Law of the People's Republic of China on Foreign-capital Enterprises

Article 1 These measures are formulated in accordance with the Regulations for the Implementation of the Law of People's Republic of China on Chinese-foreign Equity Joint Ventures of the People's Republic of China and the Provisions of the State Council on the Encouragement of Foreign Investment to simplify the procedures for application of import and export licenses so as to facilitate the business operations of the enterprises with foreign investment.Article 2 The enterprises with foreign investment shall apply for import licenses for equipment and other materials which are imported as investment of the foreign partners and require import licenses in accordance with the approved list of imported equipment and materials. The Chinese customs shall just examine the imported goods which do not require import licenses in accordance with the approved list of imported equipment and materials.Article 3 The enterprises with foreign investment may import without import licenses machinery and other equipment (including those requiring import licenses), vehicles necessary for production (referred to as trucks for transport, special vehicles and vehicles for both passenger and cargo transport purposes), raw materials, fuel, spare parts, accessories and components which are needed in export-oriented production, and the customs shall inspect and release them in accordance with the documents approved for the establishment of the enterprises, contracts or import-export contracts. These imported equipment, production vehicles, materials and accessories can only be used by the enterprise itself and cannot be sold or transferred in China, in special cases, if the imported raw materials and parts or the products manufactured with imported raw materials or of the parts are sold in China, the enterprises have to go through import formalities in accordance with Article 4.Article 4 The enterprises with foreign investment which need imports for the purpose of producing goods for domestic sales and domestic business transactions, must apply for import licenses every six months in accordance with the approved import plan if the equipment and vehicles for use in production, raw materials, fuel, spare parts, accessories and components to be imported are required for import licenses. The Chinese customs will examine and release those goods which do not require import licenses according to the documents and contracts approved for the establishment of the enterprises and the relevant contracts.Article 5 The provincial departments of foreign economic relations and trade shall be responsible for issuing the import licenses for the non-production goods, if such goods require import licenses and are imported in a reasonable quantity by the enterprises with foreign investment for their own use.Article 6 Enterprises with foreign investments to export their own made products which require export licenses, shall apply for export licenses every six months in accordance with the approved annual export plan.Article 7 If enterprises with foreign investment export that they produce and the exports do not need export licenses, the Chinese customs will examine and release the goods according to the export contracts and other relevant documents.Article 8 If enterprises with foreign investment export products which are not produced by themselves and require export licenses in order to ensure their foreign exchange balance of revenue and expenditure, export licenses will be issued in accordance with the approved documents. The Chinese customs will examine and release those products which do not require export licenses, according to the export contracts and other documents.Article 9 Enterprises with foreign investment may apply for import and export licenses to the relevant authorities in charge of issuing licenses, in accordance with the licenses categories at different levels announced by the Ministry of Foreign Economic Relations and Trade.Article 10 These measures shall enter into force as of the date of promulgation.

The Registration of Foreign Investment Enterprise

I. Establishment1. Establishment of Foreign-invested Limited Liability Company(1)Application for Registration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Approval Notification of Enterprise Name;(3)Contract & articles of association; Written reply by the governing authority;(4)Certification of Approval (duplicate 1);(5)Contract of house leasing (lease for more than one year ),and real estate certificate(6)Reference letter of foreign investors’ banking credibility;(7)Appointment letter of the members of Board of Directors & their valid ID copies;(8)Other pertinent documents and credentials.2. Establishment of Foreign-invested Limited Company by Shares(1)Application for Registration of a Foreign-invested Enterprise signed by the Legal Representative；(2) Approval Notification of Enterprise Name;(3) Written reply by Ministry of Commerce;(4) Certification of Approval (duplicate 1);(5) Minutes of the Founding Meeting;(6) Articles of Association;(7) Auditors' report on financial matters relating to the preparations for establishment of the company;(8)Capital Verification Report;(9) Certificate of the Legal Representative to hold the post, and his valid ID copy；(10)Directors, Supervisors & Managers’ certificate of their Appointment, Election or Engagement, and their valid ID copies；(11)Contract of house leasing (lease for more than one year ),and real estate certificate(12)Other pertinent documents and credentials.II. Registration of Alteration1. Alteration of Enterprise Name(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Approval Notification of Enterprise Name;(3)Resolution of Board of Directors;(4)Business