基础法律英语辅导热招
您的位置:外语教育网 > 法律英语 > 英文法规 > 正文

中华人民共和国中外合资经营企业法(修正本) LAW OF THE PEOPLE'S REPUBLIC OF CHINA ON CHINESE-FOREIGN EQUITY JOINT VENTURES

2006-05-18 00:07   我要纠错 | 打印 | 收藏 | | |

主席令第二十七号
(Adopted at the Second Session of the Fifth National People's Congress on July 1, 1979, and revised in accordance with the Decision of the National People's Congress Regarding the Revision of the Law of the People's Republic of China on Chinese-Foreign Equity Joint Ventures adopted at the Third Session of the Seventh National People's Congress on April 4, 1990)
时效性:已被修正  颁布日期:19900404  实施日期:19900404  失效日期:20010315  颁布单位:全国人大

  Article 1 With a view to expanding international economic cooperation and technological exchange, the People's Republic of China shall permit foreign companies, enterprises, other economic organizations or individuals (hereinafter referred to as “foreign joint venturers”) to establish equity joint ventures together with Chinese companies, enterprises or other economic organizations (hereinafter referred to as “Chinese joint venturers”) within the territory of the People's Republic of China, on the principle of equality and mutual benefit, and subject to approval by the Chinese Government.

  Article 2 The Chinese Government shall protect, according to the law, the investment of foreign joint ventures, the profits due them and their other lawful rights and interests in an equity joint venture, pursuant to the agreement, contract and articles of association approved by the Chinese Government.

  All activities of an equity joint venture shall comply with the provisions of the laws, decrees and pertinent regulations of the People's Republic of China.

  The state shall not nationalize or requisition any equity joint venture. Under special circumstances, when public interest requires, equity joint ventures may be requisitioned by following legal procedures and appropriate compensation shall be made.

  Article 3 The equity joint venture agreement, contract and articles of association signed by the parties to the venture shall be submitted to the state's competent department in charge of foreign economic relations and trade (hereinafter referred to as the examination and approval authorities) for examination and approval. The examination and approval authorities shall decide to approve or disapprove the venture within three months. When approved, the equity joint venture shall register with the state's competent department in charge of industry and commerce administration, acquire a business license and start operations.

  Article 4 An equity joint venture shall take the form of a limited liability company. The proportion of the foreign joint venturer's investment in an equity joint venture shall be, in general, not less than 25 percent of its registered capital. The parties to the venture shall share the profits, risks and losses in proportion to their contributions to the registered capital.

  If any of the joint venturers wishes to assign its registered capital, it must obtain the consent of the other parties to the venture.

  Article 5 The parties to an equity joint venture may make their investment in cash, in kind or in industrial property rights, etc.

  The technology and equipment contributed by a foreign joint venturer as its investment must be really advanced technology and equipment that suit China's needs. In case of losses caused by a foreign joint venturer in its practising deception through the intentional provision of outdated technology and equipment, it shall compensate for the losses. A Chinese joint venturer's investment may include the right to the use of a site provided for the equity joint venture during the period of its operation.

  If the right to the use of the site is not taken as a part of the Chinese joint venturer's investment, the equity joint venture shall pay the Chinese Government for its use. The above-mentioned investments shall be specified in the contract and articles of association of the equity joint venture, and their value (excluding that of the site) shall be assessed by all parties to the venture.

  Article 6 An equity joint venture shall have a board of directors; the number of the directors thereof from each party and the composition of the board shall be stipulated in the contract and articles of association after consultation among the parties to the venture; such directors shall be appointed and replaced by the relevant parties. The chairman and the vice- chairman (vice-chairmen) shall be determined through consultation by the parties to the venture or elected by the board of directors. If the Chinese side or the foreign side assumes the office of the chairman, the other side shall assume the office(s) of the vice-chairman (vice-chairmen)。 The board of directors shall decide on important issues concerning the joint venture on the principle of equality and mutual benefit.

