利用外资改组国有企业暂行规定 Using Foreign Investment to Reorganize State-owned Enterprises Tentative Provisions

nterprises with State-owned equity acquired by Foreign Investors；

　　3. the claims acquired by Foreign Investors of creditors of State-owned enterprises； and

　　4. other capital contribution methods specified in laws and regul

ations.

　　When a certified accountant conducts a capital verification for a Foreign Investor， he shall carry out the capital verification procedure and issue a capital verification report in accordance with the Ministry of Finance and State Administration of Foreign Exchange， Further Strengthening the Work of Capital Verification for Foreign Investment Enterprises and Improving the System of Registration of Foreign Capital and Foreign Exchange Circular （ref. Cai Kuai [2002] No.1017）。

　　Article 11　If the reorganization is effected through an assignment， generally， the Foreign Investor shall pay the entire price within three months after the date on which the foreign-invested enterprise is issued its business licence. In the event that the Foreign Investor truly experiences difficulty in doing so， 60% or more of the total price shall be paid within six months after the date of issuance of the business licence， security shall be provided for the remaining amount and such remaining amount shall be paid in full within one year.

　　Article 12　If the controlling interest in the enterprise is to pass to， or if all or the main business assets of the enterprise are to be sold to， the Foreign Investor after the assignment of the State-owned Property Rights， the Reorganizing Party has the right， prior to the Foreign Investor paying the price in full， to be kept informed of and supervise the production， operational and financial situation of the reorganized enterprise and the Foreign Investor and the reorganized enterprise shall appropriately facilitate the Reorganizing Party's staying informed and supervising.

　　Prior to using the acquired assets to invest in and establish a foreign-invested enterprise， the Foreign Investor may not use the aforementioned assets to engage in business activities.

　　Article 13　The proceeds derived from the assignment of State-owned Property Rights or assets shall be received by the Reorganizing Party and managed and used in accordance with the relevant provisions of the State Council department in charge of finance.

　　Article 14　The share of the net profits of the reorganized enterprise obtained by the Foreign Investor， proceeds it derives from an equity assignment， the share of the funds that it obtains after the expiration of the business term or termination of the enterprise and other lawful revenues may be remitted abroad in accordance with the law or， subject to the approval of the foreign exchange department， may be reinvested in China.

　　Article 15　In the course of Using Foreign Investment to Reorganize State-owned Enterprises， tax policies in respect thereof shall be handled in accordance with relevant State laws and administrative regulations on taxation and fee policies in respect thereof shall be handled in accordance with the State Development Planning Commission， State Economic and Trade Commission， Ministry of Supervision， Ministry of Finance， Auditing Administration and the Office for Checking Unhealthy Tendencies in Business Activities of the State Council， Reduction or Exemption of Charges for Enterprises Undergoing Reform， Reorganization or Restructuring Circular （ref. Ji Jia Fei [1998] No.1077）。

　　Article 16　If a member of the personnel of the Reorganizing Party or the Enterprise to be Reorganized acts ultra vires， is derelict in his duties， secretly colludes with the Foreign Investor， practises graft or accepts bribes thus prejudicing the lawful rights and interests of the State， creditors， staff members and workers， he shall be subjected to administrative penalties and sanctions by the relevant department in accordance with the law； if a criminal offence is constituted， his criminal liability shall be pursued in accordance with the law.

　　Article 17　If a member of the working personnel of a government authority responsible for examination and approval violates these Provisions by granting approvals without authorizati

on or uses his authority in the examination and approval process for private gain thus prejudicing the lawful rights and interests of the State， creditors， staff members and workers， the administrative liability of the person directly in charge and the personnel in authority shall be pursued by the relevant authority in accordance with the administrative authority of cadres； if a criminal offence is constituted， criminal liability shall be pursued in accordance with the law.

　　Article 18　The participation of investors from the Hong Kong Special Administrative Region， the Macao Special Administrative Region and Taiwan and of established foreign-invested enterprises in the reorganization of State-owned enterprises shall be handled with reference to these Provisions.

　　Article 19　The State Economic and Trade Commission， the Ministry of Finance， the State Administration for Industry and Commerce and the State Administration of Foreign Exchange are in charge of interpreting these Provisions.

　　Article 20　These Provisions shall be implemented as of 1 January 2003

┨网页设计特效库┠ http://www。z┗co⊙l。com/网页特效/