中华人民共和国外资企业法实施细则（二）

ts in foreign exchange shall be subject to the supervision by the interested bank. The foreign exchange revenue of a foreign-capital enterprise shall be deposited in the foreign exchange account of the bank where it has opened an account； and the foreign exchange expenses shall be paid from the foreign exchange account.

　　Article 56 A foreign-capital enterprise shall achieve by itself the balance of revenues and expenditures in foreign exchange.

　　In the event that a foreign-capital enterprise is unable to strike by itself the balance between revenues and expenditure in foreign exchange， the foreign investor shall indicate it clearly in the application for the establishment of the enterprise， and put forward a specific plan for solving the problem； the examining and approving organ shall give a reply after consultation with departments concerned.

　　In the event that the foreign investor has indicated in the application for the establishment of the foreign-capital enterprise， that the balance of revenues and expenditure in foreign exchange would be achieved by itself， no government department shall be responsible for the solution of the balance problem of revenues and expenditure in foreign exchange for the said enterprise.

　　With respect to products， manufactured by a foreign-capital enterprise， urgently needed in China， capable of replacing similar imported goods， and permitted to be sold in China， the payments may be made in foreign exchange， subject to the approval by the Chinese administrative department for foreign exchange control.

　　Article 57 In case that a foreign-capital enterprise has the necessity to open a foreign exchange account at a bank outside the territory of China to meet the needs of production and business operations， the case shall be submitted to the Chinese administrative department for foreign exchange control for approval and， in accordance with the provisions of the Chinese administrative department for foreign exchange control， regular reports on the conditions of revenues and expenditures in foreign exchange and statements of account shall be

submitted.

　　Article 58 The wages and salaries as well as other rightful earnings in foreign exchange of foreign workers and staff members and of those from Hong Kong， Macao and Taiwan working in a foreign-capital enterprise may be remitted freely out of the country after taxes have been paid in accordance with the provisions of the Chinese tax law.

　　Chapter IX Financial Affairs and Accounting

　　Article 59 A foreign-capital enterprise shall， in accordance with Chinese laws， regulations and the provisions of financial organs， set up financial and accounting systems， which shall be reported， for the record， to the financial departments and the tax authorities at the place where the enterprise is located.

　　Article 60 The fiscal year of a foreign-capital enterprise shall begin from January 1 and end on December 31 of Gregorian calendar.

　　Article 61 Reserve funds and bonus and welfare funds for workers and staff members shall be withdrawn from the profits after a foreign-capital enterprise has paid income tax in accordance with the provisions of the Chinese tax law.

　　The proportion of reverse funds to be withdrawn shall not be lower than 10% of the total amount of profits after payment of tax； the withdrawal of reserve funds may be stopped when the total cumulative reserve has reached 50% of the registered capital. The proportion of bonus and welfare funds for workers and staff members to be withdrawn shall be determined by the foreign-capital enterprise of its own accord.

　　In the event that deficits of previous fiscal years of a foreign-capital enterprise have not been made up， it may not distribute the profits， while the undistributed profits of previous fiscal years may be distributed together with the distributable profits of the current fiscal year.

　　Article 62 Accounting vouchers， account books and accounting statements made by a foreign-capital enterprise shall be written in the Chinese language； if they are written in a foreign language， notes in the Chinese language are required.

　　Article 63 Business accounting of a foreign-capital enterprise shall be conducted independently. The annual accounting statements and liquidation accounting statements of a foreign-capital enterprise shall be prepared in accordance with the provisions of the Chinese competent departments for financial and tax affairs. If accounting statements are prepared in foreign currencies， accounting statements in which the foreign currencies are converted into Renminbi （RMB） shall be prepared at the same time. The annual accounting statements and liquidation accounting statements of a foreign-capital enterprise shall be verified by a Chinese registered accountant， who shall submit a verification report.

　　The annual accounting statements and liquidation accounting statements of a foreign-capital enterprise， as stipulated in the second and third paragraphs of this Article， together with the verification report prepared by a Chinese registered accountant， shall be submitted， within a prescribed time limit， to the Chinese competent departments for financial and tax affairs and also to the examining and approving organ and the administrative department for industry and commerce for the record.

　　Article 64 The foreign investor may engage Chinese or foreign accounting personnel to consult the account books of a foreign-capital enterprise， and the expenses thus entailed shall be borne by the foreign investor.

　　Article 65 A foreign-capital enterprise shall submit its annual statement of assets and liabilities and annual statement of profit and loss to the competent departments for financial and tax affairs， and also to the examining and approving organ as well as the administrative department for industry and commerce for the record.

　　Article 66 A foreign-capital enterprise shall set up account books at the place where the said enterprise is located， a

nd shall receive supervision of the competent departments for financial and tax affairs. With respect to any foreign-capital enterprise which violates the provisions in the preceding paragraph， the competent departments for financial and tax affairs may impose a fine， and the administrative department for industry and commerce may order to suspend its business operations or revoke its business licence.

　　Chapter X Workers and Staff Members

　　Article 67 In case that a foreign-capital enterprise employs workers and staff members within the territory of China， both the enterprise and the workers and staff members shall， in accordance with the Chinese laws and regulations， conclude and sign a labour contract. Matters as employment， dismissal， salaries and wages， welfare， labour protection and labour insurance shall be clearly stipulated in the contract. Foreign-capital enterprises may not hire child labourers.

　　Article 68 A foreign-capital enterprise shall be responsible for the vocational and technical training of its workers and staff members， and shall set up a check-up and appraisal system， so that workers and staff members are capable of meeting the needs of the enterprise's production and development in terms of production and managerial skills.

　　Chapter XI Trade Union

　　Article 69 The workers and staff members of a foreign-capital enterprise shall have the right to set up a grass-roots trade union organization and carry out trade union activities in accordance with the provisions of the Trade Union Law of the People's Republic of China.

　　Article 70 The trade union in a foreign-capital enterprise shall represent the interests of workers and staff members， and have the right to conclude labour contracts with the enterprise on their behalf， and to supervise the execution of the labour contracts.

　　Article 71 The basic tasks of the trade union in a foreign-capital enterprise shall be as follows： to safeguard the lawful rights and interests of workers and staff members in accordance with the provisions of Chinese laws and regulations， and to assist the enterprise in the rational arrangements and use of welfare and bonus funds for the workers and staff members； to organize workers and staff members in carrying on political study， in learning scientific， technical and professional knowledge， in carrying out cultural， artistic and sports activities； to educate workers and staff members in complying with labour discipline and in striving to fulfil various economic tasks of the enterprise. When a foreign-capital enterprise holds discussions on problems concerning the commendation and punishment of workers and staff members， the wage system， welfare benefits， labour protection and labour insurance， representatives of the trade union shall have the right to attend the discussions as nonvoting attendants. A foreign-capital enterprise shall listen to the opinions of the trade union， and win its cooperation.

　　Article 72 A foreign-capital enterprise shall give an active support to the work of the trade union of the enterprise， and， in accordance with the provisions of the Trade Union Law of the People's Republic of China， provide the trade union organization with the necessary houses and equipment for handling trade union work， holding meetings， and conducting such collective undertakings as welfare benefits， and sports activities for workers and staff members. Every month， the enterprise shall appropriate a sum equal to 2% of the actual total amount of wages and salaries of workers and staff members to the trade union as outlay， and the trade union of the enterprise shall use this sum of money in accordance with the

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