License (original & duplicates);(5)Other pertinent documents and credentials.2.Alteration of Domicile(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Contract of house leasing (lease for more than one year ),and real estate certificate;(3)Resolution of Board of Directors;(4)Business License (original & duplicates);(5)Other pertinent documents and credentials.3. Alteration of Business Scope(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority;(3)Certification of Approval (duplicate 1);(4)Resolution of Board of Directors;(5)Amendment of the contract & articles of association;(6)Business License (original & duplicates);(7)Other pertinent documents and credentials.4. Alteration of Total Investment & Registered Capital(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority;(3)Certification of Approval (duplicate 1)；(4)Resolution of Board of Directors；(5)Amendment of the contract & articles of association；(6)Certificate of New investors’ Commencement issued by its local authority;(7)Reference letter of foreign investors’ banking credibility;(8)Business License (original & duplicates)；(9)3 Announcements in the newspapers; Statement on surety of credit & debit;(10)Other pertinent documents and credentials.5. Alteration of Legal Representative(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Resolution of Board of Directors;(3)Appointment letter, valid ID copy & Registration Form of Legal Representative;(4)Business License (original & duplicates);(5)Other pertinent documents and credentials.6. Alteration of Term of Operation(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority;(3)Certification of Approval (duplicate 1)；(4)Resolution of Board of Directors;(5)Amendment of the contract & articles of association；(6)Business License (original & duplicates)；(7)Other pertinent documents and credentials.7. Transfer of Company Shares(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority;(3)Certification of Approval (duplicate 1)；(4)Resolution of Board of Directors;(5)Amendment of the contract & articles of association；(6)Agreement on the Transfer of Company Shares；(7)Waiver of preemptive right by other investors;(8)Certificate of New investors’ Commencement issued by its local authority;(9)Reference letter of foreign investors’ banking credibility;(10)Business License (original & duplicates);(11)Other pertinent documents and credentials.8. Alteration form a Domestic-invested Enterprise to a Foreign-invested Enterprise(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Resolution of Shareholders;(3)Written reply by the governing authority;(4)Certification of Approval (duplicate 1)；(5)Contract & articles of association;(6)Agreement on the Transfer of Company Shares；(7)Waiver of preemptive right by other investors;(8)Approval Notification of Alteration by Domestic-invested Enterprise(9) Other pertinent documents and credentials.9. Alteration form a Foreign-invested Enterprise to a Domestic-invested Enterprise(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Resolution of Board of Directors;(3)Written reply by the governing authority;(4)Agreement on the Transfer of Company Shares；(5)Duty-paid proof by Tax Authority & Customs House;(6)Business License (original & duplicates);(7)Other pertinent documents and credentials.10. Alteration among Chinese-foreign joint venture, Chinese-foreign cooperative joint venture & Foreign-funded enterprise(1)Application for Alteration of a Foreign-invested Enterprise signed by the Legal Representative;(2)Resolution of Board of Directors;(3)Written reply by the governing authority;(4)Certification of Approval (duplicate 1)；(5)Amendment of the contract & articles of association；(6)Agreement on the Transfer of Company Shares or Agreement on the Termination of the Chinese-foreign cooperative contract；(7)Waiver of preemptive right by other investors;(8)Certificate of New investors’ Commencement issued by its local authority;(9)Reference letter of foreign investors’ banking credibility;(10)Business License (original & duplicates)；(11)Other pertinent documents and credentials.III Cancellation1． Application for Deregistration of a Foreign-invested Enterprise signed by the Legal Representative;2．Resolution of Board of Directors;3．Written reply by the governing authority;4．Duty-paid proof by Tax Authority & Customs House;6．Liquidation report proved by Board of Directors;7．Business License (original & duplicates), the chop;8．Other pertinent documents and credentials.IV. Filing1. Alteration of Association(1)Application for Filing of a Foreign-invested Enterprise signed by the Legal Representative;(2)Resolution of Board of Directors;(3)Written reply by the governing authority;(4)Copy of Business License;(5)Amendment of the contract & articles of association；(6)Other pertinent documents and credentials.2.Alteration of Board members(1)Application for Filing of a Foreign-invested Enterprise signed by the Legal Representative;(2)Appointment letter of the members of Board of Directors & their valid ID copies;(3)Copy of Business License;(4)Other pertinent documents and credentials.3.Pledge of Company Shares(1)Application for Filing of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority；(3)Resolution of Board of Directors;(4)Agreement on Pledge of Company Shares;(5)Statement of other investors on their consent of pledge;(6)Copy of Business License;(7)Other pertinent documents and credentials.4.Mortgage of Real Estate of the Foreign-funded Enterprises(1)Application for Filing of a Foreign-invested Enterprise signed by the Legal Representative;(2)Written reply by the governing authority；(3)Resolution of Board of Directors;(4)Agreement on Mortgage of Real Estate of the Foreign-funded Enterprises;(5)Copy of Business License;(6)Other pertinent documents and credentials.

