special import
taxation policies with respect to the key areas of equipment manufacturing, including the specifications and requirements of various
key equipment, the scope of the key parts and accessories which have to be imported for equipment manufacturing and of the raw materials
which cannot be produced domestically, as well as the disposition of refunded tax. The special import taxation policies for the aforementioned
areas will be implemented after the Ministry of Finance discusses with the departments concerned.

III.

As of the announcement of special import taxation policies, the manufacturing enterprises of relevant key technological equipment,
should they need to import the key parts and accessories and raw materials within the scope of the import taxation policy, may file
the application of enjoying the preferential policy to the Ministry of Finance through the provincial government or the provincial
department of finance; enterprises under the central government may file the application directly to the Ministry of Finance (see
the Appendix II for the document of application).

IV.

The Ministry of Finance will examine the documents submitted by the enterprises for tax refund and will invite State Development and
Reform Commission and so on to assess the specifications of technological equipment developed and manufactured by the applying enterprises
and see whether they are in consistent with the policy. The Ministry of Finance shall give a response to the applying enterprises
within 40 days after they receive the application. A confirmation will be issued by the Ministry of Finance to the enterprises which
are confirmed to have met the conditions of tax refund and the time limit will be specified for the refunded tax to be used as national
capital.

V.

The manufacturing enterprises of relevant key technological equipment shall make separate customs declaration for goods listed on
the catalogue which enjoy special import taxation policies. Those which have obtained the confirmation of tax refund issued by the
Ministry of Finance shall go through the procedures for the refund in the local customs with it. The specific procedures shall be
in line with the Circular of the Ministry of Finance, State Economy and Trade Commission, State Administration of Taxation and General
Administration of Customs on Rebating Some of the Imported Goods ([1994] No.42).

VI.

The enterprises shall, after they receive the refund, transfer the refunded money to national capital within time limits, differentiating
the situations as follows:

1.

Enterprises exclusively funded by the state shall take the refund as the registered capital;

2.

Other enterprises shall transfer it to the national capital in ways as follows: incorporated enterprises with state-owned shares shall
have them hold the shares transferred from the newly-added national capital (if more than one state owners exist, the proportion
of shares held shall be decided by themselves); those without state-owned shares shall have the state-owned assets operation company
authorized the local governments at various levels hold those shares.

3.

The listed companies shall act in accordance with the regulations of private placement issued by China Securities Regulatory Commission.

VII.

The offices of financial inspection commissioners across the country shall supervise and examine the progress of the transfer from
refund to national capital. After the transfer, the enterprises shall submit the duplicate of accounting voucher to the Ministry
of Finance as well as the local office of financial inspection commissioners, and do the registration of ownership of state-owned
assets. If enterprises fail to make the transfer within the time limits, the refund shall be timely returned to the national treasury.
Should any enterprises violate the aforementioned regulations, they will be punished in accordance with Measures for Punishment of
Illegal Financial Activities (Decree No. 427 of the State Council).

VIII.

At the end of every year that a preferential policy of import taxation has been implemented, the Ministry of Finance will, together
with State Development and Reform Commission and General Administration of Customs and State Administration of Taxation, adjust the
catalogue of refunded goods for next year’s special import taxation policies according the general situation of application of enterprises
and policy implementation.

IX.

For the key technological equipment whose imported parts and accessories and raw materials have been refunded, the import tariff exemption
policy for the complement plant and set of equipment shall be repealed after the examination and confirmation of Ministry of Finance,
State Development and Reform Commission, General Administration of Customs and State Administration of Taxation; for some of the
complete plants, the Ministry of Finance and State Development and Reform Commission will, on the basis of strict examination, adopt
the transition measures of reducing the refunds or tightening the scope of tariff exemption according to the supply and demand of
related industries, continue to grant the import taxation privilege for a certain period; after the transition period the import
tariff exemption policy shall be repealed.

Appendix:

1.

The 16 Key Areas of Technological Equipment

2.

