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15 July 2015

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Foreign Exchange Registration

A.Application for Registration
The foreign funded enterprise shall handle foreign exchange registration.
Before registration in the Administration Bureau of Foreign Exchange Control, a foreign funded enterprise shall obtain an approval document and certificate of approval, from the Department of Foreign Trade & Economic Cooperation, as well as the Business License issued by the Administration Department for Industry and Commerce.
After registration with the Administration Bureau of Foreign Exchange Control, it may obtain a Foreign Exchange Registration Certificate for Foreign Funded Enterprise, and such certificates shall be presented during handling foreign exchange business, in the Administration Bureau of Foreign Exchange Control, or in the banks.
In addition, foreign-funded real estate enterprises are to undergo such procedures as foreign-exchange registration and alteration, only after being recorded in the State Ministry of Commerce, and reported on-line, by the State Administration of Foreign Exchange.


Application Documents
1. The registration form provides general information about the foreign funded enterprise, and the registration certificate for foreign funded enterprise, with the stamp of the applicant.
2. Photocopy of Business License; Non-legal person Sino-foreign joint ventures shall submit originals of business licenses (examining the original or stamped photocopy with the copy filed);
3. Approval document and original approval certificate for the establishment, by the Department of Foreign Trade & Economic Cooperation;
4. Joint Venture Contract and Articles of Association (examining the original or stamped photocopy with the copy filed);
5. Code Certificate of Institutional Framework issued by State Technical Supervision Bureau;
6. The lost Registration Certificate of Foreign Exchange of the foreign funded enterprise shall be stated in nationwide newspapers, then can be issued again.


B. Application for Capital Account Opening and Change
The capital account is one of the foreign exchange accounts for the foreign funded enterprise that has obtained Certificate for Foreign Exchange Registration. Its income includes the foreign exchange capital invested, except for the contribution by both parties in a joint venture, and its expenditure includes foreign exchange payments under current accounts of the foreign funded enterprise, and payment under a capital account approved by Administration Bureau of Foreign Exchange Control.
Before application,a foreign funded enterprise shall be approved by the Department  of Foreign Trade and Economic Cooperation, and must obtain or apply for a business license.
After handling the formalities in the Administration Bureau of Foreign Exchange Control, the enterprise may open foreign exchange accounts, by holding the Approval & Examination Document of Administration Bureau of Foreign Exchange Control.


Application Documents
a. Opening an account
1. An application form, with an applicant stamp (general information about the enterprise, reasons for opening a bank account, a plan to open a bank account) ;
2.Original Certificate of Foreign Exchange Registration (returned after examination).
b. Account changes and cancellation
1.Application Form stamped by the applicant (explaining the issues changed, and reasons);
2.Original Certificate of Foreign Exchange Registration;
3.Returning the enterprise owned, and bank owned, copies of the document for account opening approval & examination (in case the doc. is filed by the bank and can't be returned, an account cancellation certificate shall be supplemented, after the account change);
4.In case the enterprise increases or decreases its capital, it shall submit a recent bank statement, the latest capital examination report, business license change approval certificate, and an approval document by the Department of Foreign Trade and Economic Cooperation;
5.In case the enterprise increases its capital by external debt, it shall provide the foreign debt cancellation certificate which was issued by the Administration Bureau of Foreign Exchange Control, and balance sheet, stamped by the bank with the special external debt account, in the next five (5) working days.


C. Application for Reinvestment in China by Foreign Partner with Distributed Profit.
Before handling the formalities in the Bureau of Foreign Exchange Control, the enterprise shall obtain a prior consent and approval certificate from the Department of Foreign Trade and Economic Cooperation.
After going through the formalities, the enterprise shall register in the Administration Bureau of Industry and Commerce, and in an accounting firm, for capital examination, by holding the profit reinvestment certificate issued by the Administration Bureau of Foreign Exchange Control.

 

Application Documents:
a. Profit reinvestment
1.Application Form stamped by the applicant (indicating the partners general information, profit information, distribution plan, disposal plan, and the share holding structure of the invested enterprise);
2.Original decision for profit distribution, by the board of directors (with copy filed), and the board of director's original profit disposal plan (with copy filed);
3.Financial Auditing Report of the enterprise, in the fiscal profit year related to the profit volume for the reinvestment (original and stamped copies examined, and the photocopy filed);
4.Income tax payment certificate, concerning the enterprise's reinvestment profit (original or stamped copy examined, and the photocopy filed);
5.Business License and approval document of the enterprise in profit (original or stamped photocopy examined, and the copy filed)
6.Written reply of the Department in charge of Foreign Trade and Economic Cooperation, approval certificate, business license, joint venture contract, and articles of association (originals or stamped photocopies examined, and copies filed);
7.Capital Examination Report of the enterprise in profit-making (original or stamped photocopy examined, returned after examination);
8.Certificate of Foreign Exchange Registration of the enterprise in profit-making, and Certificate of Foreign Exchange Registration of the reinvested enterprise.


b. The examination and approval of reinvestment or capital increase from income of liquidation, share transfer, and investment recovery from the invested foreign-funded enterprise.
1. Written application of foreign investor (or consign other units or person to apply)
2.Original and reprinting copies of foreign exchange registration certificate for former foreign-funded enterprise;
3. The original and reprinted copies of the latest property-inspection report (attach with written reply of inquiry, registration approval of stock-exchange foreign exchange), or latest auditing report (attached with Auditing Report for Foreign Exchange balance sheet) of the former enterprise.
4. Original and reprinted copies of the approval document of Commerce Department for former enterprise.
5. The directorate decisions about items such as investment reclaim, liquidation, share transfer, property-reducing, reinvestment or acquisition of former enterprise, and the scheme or agreement about related property disposition.
6. If referring to investment reclaim, it is necessary to provide the original and reprinted copies of documents such as the former enterprise cooperation contract, approval of fiscal department, and assure letter.
7. If referring to liquidation, it is necessary to supply the original and reprinted copies of the certificate about enterprise logging out tax registration.
8. If referring to share transfer, it is necessary to submit the original and reprinted copies of documents such as the stock-change agreement, approval certificate of the Commerce Minister about the share-rights change, and related tax-payment certificate about the income of beneficiary after stock-exchange.
9.The original and reprinted copies of materials such as the approval certificate by the Commerce Minister about the reinvestment enterprise, business licenses (or other related certificate), contract, or rule.
10. Supplementary instructing material in reference to the above material, to be provided.

 

c. The approval for transforming the development fund, reserve fund (or capital accumulation fund, profit accumulation fund), undistributed profit, or registered debt into expanding the assets of foreign-funded enterprises.
1. Application report
2. Original and reprinted copies of the Foreign Exchange Registration Certificate of Foreign-funded Enterprise.
3. Original and reprinted copies of the enterprise directorate's decision, concerning  the assets change.
4. Original and reprinted copies of the Commerce Minister's approval of the assets change (for registered debts which transformed into enterprise assets, the fund resource of enterprise property-adding should be defined as registered debts,  as approved by the Commerce Department.
5. The original and reprinted copies of the latest property-inspection report (attach with written reply of inquiry, registration approval of stock-exchange foreign exchange) or latest auditing report (attach with auditing report for foreign exchange balance sheet) of the former enterprise.
6. For undistributed profit, it is necessary to submit the original and reprinted copies of corresponding tax-payments, or a tax exemption certificate.
7. For registered debts and present interest, it is necessary to provide original and reprinted copies of debts change feedback, the contract of this debt, and certificate of creditor approving transfer share rights.
8. Any supplementary instruction material, concerning the above material, should also be provided.