Notice of the Ministry of Commerce and the General Administration of Taxation on the Financial Leasing Business of Domestic Leasing Enterprises in 7 Pilot Free Trade Zones like Liaoning

To the commerce departments and the SAT office of Liaoning Province,Zhejiang Province,Henan Province,Hubei Province,Chongqing City,Sichuan Province,Shaanxi Province and Dalian City:In order to implement the overall plan of the pilot free trade zones of Liaoning,Zhejiang,Henan,Hubei,Chongqing,Sichuan and Shaanxi(hereinafter referred to as the pilot free trade zone)and to support the financial leasing industry for active exploration and first try and to accelerate the development of the financial leasing industry,the notice is hereby issued regarding the domestic leasing enterprises in 7 free trade pilot zones engaged in financial leasing business:I.According to the Notice of the Ministry of Commerce and State Administration of Taxation on the financing lease business and other related issues(SJF[2004]No.560,hereinafter referred to as No.560),the Ministry of Commerce and the State Administration of Taxation are responsible for the confirmation of the pilot of domestic leasing enterprises engaging in financial leasing business.Since 15 June,2017,the Ministry of Commerce and the State Administration of Taxation will entrust the commerce department of the provinces and municipalities and the state administration of taxation with the confirmation of the financial leasing business pilot of the domestic leasing enterprises registered in free trade zone.The conditions and application materials of the pilot enterprises should be prepared in accordance with the document No.560.The domestic leasing enterprises not registered in the pilot free trade zone engaged in the financing lease business should be processed according to current rules and procedures.II.The provincial commerce department of the pilot free trade zone and the state administration of taxation at the same level should review the materials submitted by the pilot financing lease enterprises.The provincial commerce department and the state administration of taxation will jointly issue a notice to include the eligible enterprises into the list of domestic financing lease pilot enterprises,which will enjoy the same treatment with the domestic financing lease pilot enterprises in the list issued by the Ministry of Commerce and State Administration of Taxation.III.The provincial commerce department shall guide and supervise the pilot enterprises to submit the information through the national financing lease enterprise management information service platform(hereinafter referred to as Information service platform)and shall review such information timely;at the end of every month,the data of the enterprises included into the pilot scope should be submitted to the Ministry of Commerce and forwarded to the State Administration of Taxation;in each quarter,the pilot work progress should be submitted to the Ministry of Commerce and forwarded to the State Administration of Taxation;at the end of each year,the enterprise should be urged to fill in the annual report as soon as possible;the problems existing in the information service and information regulation should be researched timely and solved actively;and meanwhile,the problems should be reported to the Ministry of Commerce and the State Administration of Taxation.IV.According to the division of labor of the provincial people's government,the provincial commerce department should strengthen the supervision in and after the process based on industry management duties and should provide real time supervision of enterprises conducting business in accordance with the law;the combination of on-site and off-site supervision means should be applied;the role of the information service platform should be given full play;the risk monitoring,analysis and early warning should be strengthened;the regional and systemic risks should be prevented.V.The enterprises included into the pilot scope should abide by the laws,regulations,rules and the provisions of Financing Lease Enterprise Supervision and Management Measures and should accept the supervision of the competent department;and also,such enterprises should submit the information timely and accurately through the information service platform and should pay the taxes on time.For the pilot enterprises that didn't carry out the financing lease business within the fiscal year and that have the violation behavior,the provincial commerce department and the state administration of taxation at the same level should agree to the cancellation of its pilot qualifications.VI.To facilitate the regulation,if the enterprise included in the pilot scope in accordance with these requirements moves out of the free trade zone,such enterprise should re-apply for the pilot qualification as an enterprise outside the free trade zone.VII.According to the provisions of this notice,the provincial commerce department should discuss with the state administration of taxation at the same level,to develop the specific pilot confirmation measures or process,which should be announced in appropriate form.

