Notice of the China (Shanghai) Pilot Free Trade Zone on the Registration of Cancellation of a Foreign-Invested Branch

The English version is for reference only. If there is any inconsistency or conflict between the English and Chinese version, the Chinese version shall prevail.

I. Operation Basis

Company Law of the People’s Republic of China, Regulations of the People’s Republic of China on the Administration of Company Registration, Law of the People’s Republic of China on Chinese-Foreign Joint Ventures, Rules on the Implementation of the Law of the People’s Republic of China on Chinese-Foreign Joint Ventures, Law of the People’s Republic of China on Chinese-foreign Contractual Joint Ventures, Detailed Rules on the Implementation of the Law of the People’s Republic of China on Chinese-foreign Contractual Joint Ventures, Law of the People’s Republic of China on Foreign Capital Enterprises, and Detailed Rules on Implementation of the Law of the People’s Republic of China on Foreign Capital Enterprises

II. Scope of Application

Registration of cancellation of the branch of the foreign invested company

III. Required Materials

1. Application for Registration of Cancellation of Branches of Foreign Invested Enterprises (original)

2. Approval (filing) documents of the approval (filing) authorities (original)

Applicable to the companies that shall provide the approval documents of the examination and approval authorities upon cancellation as specified by the laws and regulations

The applicant shall, within 30 days from receipt of the approval (filing) documents, handle the registration formalities at the registration authorities. In case of submission of materials through the “one-off” window, it is not required to provide the approval (filing) documents of the commercial authority.

3. Resolution or decision made legally (original)

The resolution or decision as made according to the Company Law of the People’s Republic of China, Law of the People’s Republic of China on Chinese-Foreign Joint Ventures, Law of the People’s Republic of China on Chinese-foreign Contractual Joint Ventures, Law of the People’s Republic of China on Foreign Capital Enterprises as well as the AoA of the company, the contents of which shall be consistent with those applied. In case of being ordered to be closed, cancellation of the Business License and revocation of the incorporation license against the branch, it is required to submit the decision on close, cancellation of the Business License and revocation of the incorporation license as made by the administrative authority. If the branch’s establishment registration is cancelled legally due to violation of the Regulations of the People’s Republic of China on Administration of Registration of Companies, it is required to submit the decision of the company registration authority on cancellation of the establishment registration of the branch.

4. The photocopy of the duplicate of the Business License of the subordinated company (original)

The photocopy of the duplicate of the Business License submitted shall affix the seal of the company

5. Business License of the branch

6. Other relevant documents

IV. Application Process

    The investors shall visit the official website of Shanghai Industrial and Commercial Administration, i.e. www.sgs.gov.cn or the “Investment and Handling Express in Pilot Area” at the portal website of “Shanghai - China”, and prepare relevant materials according to the applicable requirements, and submit the paper materials to the Investment Management Window of the Comprehensive Service Hall in the pilot area for the purpose of handling the change formalities. If materials are complete and in conformity with the legal form, after completion of handling, replace the Business License at the designated window.

V. Application Location and Contact Information

General Service Hall, 1/F, 9 Jilong Road, Pudong New Area, Shanghai

Post Code: 200131

Contact Tel.: 021-58698202

VI. Complaint Mode

Mode of Complaint to the Management Committee of the China (Shanghai) Pilot Free Trade Zone

Tel.: 021-58697800

Fax: 021-58698705

E-mail: ftzts@pudong.gov.cn

Provided by Lawyers Working Committee of Pudong New Area