  The functions and powers of the board of directors are, as stipulated in the articles of association of the equity joint venture, to discuss and decide all major issues concerning the venture, namely, the venture's development plans, proposals for production and business operations, the budget for revenues and expenditures, the distribution of profits, the plans concerning manpower and wages, the termination of business, and the appointment or employment of the general manager, the vice-general manager(s), the chief engineer, the treasurer and the auditors, as well as the determination of their functions, powers and terms of employment, etc.

  The offices of general manager and vice-general manager(s) (or factory manager and deputy manager(s) shall be assumed by the respective parties to the venture. The employment and discharge of the workers and staff members of an equity joint venture shall be stipulated in accordance with the law in the agreement and contract concluded by the parties to the venture.

  Article 7 The new profit of an equity joint venture shall be distributed among the parties to the venture in proportion to their respective contributions to the registered capital, after payment out of its gross profit of the equity joint venture income tax, pursuant to the provisions of the tax laws of the People's Republic of China, and after deduction from the gross profit of a reserve fund, a bonus and welfare fund for workers and staff members and a venture expansion fund, as stipulated in the venture's articles of association. An equity joint venture may, in accordance with provisions of the relevant laws and administrative rules and regulations of the state on taxation, enjoy preferential treatment for reduction of or exemption from taxes.

  A foreign joint venturer that reinvests its share of the net profit within the territory of China may apply for partial refund of the income tax already paid.

  Article 8 An equity joint venture shall, on the strength of its business license, open a foreign exchange account with a bank or any other financial institution which is permitted by the state agency for foreign exchange control to handle foreign exchange transactions. An equity joint ventures shall handle its foreign exchange transactions in accordance with the regulations on foreign exchange control of the People's Republic of China. An equity joint venture may, in its business operations, directly raise funds from foreign banks.

  The various kinds of insurance coverage of an equity joint venture shall be furnished by Chinese insurance companies.

  Article 9 The production and business operating plans of an equity joint venture shall be submitted to the competent authorities for record and shall be implemented through economic contracts.

  In its purchase of required raw and semi-processed materials, fuels, auxiliary equipment, etc., an equity joint venture should give first priority to purchases in China. It may also make such purchases directly on the world market with foreign exchange raised by itself.

  An equity joint venture shall be encouraged to market its products outside China. It may sell its export products on foreign markets directly or through associated agencies or China's foreign trade agencies. Its products may also be sold on the Chinese market. When necessary, an equity joint venture may set up branches and sub branches outside China.

  Article 10 The net profit which a foreign joint venturer receives as its share after performing its obligations under the laws, and the agreements or the contract, the funds it receives upon the expiration of the venture's term of operation or its early termination, and its other funds may be remitted abroad in accordance with foreign exchange control regulations and in the currency or currencies specified in the contract concerning the equity joint venture.

  A foreign joint venturer shall be encouraged to deposit in the Bank of China the foreign exchange which it is entitled to remit abroad.

  Article 11 The wages, salaries or other legitimate income earned by a foreign worker or staff member of an equity joint venture, after payment of the individual income tax under the tax laws of the People's Republic of China, may be remitted abroad in accordance with foreign exchange control regulations.

  Article 12 Based on different lines of trade and different circumstances, arrangements for the duration of equity joint ventures may be made differently through agreement by the parties to the venture. Equity joint ventures engaged in certain lines of trade shall specify their duration in the contracts, while equity joint ventures engaged in certain other lines of trade may choose to or not to specify their duration in the contracts. Where an equity joint venture has had its duration specified and the parties to the venture agree to extend the duration, the venture shall file an application for the purpose with the examination and approval authorities six months before its expiration. The examination and approval authorities shall, within one month after receipt of the application, decide on its approval or disapproval.