Notice of the State Council's Measures on Promoting Foreign Investment Growth

To the people's government of the provinces,autonomous regions and municipalities,the ministries and commissions of the state council and the direct affiliated institutions:Active use of foreign investment is an important content of China's opening-up strategy.The current economic globalization presents new characteristics.China is facing new situation and new tasks in the aspect of utilization of foreign capital.To deepen the structural reform of supply side,to advance and decentralize the power,to optimize service reform and further to improve the law ruling,internationalization and facilitation of foreign investment environment in our country,the following provisions are hereby specified to promote foreign investment growth and improve the quality of foreign capital:I.Further reduce the restrictions on the foreign investment(1)Full implementing the system of national treatment before entry and the negative list management.The negative list of foreign investment tested in the pilot free trade zone should be implemented in the whole country as soon as possible;the openness,transparency and standardization of the investment environment should be further improved.(Responsible by the National Development and Reform Commission and the Ministry of Commerce)(2)Further expanding market access and opening-up scope.The special vehicle and new energy automobile manufacturing,ship design,feeder and general aircraft maintenance,international maritime transport,railway passenger transportation,gas station,business site of Internet access services,call center,performance brokerage,banking,securities and insurance industry should be open to the outside world;the opening-up timetable and road map should be clarified.(responsible by the Publicity Department of the CPC,the Office of Central Leading Group for Cyberspace Affairs,the National Development and Reform Commission,the Ministry of Industry and Information Technology,the Ministry of Transport,the Ministry of Commerce,the Ministry of Culture,the People's Bank of China,the China Banking Regulatory Commission,China Securities Regulatory Commission,China Insurance Regulatory Commission,the National Railway Administration,Civil Aviation Administration of China,China Railway Corporation)II.Developing the fiscal and taxation support policy(3)Encouraging foreign investors to continue to expand investment in China.If the foreign investors invest the profits obtained from the resident enterprise in China in the encouraged investment projects and are in conformity with the prescribed conditions,the deferred tax policy should be applied and the withholding income tax will not be charged temporarily.(Responsible by the Ministry of Finance and the State Administration of Taxation)(4)Giving play to the positive role of foreign capital in optimization of the service trade structure.The preferential policies of the enterprise income tax for the advanced service enterprises in the demonstration city of service outsourcing should be promoted to the country,to guide the foreign investment in high technology,high value-added service industry.(Responsible by the Ministry of Finance,the Ministry of Commerce and the State Administration of Taxation)(5)Promoting the combination of foreign capital and foreign investment.The related tax support policy should be developed and provided for the overseas income of Chinese resident enterprise(including multinational regional headquarters)allocated to China.(Responsible by the Ministry of Finance and the State Administration of Taxation)(6)The multinational companies should be encouraged to invest in China to set up regional headquarters.The local government should be supported to issue the policies to attract the multinational regional headquarters including the financial support and to actively participate in the global industrial structure adjustment.(Responsible by the provincial people's government)(7)Promoting the foreign investment to be transferred in the western region and the northeast old industrial base.The role of existing financial capital should be given full play,to actively support the scientific and technological innovation,ecological and environmental protection and public service development of the national development zone(Including economic and technological development zone,hi-tech industry development zone,special areas under customs supervision,etc.)in the western region and the northeast old industrial base and to improve the investment environment and the quality of capital attraction and to undertake high-level manufacturing industry transfer.(responsible by the Ministry of Science and Technology,the Ministry of Finance,the Ministry of Commerce,General Administration of Customs)(8)Supporting the construction of infrastructure for key investment platform and major projects.The provincial people's government should be encouraged to issue local government bonds to support the infrastructure construction of the national development zone,border economic cooperation zone and cross-border economic cooperation zone.The special local government bonds with the balance between the benefits and financing should be developed,to give priority to ensure the financing needs of the eligible major projects in the above areas.