Notice of Carrying out the Integration of Recordation Matters of Foreign-Funded Enterprises

 2018-06-11  67


Notice of the Beijing Municipal Commission of Commerce and the Beijing Administration for Industry and Commerce on Carrying out the Integration of Recordation Matters of Foreign-Funded Enterprises


· Area of Law: Foreign-funded Enterprises

· Level of Authority: Local Regulatory Documents

· Date issued:06-20-2016

· Effective Date:06-20-2016

· Status: Effective

· Issuing Authority: Beijing Municipal Committee of Commerce Beijing Administration for Industry & Commerce

 

Notice of the Beijing Municipal Commission of Commerce and the Beijing Administration for Industry and Commerce on Carrying out the Integration of Recordation Matters of Foreign-Funded Enterprises
The commissions of commerce and the branch administrations for industry and commerce of all districts of Beijing Municipality; and the Management Committee of Beijing Economic-Technological Development Area:
In order to vigorously create an internationalized, market-oriented, and legalized business environment for expanding the opening-up of the service industry of Beijing Municipality and improve the system of promoting development by opening-up, based on the formatting of foreign investment approval documents, the commerce departments and administrations for industry and commerce are paying much attention to the innovation of the system and mechanisms and accelerating the reform of the market access mechanism and the supervision patterns. The reform measures for the “integration of business and industry and commerce recordation matters of foreign-funded enterprises” (excluding recordation matters of foreign-funded enterprises for enforcement of a judicial judgment) are hereby jointly launched and they shall be subject to the pilot program of approval and registration of foreign-funded enterprises across the Municipality.
The “integration of business and industry and commerce recordation matters of foreign-funded enterprises” shall be based on inter-departmental interconnection and mutual recognition, further simplify application materials and optimize recordation procedures, and shorten the time limit for recordation. After an enterprise submits the recordation materials and undergoes the recordation formalities with one department, it is unnecessary for it to resubmit the same materials to another and the recordation may be completed on site. You are hereby notified of the relevant matters as follows:
I. The commerce departments and administrations for industry and commerce at various levels shall issue the integrated handling procedures on their websites and provide links for downloading the relevant forms.
II. The commerce departments and administrations for industry and commerce at various levels shall proactively conduct publicity and pilot implementation.
III. This Notice shall come into force on a trial basis as of the date of issuance.
Annex: Procedures for the Integrated Handling of Business and for the Industry and Commerce Recordation Matters of Foreign-Funded Enterprises
Being Municipal Commission of Commerce
Beijing Administration for Industry and Commerce
June 20, 2016
Annex:
Procedures for the Integrated Handling of Business and for the Industry and Commerce Recordation Matters of Foreign-Funded Enterprises
In order to better provide foreign-funded enterprises with a better environment to do business, the commerce departments and administrations for industry and commerce have jointly launched reform measures for the integration of recordation matters of foreign-funded enterprises, which mainly involve five aspects: change of an enterprise's domicile (address), change of an enterprise's name, change of an investor's name, change of the board of directors involving amendment of an enterprise's contracts and bylaws, and change of the legal representative (authorized representative or authorized signatory) of an investor. The specific procedures and application materials are as follows:
I. Change of an enterprise's domicile (address)
1. When an enterprise files an application for changing its domicile with the administration for industry and commerce, it shall submit the following materials: (1) a written application for modifying the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) a letter of appointment (authorization); (3) the amendment of bylaws or the modified bylaws (with the signatures or seals of shareholders and with the signature of the legal representative and the official seal of the enterprise); (4) the original and photocopy of the business license; (5) the resolution of the highest authority; and (6) the domicile use certificate.
2. After the enterprise receives a business license, it shall handle the recordation of address modification and renewal of the approval certificate at the commerce department upon the strength of the following documentation: (1) the original and photocopy of the modified business license of the enterprise legal person (the original for verification and the photocopy for preservation); (2) a written application for administrative licensing (recordation) matters, a letter of authorization for handling the administrative license (recordation) matters, and the photocopy of the identity certificate of the authorized person; and (3) the original of the approval certificate of a foreign-funded enterprise.
II. Change of an enterprise's name
1. When an enterprise files an application for changing its name with the administration for industry and commerce, it shall submit the following documentation: (1) a written application for changing the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) a letter of appointment (authorization); (3) the amendment of bylaws or the modified bylaws (with the signatures or seals of shareholders and with the signature of the legal representative and the official seal of the enterprise); (4) the original and photocopy of the business license; (5) the resolution of the highest authority; and (6) a written notice on pre-approval of the change of the enterprise's name.
2. After the enterprises receives a business license, it shall handle the recordation of the name change and the renewal of the approval certificate with the commerce department upon the strength of the following documentation: (1) the original and photocopy of the business license of enterprise legal person after name change (the original for verification and the photocopy for preservation); (2) a written application for administrative licensing (recordation) matters, a letter of authorization for handling the administrative licensing (recordation) matters, and the photocopy of the identity certificate of the authorized person; and (3) the original of the approval certificate of a foreign-funded enterprise.
III. Change of an investor's name
