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1、THE LAW OF THE PEOPLES REPUBLIC OF CHINA ON CHINESE-FOREIGN EQUITY JOINT VENTURES(2001)(Adopted by the Second Session of the Fifth National Peoples Congress on July 1, 1979 and revised in accordance with Resolution on Revision of the Law of the Peoples Republic of China on Chinese-Foreign Joint Vent
2、ure of the Third Session of the Seventh National Peoples Congress on April 4, 1990, revised for the second time in accordance with Resolution on Revision of the Law of the Peoples Republic of China on Chinese-Foreign Joint Venture of the Fourth Session of the Ninth National Peoples Congress on March
3、 15, 2001)Article 1With a view to expanding international economic co-operation and technical exchange, the Peoples Republic of China permits foreign companies, enterprises, other economic organizations or individuals (hereafter referred to as foreign joint venturers)to joint with Chinese companies,
4、 enterprise or other economic organizations (hereafter referred to as Chinese joint ventures) in establishing joint ventures in the Peoples Republic of China in accordance with the principle of equality and mutual benefit and subject to approval by the Chinese Government.Article 2The Chinese Governm
5、ent protects, in accordance with the law, the investment of foreign joint ventures, the profits due to them and their other lawful rights and interest in a joint venture, pursuant to the agreement, contract and articles of association approved by the Chinese Government. Joint ventures shall follow t
6、he provisions of the laws and regulations of the Peoples Republic of China in all their activities. The state does not practice nationalization and expropriation of a joint venture; under special circumstances, the state, in accordance with the needs of social public interest, expropriates a joint v
7、enture pursuant to legal procedures and offers corresponding compensations.Article 3The joint venture agreement, contract and articles of association signed by the parties to the venture shall be submitted to the competent authorities of foreign economic relations and trade (hereafter referred to as
8、 approval authorities), and the approval authorities shall, within three months, decide whether to approve or disapprove them. After approval, the joint venture shall register with the state competent authorities of administration for industry and commerce to obtain a licence to do business and star
9、t operations.Article 4A joint venture shall take the form of a limited liability company. The proportion of the investment contributed by the foreign joint venturer(s) shall generally not be less than 25% of the reistered capital of a joint venture. The parties to the venture shall share the profits
10、, risks and losses in proportion to their respective contributions to the registered capital. No assignment of the registered capital of a joint venturer shall be made without the consent of the other parties to the venture.Article 5Each party to a joint venture may make its investment in cash, in k
11、ind or in industrial property rights, etc. The technology and the equipment that serve as a foreign joint venturers investment must be advanced technology and equipment that actually suit our countrys needs. If the foreign joint venturer causes losses by deception through the intentional use of back
12、ward technology and equipment, it shall pay compensation for the losses. The investment of a Chinese joint venturer may include the right to the use of a site provided for the joint venture during the period of its operation. If the right to the use of the site does not constitute a part of a Chines
13、e joint venturers investment, the joint venture shall pay the Chinese Government a fee for its use. The various investments referred to above shall be specified in the joint venture contract and articles of association, and the value of each (excluding that of the site) shall be jointly assessed by
14、the parties to the venture.Article 6A joint venture shall have a board of directors, which shall have its size and composition stipulated in the contract and the articles of association after consultation between the parties to the venture, and the directors shall be appointed and replaced by the pa
15、rties to the venture. The Chairman and the vice-chairman are determined by the parties to the venture or elected by the board of directors. Either party of the Chinese-foreign joint venturers may be the chairman and the other shall assume the office of vice-chairman. In handling major problems, the
16、board of directors shall reach a decision through consultation by the parties to the venture, in accordance with the principle of equality and mutual benefit. The board of directors is empowered, pursuant to the provisions of the articles of association of the joint venture, to discuss and decide all major problems of the venture: expansion programmes, proposals for production and operating activities, the budget for revenues and expenditures, dis