(responsible by the Ministry of Science and Technology,the Ministry of Finance,the Ministry of Commerce,the General Administration of Customs and the provincial people's government)III.Improving the comprehensive investment environment of national development zone(9)Giving full authority of investment management to the national development zone.The national development zone should be supported to carry out the trial reform of relatively concentrated administrative permission.The national development zone should be guided to further implement the administrative simplification,combine the simplification and administration and optimize the services reform and should play a leading role in building excellent foreign investment environment.(responsible by the SCOPSR,the Ministry of Science and Technology,the Ministry of Commerce,the General Administration of Customs and the Legislative Affairs Office of the State Council)(10)Supporting the implementation of national development zone project.Under the premise in accordance with the economic and social development planning,land use planning and overall urban planning,the priority should be given to the land for the project invested by foreign capital in the national development zone.The protection should be provided as far as possible.(the Ministry of Science and Technology,Ministry of Land and Resources,the Ministry of Housing and Urban-Rural Development,the Ministry of Commerce,the General Administration of Customs and the provincial people's government)(11)Supporting the national development zone to expand the capital introduction space.With the approval of the state council,the eligible national development zone should be allowed to adjust and expand the area;the adjacent development zones can be integrated,to establish enclave park;the inefficient used land for collection and storage should be provided with corresponding planning adjustment and approval simplification.(the Ministry of Science and Technology,Ministry of Land and Resources,the Ministry of Housing and Urban-Rural Development,the Ministry of Commerce,the General Administration of Customs and the local people's government)(12)Supporting the national development zone to improve the industrial supporting service ability.The production&service foreign-funded enterprise should be introduced in areas with ripe conditions,to carry out the pilot domestic and overseas maintenance of high technology and high added value projects and to promote the extension of processing trade in the global industrial chain and mid-range&high-end value chain.(Responsible by the Ministry of Commerce,the General Administration of Customs)IV.Facilitating the talent entry and exit(13)Improving the system of foreign talent introduction.The work permit system of foreigners coming to China should be implemented;the procedures of"notification+commitment"and"acceptance under allowable lack"should be applied,to provide convenience for foreign talent's work permit.The regulations on the foreigners working in China will be developed and issued in 2018,so as to establish the work permit system of foreign talent in China with a unified standard and normalized specification.(responsible by the Ministry of Foreign Affairs,the Ministry of Public Security,Legislative Affairs Office of the State Council and the State Administration of Foreign Experts Affairs)(14)Actively introducing the international talents.In the second half of 2017,the rules for foreign talent visa will be developed and issued,to perfect the foreign talent evaluation standard and expand the scope of the issue.The valid period of the visa for foreign talent should be extended;a long-term multiple-entry visa(5 years to 10 years)should be issued to the eligible foreigners,who may apply for the work permit and residence certificate with such visa.The regulations on permanent residence of a foreigner should be established,to clarify the conditions and procedures for a foreigner applying for permanent residence.(responsible by the Ministry of Foreign Affairs,the Ministry of Public Security,Legislative Affairs Office of the State Council and the State Administration of Foreign Experts Affairs)V.Optimizing the business environment(15)Improving the legal system on foreign investment.The unification of the laws and regulations on the domestic and foreign investment should be accelerated;the new basic law on foreign investment should be developed.The laws,regulations,rules and policy documents involving the foreign investment should be arranged;the laws and regulations or provisions not conform to the national opening-up policy should be cancelled or revised within a time limit.