Brief introduction of Sino-foreign cooperation:
When establishing a contractual joint venture, the Chinese and foreign parties shall, in accordance with the provisions of the company law, stipulate in the contractual joint venture contract the investment or cooperation conditions, the distribution of income or products, the sharing of risks and losses, the mode of operation and management, and the ownership of property when the contractual joint venture terminates. If a contractual joint venture meets the requirements of China as a legal person, it shall obtain the qualification of China as a legal person according to law.
Conditions of cooperation:
To apply for the establishment of a contractual joint venture, the agreements, contracts, articles of association and other documents signed by the Chinese and foreign parties shall be submitted to the foreign economic relations and trade department of the State Council or the department and local government authorized by the State Council (hereinafter referred to as the examination and approval authority) for examination and approval. The examination and approval authority shall decide whether to approve or not within 45 days from the date of receiving the application.
After the application for the establishment of a contractual joint venture is approved, it shall apply to the administrative department for industry and commerce for registration and obtain a business license within 30 days from the date of receiving the approval certificate. The date of issuance of the business license of the contractual joint venture is the date of establishment of the contractual joint venture.
The investment or cooperation conditions provided by Chinese and foreign parties may be cash, physical objects, land use rights, industrial property rights, non-patented technologies and other property rights.
A contractual joint venture shall set up a board of directors or a joint management body to decide on major issues of the contractual joint venture in accordance with the provisions of the contractual joint venture contract or articles of association.
If one of the Chinese and foreign parties serves as the chairman or director of the joint management organization, the other party serves as the vice chairman and deputy director. The board of directors or the joint management institution may decide to appoint or hire the general manager to be responsible for the daily operation and management of the contractual joint venture. The general manager is responsible to the board of directors or the joint management organization.
After the establishment of a contractual joint venture, if it changes to entrust a person other than the Chinese and foreign parties to operate and manage it, it must be unanimously agreed by the board of directors or the joint management institution, submitted to the examination and approval authority for approval, and go through the formalities for registration of change with the administrative department for industry and commerce.