1. When an enterprise files an application for changing the name of its investor with the administration for industry and commerce, it shall submit the following materials: (1) a written application for modifying the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) a letter of appointment (authorization); (3) the amendment of bylaws or the modified bylaws (with the signatures or seals of shareholders and with the signature of the legal representative and the official seal of the enterprise); (4) the original and photocopy of the business license; (5) the resolution of the highest authority; (6) the certificate for change of a shareholder's title or name (a general natural person shareholder shall provide the certificate issued by the local public security authority where his or her household registration is located; and a legal person shareholder shall provide the certificate for title change issued by the registration authority and affixed with the official seal and the photocopy of the business license); (7) the modified shareholder qualification certificate (which is generally the photocopy of the identity certificate of a natural person or the photocopy of the certificate submitted by a legal person. If there are other forms, see descriptions on “How to prepare the qualification certificates of an investor (shareholder)” in the General Guidelines for Investment License Issuance and Risk Tips.
2. After the enterprise receives a written notice on recordation, it shall handle the recordation of change of the investor's name and the renewal of the approval certificate at the commerce department upon the strength of the following materials: (1) the original of the written notice on recordation issued by the administration for industry and commerce; (2) a written application for administrative licensing (recordation) matters, a letter of authorization for handling the administrative licensing (recordation) matters, and the photocopy of the identity certificate of the authorized person; and (3) the original of the approval certificate of a foreign-funded enterprise.
IV. Change of the board of directors involving the amendment of contracts and bylaws of an enterprise
1. When an enterprise files an application for recordation of change of the board of directors, it shall submit the following materials: (1) a written application for changing the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) a letter of appointment (authorization); (3) the amendment of bylaws or the modified bylaws (with the signatures or seals of shareholders and with the signature of the legal representative and the official seal of the enterprise); (4) the photocopy of the business license affixed with the official seal of the enterprise; and (5) the resolution of the highest authority.
2. After the enterprise receives a written notice on recordation, it shall handle the recordation of change of the board of directors involving the amendment of contracts and bylaws of the enterprise and the issuance of the written notice on recordation affixed with the special seal for foreign investment approval at the commerce department upon strength of the following materials: (1) the original of the written notice on recordation issued by the administration for industry and commerce; (2) a written application for administrative licensing (recordation) matters, a letter of authorization for handling the administrative licensing (recordation) matters, and the photocopy of the identity certificate of the authorized person; and (3) the photocopy of the approval certificate of a foreign-funded enterprise.
V. Change of the legal representative (authorized representative or authorized signatory) of an investor
1. Change of the legal representative (or authorized signatory) of a Chinese investor
(1) When an enterprise files an application for recording the change of the legal representative of a Chinese investor, it shall submit the following materials: (1) a written application for changing the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) a letter of appointment (authorization); (3) the amendment of bylaws or the modified bylaws (with the signatures or seals of shareholders and with the signature of the legal representative and the official seal of the enterprise); (4) the photocopy of the business license affixed with the enterprise's official seal; (5) the resolution of the highest authority; and (6) the photocopy of the business license affixed with the official seal of the enterprise provided by the Chinese investor where its legal representative is changed.
(2) After the enterprise receives a written notice on recordation, it shall handle the recordation for changing the legal representative of a Chinese investor and issue a written notice on recordation affixed with the special seal for foreign investment approval at site of the commerce department upon the strength of the following materials: (1) the original of the written notice on recordation issued by the administration for industry and commerce; (2) a written application for administrative licensing (recordation) matters, a letter of authorization for handling the administrative licensing (recordation) matters, and the photocopy of the identity certificate of the authorized person; and (3) the photocopy of the approval certificate of a foreign-funded enterprise.
2. Change of the legal representative (or authorized signatory) of a foreign investor
(1) An enterprise shall file an application for recordation of change of the legal representative (authorized signatory) of a foreign investor and submit the following materials: (1) a written application for administrative licensing (recordation) matters; (2) a letter of authorization for handling administrative licensing (recordation) matters and the photocopy of the identity certificate of the authorized person; (3) the agreement on amending the contracts and bylaws (a foreign-funded enterprise is only required to submit the amendment of bylaws); (4) the photocopy of the enterprise's business license and the photocopy of the approval certificate; (5) the resolution of the corporate authority; and (6) the registration certificate and notarial and certification documents, and the photocopy of the certificate of the legal representative, which are provided by the foreign investor.
(2) After the enterprise receives a written notice on recordation issued by the commerce department, it shall submit the following application materials to the administration for industry and commerce: (1) a written application for modifying the registration of a foreign-funded enterprise (a written application for recordation of a foreign-funded enterprise); (2) the photocopy of the business license affixed with the official seal of the enterprise; and (3) the original of the written notice on recordation issued by the commerce department.