(Responsible by the relevant departments and the provincial people's government)(16)Improving the level of service for foreign investment.The complaint mechanism of the central and local enterprises with foreign investment should be improved;the prominent problems reflected by foreign investors should be solved through the coordination;the guarantee for the foreign investment enterprises enjoying national treatment after entry should be strengthened;the efforts should be made to build a unified open,competitive and orderly market environment.The system of directory listing for enterprises charging such as the administrative fees and government-managed funds,the enterprises management service fees by the government pricing should be established.(responsible by the National Development and Reform Commission,Ministry of Finance,the Ministry of Commerce and the provincial people's government)(17)Ensuring the free remittance of the foreign investors'profits.The profits,dividends and other investment income obtained by foreign investors in China according to law can be remitted freely in Renminbi or foreign exchange.(Responsible by the People's Bank of China and the State Administration of Foreign Exchange)(18)Deepening the management information sharing and business collaboration of enterprises with foreign investment.The"Internet+Government service"should be actively promoted;the regulatory mechanism of"Random sampling and random inspection by any inspector,and disclosure making"should be further improved;the efficient system of supervision and service in and after the process for the foreign investment should be established.The exchange and communication of the information management system between the commerce department and the administration for industry and commerce,customs department,quality inspection department and foreign exchange department should be strengthened,to realize the inter-departmental sharing information from the establishment to the operation of the foreign-funded enterprise.The new acceptance mode of"Single window and single form"for the commercial filing and business registration of the foreign-funded enterprise should be implemented.(responsible by the Ministry of Commerce,the General Administration of Customs,the State Administration for Industry and Commerce,the General Administration of Quality Supervision,Inspection and Quarantine,the State Administration of Foreign Exchange and the local people's government)(19)Encouraging the foreign investment in domestic enterprises optimize restructuring.The procedures should be simplified and the restrictions should be reduced,to support the foreign investors to set up foreign-funded enterprise in the form of acquisition.The domestic enterprises should be supported to introduce international advanced technology,management experience and marketing channels.The foreign capital should be encouraged to participate in the mixed-ownership reform of the state-owned enterprises.(responsible by the National Development and Reform Commission,the Ministry of Commerce,the State-owned Assets Supervision and Administration Commission of the State Council)(20)Improving the protection of intellectual property rights for foreign-funded enterprises.The centralized regulation should be carried out against Internet piracy and patent infringement,trademark infringement and other intellectual property rights issues,to strengthen the judicial protection and administrative law enforcement and to intensify punishment against infringement violations of the law.(Responsible by the China's Work Leading Group Office for the Campaign against IPR Infringements and Counterfeits,the State Administration for Industry and Commerce,the SAPPRFT and the State Intellectual Property Office)(21)Improving the international competitiveness of research and development environment.The convenient conditions should be created for the operation of research and development center;the import formalities of the samples and reagents for the eligible research and development center should be simplified according to law,to promote foreign r&d investment.(Responsible by the General Administration of Customs and the General Administration of Quality Supervision,Inspection and Quarantine)(22)Maintaining the stability and continuity of the policies on foreign investment.The local people's government should keep the promise made to the investors and foreign-funded enterprises in accordance with the law and should perform various types of contracts concluded in the investment promotion activities in accordance with the law.(Responsible by the provincial people's government)The local government and relevant departments should attach great importance to the utilization of foreign capital under the new situation and should actively provide cooperation according to the division of responsibilities.The Ministry of Commerce should jointly with relevant departments strengthen the supervision and inspection to ensure that all measures are implemented,to continuously highlight China's new advantage in investment introduction and to achieve stable growth by the use of foreign capital.

