I) Business Registration
1. Registration of foreign funded enterprise
Business registration of a foreign-funded enterprise involves two steps: one is the business name registration before the contract and the articles of association are approved, the other is the business operation registration after the contract and the articles of association are approved.
A. For business name registration, an enterprise shall submit the following documents:
a)Pre-examination and approval application of the name of the enterprise with the signature of all the investors. Application for registration signed by the person responsible for its establishment shall include the name and address of the corporation to be established, its business scope, registered capital/ capitalized capital, name of investor and invested capital amount;
b)Certificate of the representative/ deputy appointed by the investors;
c)Certificates for qualifications of the representative/deputy;
d)Certificates for qualification of all investors.
e)The certificates include other documents required by Administration Bureau for Industry and Commerce
B. For business operation registration, an enterprise shall submit the following documents within 30 days after received the approval;
a)Application for business licenses of foreign investment with the signature of legal representative;
b)One copy of approval document of the examination and approval organ;
c)The contract and articles of association;
d)Notice on pre-examination and approval of the name of the enterprise;
e)Investors' qualification certificate or natural person ID certificate. The documents refer to:
Chinese investors shall provide the business license/legal representative registration certificate of the social undertaking institution/ legal representative registration certificate of the social organization/certificate of private-owned non-enterprise institution copied and stamped as the qualification certificate; foreign investors' qualification certificate shall be notarized by the Public Notary of the investor-resided country (region) and verified by Chinese Embassy in the investor-resided country (region). In case the investor-resided country has no diplomatic relations with China, the certificates shall be notarized by the Public Notary of the third country that has diplomatic relations with China, then verified by Chinese embassy in the third country. The investors from Hong Kong, Macao and Taiwan shall provide the qualification and ID certificates notarized in these regions.
f)Copies of position and ID certificates of the directors, supervisors and managers;
g)Copies of appointment and ID certificates of the legal representative;
h)Residence location certificate;
i)For the projects with business scope governed in the state laws and administration decrees as well as the decisions of the State Council, which shall be approved before the registration, the investors shall submit related approval document or license copies or permission certificate;
j)The legal document shall be enclosed with Power of Attorney;
k) Other related documents and certificates.
Above mentioned document shall be provided with one original copy except for otherwise stated.
In case the above mentioned documents are in foreign language, they shall be translated into Chinese stamped by Translation Company.
C. The branch and agency establishment registration of foreign funded enterprise
The registered foreign funded enterprise for establishing branches and agencies shall submit following documents and certificates:
a) Application for the branch and agency establishment registration signed by legal representative of the parent enterprise;
b) Articles of Association of the Company signed by legal representative of the parent enterprise;
c) The Appointment and ID Certificate of the person in charge of the branch provided by the parent enterprise;
d) Business license and duplicate of the parent enterprise (stamped by the parent enterprise)
e) Certificate of housing and site use for business operation;
f) For the projects with business scope governed under the state laws and administration decrees as well as the decisions of the State Council, which shall be approved before the registration, the investors shall submit related approval document or license copies or permission certificate;
g) Other related documents and certificates.
2. Registration for the establishment of permanent representative agency of enterprises from foreign countries and Taiwan, Hong Kong, Macao Regions
Enterprises from foreign countries and Taiwan, Hong Kong, Macao Regions and other economic entity applying for setting up permanent representative agency in Hunan may register in Hunan Provincial Administration Bureau for Industry and Commerce, with following documents and certificates submitted:.
a). Application for the agency registration signed by chairman of the board or managing director, with the content including foreign enterprise name, permanent agency name, business scope, duration, address, chief representative and staff;
b). Certificate for lawful operation provided by authority in the enterprise located country or region;
c). Enterprise status certificate;
d). Appointment document for the chief representative, deputy and employees;
e). ID card copies and 2 photos of the representative, deputy and employees;
f). Certificate of office address.
3. Production and operation registration of foreign enterprise in Chinese territory
After the production and operation project of foreign enterprise in Chinese territory approved by the examination and approval authority, the foreign enterprise shall register in administration bureau for industry and commerce within 30 days after the approval, with following documents and certificates submitted;
a). Application signed by the chairman of the board or managing director;
b). Approval document or certificate provided by the examination and approval authority;
c). Contract for engaging in the production activity;
d). Certificate for lawful business operation provided by authority in the enterprise located country and region;
e). Certificate of foreign enterprise financial status;
f). Power of attorney, resume and ID certificate for the person in charge of the project in China designated by the chairman of managing director of foreign enterprise;
g). Other related documents.
4. Registration modification, cancellation and annual examination of foreign funded enterprise
The main registration issues modification of foreign funded enterprise and its branches and agencies shall have modification application submitted to the original registration authority for approval.
The termination and expiry of foreign funded enterprise, approval certificate invalidity, contract termination approved by examination and approval authority, shall have application submitted to the original registration authority for cancellation.
Foreign-invested enterprise and its branches should receive annual exam between March 1st and June 30th every year according to the requirement of the company's registration organ.
II) Tax Registration
1. Foreign-funded enterprise with its branches or a foreign enterprise with its permanent representative office should register in the local tax authorities within 30 days after it obtains the business license. For tax registration, the foreign-funded enterprise or the foreign enterprise shall submit the business license, the national unified code certificate, the copies of contract and articles of association and the legal person ID card or passport. Then fill in two copies of the tax registration form (obtained in the taxation department or downloaded from Hunan state taxation webpage) and proceed to the taxation department to register. The tax authorities will issue to the enterprise the certificate of tax registration after they have verified these documents.
2. In case a foreign-funded enterprise and its branches or a foreign enterprise and its permanent office change its tax registration during the production and operation, it, with necessary documents, shall proceed to the tax authorities for making changes or cancellation in the tax registration in 30 days after the industrial and commercial administration has handled formality change or before it applies for taxation cancellation to the industrial and commercial administration.
III) Fiscal Registration
A foreign-funded enterprise should register in the local department of finance within 30 days after it obtains the business license by presenting following documents:
a) Approval certificate;
b) Business license;
c) the investment-amount certificate;
d) Contract and articles of association of the enterprise (duplicates);
e) Financial and accounting system of the enterprise adopted by the board of directors;
f) Effective qualification certificates of the enterprise's accounting personnel;
The department of finance will issue to the enterprise a fiscal registration certificate and its duplicates after the procedures have been duly completed.
The foreign-funded enterprise should submit their accounting statements on scheduled time to the financial department, and subject themselves to the supervision and management of the financial department.
If it divides, unites or sets a branch, the enterprise is required to register at the local administration of industry and commerce; and in 30 days, it still should submit to the local financial authority its registration documents, duplicates and copies to go through corresponding financial procedures. After dissolution and liquidation, it is required to submit to the local financial department its liquidation report, its original auditing report, duplicate and copy made by a Chinese CPA to cancel its fiscal registration, prior to cancellation of its business registration.
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