Table Of Contents
Preface 1
Chapter 1. Executive Summary 4
Chapter 2. An Overview of Macro-Economic Background
and Investment Environment 7
Figure 2.1. China’s GDP Growth 8
Figure 2.2. Foreign Investors Actually Contributed Total Amount
of Foreign Investment . 9
Figure2.3. The Number of Registered Foreign Investment Enterprises 9
Figure 2.4. Foreign Investment Enterprises Contributed Total Investment,
Registered Capital, and Foreign Investors Contributed Capital 10
Figure 2.5. China’s Imports and Exports Growth .11
Figure 2.6. China’s Population 12
Figure 2.7. China’s Graduates from Universities & Colleges, and from
Technical Schools 13
Figure 2.8. China’s Graduates Returned form Abroad 13
Figure 2.9. China’s Employed Labor Force ..14
Figure 2.10. China’s Employed Persons in Foreign Investment Enterprises 14
Figure 2.11. China’s Unemployed Labor Force in Urban Areas 15
Figure 2.12. China’s Totally Annual Average Wage of Labor Force .16
Table 2.1. The Industrial Distribution of Foreign Investment Enterprises Operating in
China by 2009 ..16
Chapter 3. Organization of Administration for Industry and Commerce .19
Figure 3.1. The Organization of State Administration for Industry
and Commerce 20
Figure 3.2．Organizational Chart of Administration for Industry
and Commerce ..22
Chapter 4. Applicable Laws, Administrative Regulations and
Departmental Rules .23
4.1. Chinese Legislation .23
4.2. Evolution of Laws, Administrative Regulations and Rules and Departmental Regulations and Rules 24
4.3. Applicable Laws, Administrative Regulations and Rules, and Departmental Regulations and Rules 26
Table 4.1. Effective Laws, Regulations and Rules for application and approval of establishment registration of foreign investment enterprises based on authority 27
Table 4.2. Effective Laws, Regulations and Rules for application and approval of establishment
registration of foreign investment enterprises based on function and
organization form of foreign investment enterprises .. 29
Chapter 5. Classification of Foreign Investment Enterprises 34
5.1. Brief Introduction 34
5.2. Classification of Foreign Investment Enterprises .35
5.2.1. Wholly Foreign-owned Enterprises 35
5.2.2. Sino-Foreign Equity Joint Ventures 39
5.2.3. Sino-Foreign Contractual Joint Ventures .43
5.2.3.1. Sino-Foreign Contractual Joint Ventures with Chinese
legal person status 43
5.2.3.2. Sino-Foreign Contractual Joint Ventures without Chinese
legal person status .48
5.2.4. Foreign-funded Partnership Enterprise 49
5.2.4.1. The General Partnership Enterprise 49
5.2.4.2 The Limited Partnership Enterprise .55
5.2.5. The Resident Offices of Foreign Enterprises ..61
Chapter 6. Procedures for Application and Approval of Establishment
Registration for Foreign Investment Enterprises .64
6.1. General Procedure for Application and Approval of Establishment
Registration for Foreign Investment Enterprises 64
Figure 6.1. General Procedure for Application and Approval of Establishment
Registration for a Foreign Investment Enterprise .67
6.2. Essential Knowledge for Registration Application 68
6.2.1. Organization Form of Company and Registered Capital 68
6.2.1.1. General “Limited Liability Company” ..68
6.2.1.2. One-person Limited Liability Company .69
6.2.1.3.Joint Stock Limited Company 69
6.2.1.4. Foreign-funded limited liability Company and Joint
Stock Limited Company .70
6.3. Practical Operation for Registration Application of Foreign-funded
Company and (Non Company) Foreign-funded Enterprise .73
6.3.1. Application for Pre-Approved Name 73
6.3.1.1. Enterprise Name 73
6.3.1.2. Application for Pre-Approved Name ..74
Table 6.3.1.2. Application for Pre-Approved Name of
Foreign-funded Enterprise .75
6.3.2. Application for Verification, Examination and Approval of Foreign
Investment Projects and Business Scope 83
6.3.2.1. Application for Verification and Approval of Foreign
Investment Projects .83
6.3.2.2. Application for Examination and Approval of Business Scope ..89
6.3.3 Application for Approval of Establishment Registration 91
6.3.3.1. Application for Approval of Establishment Registration of foreign-funded
Limited Liability Company ..92
Table 6.3.3.1. Application for Establishment Registration of
Foreign-funded Company 93
6.3.3.2. Application for Approval of Establishment Registration of foreign-funded Joint Stock Limited Company .113
6.3.3.3 Application for Approval of Establishment Registration of (Non-Company) Foreign-funded Enterprise .114
Table 6.3.3.2. Application Form for Establishment Registration of
(Non-Company) Foreign-funded Enterprise ..115
6.4. Practical Operation for Registration Application of Foreign-funded
Partnership Enterprise 134
6.4.1. Application for Pre-Approved Name ..135
Table 6.4.1. Application for Pre-Approved Name of Foreign-funded
Partnership Enterprise 136
6.4.2. Application for Verification, Examination and Approval of Foreign
Investment Projects and Business Scope 144
6.4.3 Application for Approval of Establishment Registration .144
Table 6.4.3. Application for Establishment Registration of Foreign-funded
Partnership Enterprise 145
6.5. Application for Approval of Resident Offices of
Foreign Enterprises .164
6.5.1. Procedure of Prior Approval 164
6.5.2. Application for Approval of Establishment Registration of Resident Offices
for Foreign Enterprises 165
Table 6.5.2. Application for Establishment Registration of Resident Offices of Foreign (Region) Enterprise 166
Chapter 7. Conclusion and Suggestions 182
Chapter 8. Appendices 188