Regulations For Registering To Mining Mineral Resources

Article 1 These regulations are formulated , in accordance with the Mineral Resources Law of the People’s Republic of China, in an effort to strengthen the administration of mineral mining, safeguard the lawful rights and interests of concessioner, maintain the mining order, and promote the wise development of the mining industry.Article 2 these regulations shall be observed in mining mineral resources within the territory of the people’s republic of China and other sea areas under its jurisdiction.Article 3 prior to mining mineral resources, each mining project shall be examined, approved, registered and licensed by the department in charge of geology and mineral resources under the State Council. This includes: (1)those mineral resources within state-planned mining areas or within mining areas that of great value to the national economy; (2)those mineral resources in the territorial sea or other marine areas under China’s jurisdiction; (3)mining by foreign investment for mineral resources; and (4)those mineral resources in the Appendix attached to those regulations. Mining projects for petroleum and /or gas shall be examined and approved by the organization designated by the State Council, and then registered and licensed by the department in charge of geology and mineral resources under the State Council. Prior to mining mineral resources, certain mining projects shall be examined, approved, registered and licensed by the department in charge of geology and mineral resources under the people’s government of provinces, autonomous regions and municipalities directly under the Central Government. This includes: (1) mining for mineral resources that beyond the prescription of the first and second paragraphs of this Article and whose mineral reserves is of medium and plus scale; (2) mining for certain mineral resources for which the examination, approval and registration are conducted by the department in charge of geology and mineral resources under the people’s government of provinces, autonomous regions and municipalities directly under the Central Government. The power of examination and approval mentioned above is authorized by the department in charge geology and mineral resources under the State Council. Mining projects that are beyond the prescription of the first, second and third paragraphs of this Article shall be examined, approved, registered and licensed by the department in charge of geology and mineral resources under the people’s government at or above the county level in accordance with the provisions formulated by the standing committee of the people’s congress of provinces, autonomous regions and municipalities directly under the Central Government. If the mining areas straddle two or more administrative areas at or above the county level, mining for minerals within these areas shall be examined, approved, registered and licensed by the licensing authorities in common at next higher administrative level for areas concerned. Immediately upon the issuance of the mining licenses, the department responsible for geology and mineral resources under the people’s government at or above the county level, shall file with the department responsible for geology and mineral resources under the people’s government at the next higher level.Article 4 Prior to submitting the application for mining rights, the mining-rights applicant shall apply for demarcation of mining areas by the licensing authorities. This demarcation shall be based on an approved Geological Exploration Report containing mineral reserves information. If there is a need to establish a mining enterprise or to apply to set up a project, the relevant procedures shall be carried out in accordance with the relevant provisions of the State based on the mining area demarcated.Article 5 In applying for mining license, the mining-rights applicant shall present following materials to the licensing authorities: (1) an application form for registration and a drawing or map showing the mining areas; (2) documents of proof showing the qualifications of the mining-rights applicant; (3) a development plan and a utilization proposal for the mineral resources in the demarcating area; (4) approval documents from the relevant departments, when establishing certain mining enterprises that are governed by law; (5) assessment report of the impact of mineral mining on environment; and (6)materials otherwise specified by the department in charge of geology and mineral resources under the State Council. When applying for mining mineral resources within a state-planned mining area or within those mining areas which are of great value to the national economy or mining specified minerals for which the protective mining policy is prescribed by the State, the applicant shall present, in addition, the approval documents issued by the relevant departments under the State Council. If applying for mining petroleum and /or gas, the applicant shall present, in addition, the document of the State Council approving the establishment of a petroleum company or the document of the State Council permitting the petroleum and /or gas mining, and the Mining Enterprise Legal Person Certificate of the mining enterprise.Article 6 The licensing authorities shall, within 40 days from the receipt of an application for registration, grant or deny the application and notify mining-rights applicant of the decision. If it is necessary for the concessioner to amend or to add to the materials provided in Article 5 of this Regulation, the licensing authorities shall notify the mining-rights applicant and the materials shall be amended within a prescribed time limit. If the mining registration is approved, the mining rights applicant shall, within 30 days from the receipt of the notice, pay the mining-rights use fee (heretofore referred to as the mining fee) in compliance with the provisions of article 9 of this Regulations. If anyone applies for mining-rights in areas containing mineral deposits discovered by the State, at the State’s expense, the applicant shall pay a mining fee in accordance with the provisions of Article 9 of these Regulations. They shall also pay a reimbursement fee for mining right based on the State’s prior investment, in accordance with the