The Application Document for Tax Refund

Ministry of Finance

State Development and Reform Commission

General Administration of Customs

State Administration of Taxation

January 14, 2007
Appendix I:
The 16 Key Areas of Technological Equipment

1.

Large sized clean and high-efficiency power equipment: new energy generating equipment such as nuclear power generating plant of a
million Km/h, supercritical thermal power generating plant, gas-steam circulation power generating plant, large sized circulation
fluidized bed boiler, large sized hydro-power generating plant and pumped storage power station, large sized direct air-cooled generating
plant and high-power wind power generator.

2.

UHV Transmission Equipment: complete equipment of UHV transmission with alternating current of 1000000 volts and direct current of
￿￿00000 volts, and key transmission equipment with alternating current of 500000 volts and direct current of 750000 volts.

3.

Large sized petrochemical equipment: large sized plant of petrochemical equipment of million-ton-level and complete equipment of Px,
PTA and polyester.

4.

Complete plant of coal chemical equipment.

5.

Complete plant of cold and hot continuous sheet rolling and that of surface coating and plating.

6.

Large sized plant of underground coal mining, elevating and washing and that of opencast mining.

7.

Large sized plant of ship and ocean engineering: large sized equipment of ocean petroleum engineering, large sized high-tech and high
added value ships such as ore and crude oil carrier of 300000 tons, floating production storage and offloading vessels, container
carriers with more than 1000 containers, liquefied natural gas carriers and high-power diesel engines.

8.

Equipment of railway transport: express trains at the speed of 200km/h plus and new subway trains.

9.

Large sized equipment of environmental protection and integrated utilization of resources: large sized equipment of environmental
protection such as equipment of air and urban pollution control and industrial sewage treatment and that of solid waste disposal,
and equipment of integrated utilization of resources such as seawater desalination and scrap car salvage.

10.

Large sized construction plant: tunnel boring machines, etc.

11.

Key project automation control system and key testing precision instruments.

12.

Large sized, precision and high-speed numerical control equipment, numerical systems and functional units

13.

New textile machines: complete polyester staple fibre plant with daily output of 200 tons plus, high-speed adhesive filament continuous
spinning machine, modern complete plant of cotton spinning, electromechanically integrated rapier loom and air jet loom.

14.

New and high-powered agricultural plant: high-powered tractor, head-feed rice combine, corn combine and cotton picker.

15.

Key equipment of integrated circuit, new flat panel display manufacturing machine, electronic components and elements, lead-free complete
plant, digital medical imaging equipment and specialized equipment of bio-engineering and medical production.

16.

Civil aircraft, engine and other airborne equipment.

Appendix II:
The Application Document for Tax Refund

I.

The nature, shareholding structure, registered capital and business scope of the applying enterprise;

II.

The financial status of the applying enterprise

III.

The progress of development and manufacturing and key technological equipment and the production plan of the applying enterprise,
including the name and specifications of the key technological equipment which applies for tax refund;

IV.

The variety, quantity, import time and value of the key parts and accessories and raw materials which will be under the preferential
policy of import taxation, as well as the estimated amount of import tariff that will be paid.

V.

The specific plan of transferring the refunded money to national capital, which shall be approved by the organs of power of the enterprise,
either the general manager’s meeting for the enterprises solely funded by the state or the meeting of stakeholders for incorporated
enterprises. It shall include the stakeholders, the price of the potential shares, and the specific time of the transfer. The listed
corporations shall offer the letter of commitment to the effect that the aforementioned plan has been submitted to the meeting of
stakeholder for deliberation. Those without state-owned shares shall submit the letter of intention of equity participation signed
with the state-owned asset operation companies authorized by governments at various levels.



 
Ministry of Finance, State Development and Reform Commission, General Administration of Customs, State Administration
of Taxation
2007-01-14

 







CONSTITUTION ACT, 1982 – page 22

NOTES (1) The enacting clause was repealed by the Statute Law Revision Act, 1893, 56-57 Vict., c. 14 (U.K.). It read as...