关于设立中外合资对外贸易公司试点暂行办法
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对外贸易经济合作部令一九九六年第3号
(Approved by the State Council of the People's Republic of China on September 2, 1996, promulgated1 by Decree No. 3 of the Ministry2 of Foreign Trade and Economic Cooperation on September 30, 1996)
颁布日期:19960930  实施日期:19960930  颁布单位:外经贸部

  Article 1 These Procedures are formulated3 in accordance with “The Foreign Trade Law of the People's Republic of China”, “The Law of the People's Republic of China on Chinese-Foreign Equity4 Joint5 Ventures” as well as other relevant laws and regulations with a view to further expanding the scope of opening up to the outside world and promoting the growth of China's foreign trade.

  Article 2 These Procedures shall be applicable to Chinese-foreign joint venture foreign trade companies(here in after referred to as “joint venture foreign trade companies”) set up within the territory of China(experimental areas) by foreign companies and enterprises(hereinafter referred to as “foreign companies”) and Chinese companies and enterprises(hereinafter referred to as “Chinese companies”) for the sole purpose of engaging in import-export trade.

  Article 3 The joint venture foreign trade company shall be a limited liability company. The percentage of the registered capital of Chinese company in a joint venture foreign trade company shall not be less than 51%; the percentage of a foreign company shall be more than 25%. The legal representative shall be appointed by the Chinese company.

  Article 4 The following conditions shall be satisfied in the establishment of a joint venture foreign company:

  (1) A foreign company shall have the following qualifications:

  a. A turnover6 of over US$ 5 billion in the year preceding the application;

  b. An average annual trade volume of over US$ 30 million with China during the three years preceding the application;

  c. A representative office has been set up within the territory of China for more than three years prior to the application, or an investment of over US$ 30 million within the territory of China.

  (2) A Chinese company shall have the following qualifications:

  a. Has authorization7 in foreign trade operations;

  b. An average annual import-export volume of over US$ 200 million during the three years preceding the application, out of which the export amount shall not be less than US$ 100 million;

  c. Has set up more than three branches, subsidiaries and joint ventures outside the territory of China, with an average annual turnover of more than US$ 10 million in the three years prior to the application.

  (3) A joint venture foreign trade company shall have the following qualifications:

  a. Its registered capital shall not be less than RMB 100 million yuan;

  b. Has its own name and organization;

  c. Has necessary place, professional staff and other material conditions suitable for foreign trade operations.

  Article 5 In applying for the establishment of a joint venture foreign trade company, the Chinese company shall submit the following documents to the department in charge of foreign trade and economic cooperation of the state through the local department of foreign trade and economic cooperation for examination:

  (1) Project proposal and the feasibility study, contract and constitution signed by the Chinese and foreign parties;

  (2) Certificates of registration8(copies) of the Chinese and foreign parties, credibility certificates and legal representative certificates;

  (3) Certificate of approval of the foreign company's invested enterprise in China(copy), or approval paper for the establishment of representative office in China(copy), business license9(copy) and credibility report issued by a Chinese registered accountant firm(copy);

  (4) Certificates of registration of the Chinese company's branch, subsidiary and joint venture outside the territory of China(copy);

  (5) Tables of assets and liabilities of the Chinese and foreign parties in the past three years and the certificates of confirmation10 issued by the auditing11 department;

  (6) Business scope of the proposed joint venture foreign trade company;

  (7) Other documents as required by the department in charge of foreign trade and economic cooperation of the state.

  A certificate of approval for the joint venture foreign trade company shall be issued by the department in charge of foreign trade and economic cooperation of the state upon examination by the department in charge of foreign trade and economic cooperation of the state and approval by the State Council.

  Article 6 Upon approval by the state of the application for the establishment of the joint venture foreign trade company, the Chinese company shall, within one month starting from the date of approval, go through the procedures of registration with the certificate of approval at the department of industry and commerce administration, and complete financial registration at the department of finance in charge within one month starting from registration.

  Article 7 Funding by the foreign company for the registered capital of the joint venture foreign trade company can be in convertible12 currency, and funding by the Chinese company can be in RMB, in kind and invisible assets or other property rights.

  Parties in the joint venture foreign trade company shall, within one month starting from the date of issuance of the business license, complete full payment of their respective confirmed amount of funds.

  Article 8 The joint venture foreign trade company shall engage in self operations or agency business operations of import and export of goods and technologies with the approved business scope. It shall not engage in other business operations without approval.

  Article 9 Import or export of commodities under quota13 and license control by the state for import and export can be effected upon approval after application to the department in charge concerned of the state in accordance with relevant provisions of the state. The joint venture foreign trade company shall, in accordance with the provisions of the department in charge for tender and bidding of the commodities for import and export, take part in bidding with regard to commodities for import and export under quota tender by the state.