  Article 13 In case of heavy losses, failure of a party to perform its obligations under the contract and the articles of association, or force majeure etc., the parties to the joint venture may terminate the contract through their consultation and agreement, subject to approval by the examination and approval authorities and to registration with the state's competent department in charge of industry and commerce administration. In cases of losses caused by a breach of contract, the financial responsibility shall be borne by the party that has breached the contract.

  Article 14 Disputes arising between the parties to an equity joint venture which the board of directors has failed to settle through consultation may be settled through mediation or arbitration by an arbitration agency of China or through arbitration by another arbitration agency agreed upon by the parties.

  Article 15 This Law shall enter into force as of the date of promulgation. The power to amend this Law is vested in the National People's Congress.

相关资讯:
网站导航:
 四六级 指南 动态 经验 试题 资料  托福 指南 动态 经验 留学 备考
 雅思 指南 动态 机经 经验 辅导  公共英语 指南 动态 备考 试题 辅导
 日语 就业 辅导 留学 考试 报考  法语 资料 文化 考试 留学 辅导
 韩语 入门 口语 阅读 留学 文化  西语 辅导 资料 考试 留学 风采
基础法律英语
350元/门
系统讲解知识,全面提升水平
课时数:18课时左右

外语教育网(www.for68.com)是北京东大正保科技有限公司(CDEL)旗下一家大型外语远程教育网站,正保科技成立于2005年7月,是国内超大型外语远程教育基地,上榜“北京优质教育资源榜”--“百万读者推崇的网络教育机构”。


公司凭借雄厚的师资力量、先进的网络视频多媒体课件技术、严谨细致的教学作风、灵活多样的教学方式,为学员提供完整、优化的外语课程,既打破了传统面授的诸多限制,发挥了网络教育的优势,也兼顾面授的答疑与互动特点,为我国培养了大量优秀的外语人才。


为了满足学员学习不同语种、不同阶段的学习需求,网站开设了包括考试英语、行业英语、实用口语以及小语种在内的百余门语言学习课程,涵盖英语、日语、韩语、俄语、德语、法语、西班牙语、意大利语、阿拉伯语等主要语种,供学员自由选择。此外,网站还拥有各类外语专业信息和考试信息20余万条,是广大学员了解外语类考试最新政策、动态及参加各语种培训的优质网站。


北京东大正保科技有限公司成立于2000年,是一家具备网络教育资质、经教育部批准开展远程教育的专业公司,为北京市高新技术企业、中国十大教育集团、联合国教科文组织技术与职业教育培训在中国的唯一试点项目。


公司下属13家行业远程教育网站,业务涵盖了会计、法律、医学、建设、自考、成考、考研、中小学、外语、信息技术、汉语言教学等诸多领域,拥有办公面积8000多平米,员工近千人,公司年招生规模达270万人。由于正保远程教育(China Distance Education Holdings Ltd., CDEL)在中国互联网远程教育行业内的绝对优势和强大影响力,正保教育模式一直被广大投资人所追捧。2008年7月30日,公司在美国纽约证券交易所正式挂牌上市(股票交易代码:DL),是2008年唯一一家在美国纽交所上市的专业从事互联网远程教育的中国企业。


版权声明
   1、凡本网注明 “来源:外语教育网”的所有作品,版权均属外语教育网所有,未经本网授权不得转载、链接、转贴或以其他方式使用;已经本网授权的,应在授权范围内使用,且必须注明“来源:外语教育网”。违反上述声明者,本网将追究其法律责任。
  2、本网部分资料为网上搜集转载,均尽力标明作者和出处。对于本网刊载作品涉及版权等问题的,请作者与本网站联系,本网站核实确认后会尽快予以处理。
  本网转载之作品,并不意味着认同该作品的观点或真实性。如其他媒体、网站或个人转载使用,请与著作权人联系,并自负法律责任。
  3、本网站欢迎积极投稿
  4、联系方式:
编辑信箱:for68@chinaacc.com
电话:010-82319999-2371