In accordance with the relevant stipulations in the "Regulations of the People's Republic of China Concerning Administration over registration of Corporate Entities" and the rules for the implementation thereof, the investor shall, within 30 days after obtaining "the Certificate of Approval for Enterprises with Foreign Investment" and the related documents, apply to the competent authorities of industry and commerce administration for registration and issuance of business licence.

The Following Documents Required for Name Registrations:

• The form of application for pre-registration of names of foreign-funded enterprises(in duplicate) which is printed by the industry and commerce administration authorities and signed by the person responsible for the formation of the enterprise.
• The project proposal and the document of approval.
• The legal certificate evidencing the opening of business issued to the foreign investor by the government of the country or the region where the foreign investor is based.
• Letter of proxy for enterprise registration.

The Following Documents and Certificates (in Triplicate) Required for Registration of Opening Business:

• Application for registration of enterprise with foreign investment signed by the chairperson and vice-chairperson(s) of the board of directors(in quadruplicate).
• The contract and article of association (In both Chinese and foreign language and including the appendices), the documents of approval and certificate of approval from the approving authorities(original duplicate).
• The legal certificate evidencing opening of business issued to the foreign investor by the government of the country or region where the foreign investor is based.
• Evidence of the investor's latest credit standing from the investor's bank.
• Form of registration for the legal representative of the enterprise(along with 1-inch, bareheaded, full-faced photo).
• Personal profiles of the members of the board of directors and the board of supervision and the general manager and deputy manager(s).
• Photo copies of the identity documents of the members of the board of directors and board of supervision and general manager and deputy general manager(s).
• Letters of approval from the authorities concerned if involve in urban public utilities(use of land, supply of water, electric power and gas, and access to the telecommunications system) and environmental protection.
• Documents certifying the right to premises, including property right certificates and contract of tenancy(the contract period should be longer than one year).
• Documents of approval issued by competent authorities if the enterprise engages in undertaking subject stipulations specially prescribed by the state.

*　Letter of proxy for enterprise registration.

To Apply for Alteration, the Following Documents Required:

• For alteration of the enterprise name: the enterprise name registration form and letter of approval for the name, and the documents of approval issued by the original authorities of examination and approval.
• For alteration of premises: Documents certifying the enterprise's right to use the new premises(including the contract of tenancy and documents certifying the leasor's property right).

* Increase in the registered capital: agreement on revision of the contract and articles of association; document of approval issued by the original authorities of examination and approval, and capital verification report.

• Alteration of the type of the enterprise: agreement on revision of the approval issued by the original authorities of examination and approval, and capital verification report.
• Alteration of the board chairperson or vice-chairperson(s) or the general manager or deputy general manager(s):personal profiles of the directors, supervisors or the general manager or deputy general manager(s); photo copies of their identity documents, and registration form for the legal representative.
• Transfer of stock rights: agreement on transfer of stock rights; agreement on revision of the contract and articles of association; legal certificate evidencing opening of business and bank-issued evidence of credit standing for the party to receive the transfer; documents of approval issued by the original authorities of examination and approval.
• Alteration of the scope of business: documents of approval issued by the competent authorities, if the new item of business is subject to stipulations specially prescribed by the state, agreement on revision of the contract and the articles of association, documents of approval issued by the original authorities of examination and approval, and capital verification report.
• Alteration of the operational period: agreement on revision of the contract and articles of association; documents of approval issued by the original authorities of examination and approval; and capital report.
• Establishment of branches or offices outside China: After obtaining approval from competent authorities of examination and approval, the enterprise should report this to the original authorities of examination and approval for the record. Besides, revisions of or additions to the contract or article of association which do not affect any registered item shall be reported to the original authorities of registration for the report.

The Following Documents Required(in Duplicate) for Cancellation of Registration:

• Application signed by the board chairperson and vice-chairperson(s) for cancellation of registration.
• Relevant decision of the board of directors.
• Liquidation report on settlement of the creditor's rights and debts, or documents certifying responsibility for settlement of the creditor's rights and debts.
• Document issued by the taxation authorities and customs certifying complete payment of taxes and customs duties.
• The business license(duplicates include) of the enterprise and all its seals and stamps shall be handed over to the proper authorities.
• Letter of proxy for enterprise registration.

Where approval of the original authorities of examination and approval is a must according to law, documents of approval issued by such authorities for cancellation of registration should be supplied as well. Where cancellation of registration cannot be referred to the board of directors for decision or should be subject to stipulations otherwise prescribed by the state, the matter shall be handled in accordance with the relevant stipulations of the state.

In case the enterprise fails to go though the procedure for cancellation of registration, the authorities of industry and commerce administrations shall have the right to withdraw its business license and issue a public notice to this effect.

Contributions to Capital Investment

In accordance with <Certain Rules Concerning Capital Contributions by Various Parties to Sino-Foreign Joint Venture Enterprises> the various parties to a Sino-foreign joint venture enterprise shall, if the joint venture contract calls for making non-installment payment of capital contributions, make such contributions within six months beginning as of the day when the business license is issued; whereas the joint venture contract allows payment in installment, the first installment by the various parties shall not be less than 15% of the amount each has pledge and shall be made within three months beginning as of the day when the business license is issued. In case of violation of these rules by the parties, the joint venture enterprise shall be seen as automatically dissolved and its business license invalidated . under such circumstance, the joint venture shall have to go through the procedure with the registration authorities for cancellation of registration and hand in the business license, failing which the authorities in charge of registration shall withdraw the business license and issued a public notice to this effect.

Case involving the parties' failure to pay the full sum of the capital contributions within the contracted period shall be dealt with by the authorities of registration.

The Annual Inspection System

Annual inspections of foreign-funded enterprises shall be conducted by the authorities in charge of registration. The inspection shall cover: payment by the various parties of their pledge contributions to the capital investment, whether a given enterprise engages in normal production and business operation in conformity with its business scope charge of registration, whether there is any light of spiriting the registered capital, transfer of property or evasion of debt repayment during the operational period, and whether the enterprise has, in following the relevant rules and regulation ,undergone procedures of registration regarding opening of business, alterations and cancellations. The enterprise shall be obliged to hand in the annual inspection report and the annual balance sheet within the time specified by the authorities in charge of registration.

Supervision and Administration

The authorities in charge of registration shall be obliged to supervise and check into implementation of the contracts and articles of association of foreign-funded enterprises. In case of failure or refusal on the part of a foreign-funded enterprise to set up accounting books in China or on the part various to pay their pledged capital contributions within the prescribed time limit, the authorities in charge of registration shall have the right to order the enterprise to suspend its business operations or withdraw its business license. The authorities in charge of registration shall also be obliged to see to it that foreign-funded enterprises follow the relevant rules and regulations for registration regarding the opening of business, alterations and cancellation that annual inspections are according to stipulations and that their legal representatives observe the relevant state laws and regulations and government polices.

The parties to an enterprise with foreign-investment shall specify clearly the time limit for capital contributions in their contract and article of association and complete payment of the registered capital in time. Except as otherwise specified in state regulations, the total duration for capital contributions in installment by investors shall be as follows