  Article 10 The joint venture foreign trade company shall handle foreign exchange settlement, selling and payment in accordance with the relevant provisions by the state for state-owned foreign trade companies. The joint venture foreign trade company shall maintain foreign exchange balance. Specific control measures shall be formulated by the People's Bank of China in consultation14 with the department in charge of foreign trade and economic cooperation of the state.

  Article 11 The joint venture foreign trade company shall effect payment of taxes in accordance with relevant taxation15 laws and regulations of the state. The state shall effect refund16 of taxes on its export products in accordance with the provisions for the refund of taxes on export by state owned foreign trade companies.

  Article 12 The joint venture foreign trade company shall, at regular intervals17, submit reports and tables of finance, accounting18 and statistics to local departments in charge in accordance with the laws and regulations of China concerning finance, accounting and statistics.

  Article 13 The joint venture foreign trade company shall apply to join the chamber19 of commerce for import and export or the association enterprises with foreign investment, and obey the coordination20 of either the chamber or the association.

  Article 14 The joint venture foreign trade company shall abide21 by the laws and regulations of China and put itself under the jurisdiction22 of the laws and regulations of China. Its legitimate23 rights shall be protected by the laws and regulations of China.

  Violation24 of laws and regulations of China on the part of the joint venture foreign trade company shall be handled in accordance with relevant laws and regulations. Violation of these Procedures by the joint venture foreign trade company shall be handled by the department in charge of foreign trade and economic cooperation.

  Article 15 Reference shall be made to these Procedures with regard to the establishment of joint venture foreign trade companies by companies, enterprises of Hongkong, Macao and Taiwan regions and inland companies and enterprises.

  Article 16 The areas of experiment and number of companies for experiment shall be determined25 by the State Council. For the present, experiment shall be conducted only in the Pudong New Development Zone of Shanghai and Shenzhen Special Economic Zone.

  Article 17 These Procedures shall enter into force as of the date of promulgation26. The department in charge of foreign trade and economic cooperation of the state shall be responsible for the interpretation27 of these Procedures.



点击收听单词发音收听单词发音  

1 promulgated a4e9ce715ee72e022795b8072a6e618f     
v.宣扬(某事物)( promulgate的过去式和过去分词 );传播;公布;颁布(法令、新法律等)
参考例句:
  • Hence China has promulgated more than 30 relevant laws, statutes and regulations. 中国为此颁布的法律、法规和规章多达30余项。 来自汉英非文学 - 白皮书
  • The shipping industry promulgated a voluntary code. 航运业对自律守则进行了宣传。 来自辞典例句
2 ministry kD5x2     
n.(政府的)部;牧师
参考例句:
  • They sent a deputation to the ministry to complain.他们派了一个代表团到部里投诉。
  • We probed the Air Ministry statements.我们调查了空军部的记录。
3 formulated cfc86c2c7185ae3f93c4d8a44e3cea3c     
v.构想出( formulate的过去式和过去分词 );规划;确切地阐述;用公式表示
参考例句:
  • He claims that the writer never consciously formulated his own theoretical position. 他声称该作家从未有意识地阐明他自己的理论见解。 来自《简明英汉词典》
  • This idea can be formulated in two different ways. 这个意思可以有两种说法。 来自《现代汉英综合大词典》
4 equity ji8zp     
n.公正,公平,(无固定利息的)股票
参考例句:
  • They shared the work of the house with equity.他们公平地分担家务。
  • To capture his equity,Murphy must either sell or refinance.要获得资产净值,墨菲必须出售或者重新融资。
5 joint m3lx4     
adj.联合的,共同的;n.关节,接合处;v.连接,贴合
参考例句:
  • I had a bad fall,which put my shoulder out of joint.我重重地摔了一跤,肩膀脫臼了。
  • We wrote a letter in joint names.我们联名写了封信。
6 turnover nfkzmg     
n.人员流动率,人事变动率;营业额,成交量
参考例句:
  • The store greatly reduced the prices to make a quick turnover.这家商店实行大减价以迅速周转资金。
  • Our turnover actually increased last year.去年我们的营业额竟然增加了。
7 authorization wOxyV     
n.授权,委任状
参考例句:
  • Anglers are required to obtain prior authorization from the park keeper.垂钓者必须事先得到公园管理者的许可。
  • You cannot take a day off without authorization.未经批准你不得休假。
8 registration ASKzO     
n.登记,注册,挂号
参考例句:
  • Marriage without registration is not recognized by law.法律不承认未登记的婚姻。
  • What's your registration number?你挂的是几号?
9 license B9TzU     
n.执照,许可证,特许;v.许可,特许
参考例句:
  • The foreign guest has a license on the person.这个外国客人随身携带执照。
  • The driver was arrested for having false license plates on his car.司机由于使用假车牌而被捕。
10 confirmation ZYMya     
n.证实,确认,批准
参考例句:
  • We are waiting for confirmation of the news.我们正在等待证实那个消息。
  • We need confirmation in writing before we can send your order out.给你们发送订购的货物之前,我们需要书面确认。
11 auditing JyVzib     
n.审计,查账,决算
参考例句:
  • Auditing standards are the rules governing how an audit is performed.收支检查标准是规则统治一个稽核如何被运行。
  • The auditing services market is dominated by a few large accounting firms.审计服务市场被几家大型会计公司独占了。
12 convertible aZUyK     
adj.可改变的,可交换,同意义的;n.有活动摺篷的汽车
参考例句:
  • The convertible sofa means that the apartment can sleep four.有了这张折叠沙发,公寓里可以睡下4个人。
  • That new white convertible is totally awesome.那辆新的白色折篷汽车简直棒极了。
13 quota vSKxV     
n.(生产、进出口等的)配额,(移民的)限额
参考例句:
  • A restricted import quota was set for meat products.肉类产品设定了进口配额。
  • He overfulfilled his production quota for two months running.他一连两个月超额完成生产指标。
14 consultation VZAyq     
n.咨询;商量;商议;会议
参考例句:
  • The company has promised wide consultation on its expansion plans.该公司允诺就其扩展计划广泛征求意见。
  • The scheme was developed in close consultation with the local community.该计划是在同当地社区密切磋商中逐渐形成的。
15 taxation tqVwP     
n.征税,税收,税金
参考例句:
  • He made a number of simplifications in the taxation system.他在税制上作了一些简化。
  • The increase of taxation is an important fiscal policy.增税是一项重要的财政政策。
16 refund WkvzPB     
v.退还,偿还;n.归还,偿还额,退款
参考例句:
  • They demand a refund on unsatisfactory goods.他们对不满意的货品要求退款。
  • We'll refund your money if you aren't satisfied.你若不满意,我们愿意退款给你。
17 intervals f46c9d8b430e8c86dea610ec56b7cbef     
n.[军事]间隔( interval的名词复数 );间隔时间;[数学]区间;(戏剧、电影或音乐会的)幕间休息
参考例句:
  • The forecast said there would be sunny intervals and showers. 预报间晴,有阵雨。
  • Meetings take place at fortnightly intervals. 每两周开一次会。
18 accounting nzSzsY     
n.会计,会计学,借贷对照表
参考例句:
  • A job fell vacant in the accounting department.财会部出现了一个空缺。
  • There's an accounting error in this entry.这笔账目里有差错。
19 chamber wnky9     
n.房间,寝室;会议厅;议院;会所
参考例句:
  • For many,the dentist's surgery remains a torture chamber.对许多人来说,牙医的治疗室一直是间受刑室。
  • The chamber was ablaze with light.会议厅里灯火辉煌。
20 coordination Ho8zt     
n.协调,协作
参考例句:
  • Gymnastics is a sport that requires a considerable level of coordination.体操是一项需要高协调性的运动。
  • The perfect coordination of the dancers and singers added a rhythmic charm to the performance.舞蹈演员和歌手们配合得很好,使演出更具魅力。
21 abide UfVyk     
vi.遵守;坚持;vt.忍受
参考例句:
  • You must abide by the results of your mistakes.你必须承担你的错误所造成的后果。
  • If you join the club,you have to abide by its rules.如果你参加俱乐部,你就得遵守它的规章。
22 jurisdiction La8zP     
n.司法权,审判权,管辖权,控制权
参考例句:
  • It doesn't lie within my jurisdiction to set you free.我无权将你释放。
  • Changzhou is under the jurisdiction of Jiangsu Province.常州隶属江苏省。
23 legitimate L9ZzJ     
adj.合法的,合理的,合乎逻辑的;v.使合法
参考例句:
  • Sickness is a legitimate reason for asking for leave.生病是请假的一个正当的理由。
  • That's a perfectly legitimate fear.怀有这种恐惧完全在情理之中。
24 violation lLBzJ     
n.违反(行为),违背(行为),侵犯
参考例句:
  • He roared that was a violation of the rules.他大声说,那是违反规则的。
  • He was fined 200 dollars for violation of traffic regulation.他因违反交通规则被罚款200美元。
25 determined duszmP     
adj.坚定的;有决心的
参考例句:
  • I have determined on going to Tibet after graduation.我已决定毕业后去西藏。
  • He determined to view the rooms behind the office.他决定查看一下办公室后面的房间。
26 promulgation d84236859225737e91fa286907f9879f     
n.颁布
参考例句:
  • The new law comes into force from the day of its promulgation. 新法律自公布之日起生效。 来自《简明英汉词典》
  • Article 118 These Regulations shall come into effect from the day of their promulgation. 第一百一十八条本条例自公布之日起实施。 来自经济法规部分
27 interpretation P5jxQ     
n.解释,说明,描述;艺术处理
参考例句:
  • His statement admits of one interpretation only.他的话只有一种解释。
  • Analysis and interpretation is a very personal thing.分析与说明是个很主观的事情。
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