provisions of article 10 of these Regulations. In addition, the applicant shall carry out the mining registration procedures and obtain the mining license before becoming the concessioner. If the mining registration is not approved, the licensing authorities shall give an explanation to mining-rights applicant.Article 7 The length of time for valid mining license shall be decided in accordance with the magnitude of the mining project. If the scope of project is large or plus, the mining license is valid for up to 30 years; for a project medium is scope, up to 20 years; for a project small in scope, up to 10 years. If there is a need to extend the time limit, the concessioner shall, within 30 days prior to the expiration of mining license, carry out the procedures regarding the extension of the registration with the licensing authorities. If the concessioner fails to carry out these procedures within the designated time limit, the relevant mining licenses shall be automatically terminated.Article 8 after issuing the mining license, the licensing authorities shall notify the relevant people’s government at the county level where the mining area is located. The relevant people’s government at the county level shall, within 90 days from the receipt of the notice, give public notice of the newly licensed mining area or the installation of land markers at the request of the concessioner.Article 9 The State shall adopt a unified system in which the mining-rights shall be paid for by the mining concessioner with a mining fee. The mining fee shall be collected on a yearly basis based on the size of the mining area. The standard of collection is 1000 RMB yuan per square kilometer per year.Article 10 If anyone applies for mining-rights to the mineral deposits already discovered by the State, at the State’s expense, the mining-rights applicant shall pay, in addition to the mining fee, a reimbursement fee for mining right which has been appraised and confirmed. The reimbursement fee for mining right may be paid in full or in installment, in compliance with the State provisions. The reimbursement fee for mining right shall be appraised by the organizations designated by the department in charge of geology and mineral resources under the State Council, jointly with the department in charge of state-owned assets under the State Council. The result of appraisal shall be confirmed by the department in charge of geology and mineral resources under the State Council.Article 11 The mining fee and the reimbursement fee for mining right shall be collected by the licensing authorities and delivered to the state budget administration. The detailed specifications for managing the use of the funds mentioned above shall be formulated by the department in charge of geology and mineral resources under the State Council, jointly with the department in charge of finance under the State Council and the department in charge of planning under the state council.Article 12 Under one of the following circumstances, the mining fee and reimbursement fee for mining right may be reduced or exempted: 1) mining mineral resources in frontier and poor areas; 2) mining mineral resources that are urgently needed by the State; 3) a force majeure such as natural disaster, etc., causes a severe loss or the suspension of production of the mining enterprise; or 4) other situations jointly specified by the department in charge of geology and mineral resources under the State Council and the department in charge of finance under the State Council. If a project falls within these guidelines, the mining concessioner may apply for a reduction or exemption of the fees. Such applications shall be examined and approved by the licensing authorities in accordance with the provisions governing reductions and exemptions of the mining fee and reimbursement fee for mining right, as formulated by the department in charge of geology and mineral resources under the State Council, jointly with the department in charge of finance under the State Council.Article 13 The mining rights may also be obtained through public bidding. The licensing authorities may select the mining areas for bid, make public invitation for bids, establish and announce bidding requirements and establish the deadlines for bids, in accordance with the limits of authorities stipulated in Article 3 of these Regulations. However, mining areas open for bid by foreign investors shall be determined by the department in charge of geology and mineral resources under the State Council. The licensing authorities shall organize the evaluation of bids and select the best offer. The successful bidder shall pay the relevant fees in compliance with the provisions of these Regulations, carry out the registration procedures and obtain the mining license before becoming the concessioner, whereupon the concessioner shall fulfill the obligation stipulated in the bid documents.Article 14 The licensing authorities shall conduct the supervision and investigation of issues regarding rational development and utilization of mineral resources, environmental protection and other obligations that shall be fulfilled within the corresponding administrative areas in accordance with law. The concessioner shall report any relevant circumstance truthfully and submit an annual report.Article 15 Under any of the following situations, the concessioner shall apply for the modification of registration with the licensing authorities within the valid term of mining license: 1) a change in the mining area; 2) a change in the key minerals to be mined; 3) a change in the mode of mining; 4) a change in the name of the mining enterprise; 5) a transfer of the mining rights upon approval in accordance with law.Article 16 If a mine is suspended or closed down within the term of a valid mining license or upon the expiration of a mining license, the concessioner shall apply for cancellation of the mining license with licensing authorities that originally issued such mining license within 30 days prior to the decision to suspend or close down a mine.Article 17 Any unit or individual who mines without a mining license, mines without authorization in a state-planned mining area, mines without authorization in a mining area that is of great value to the national economy, mines without authorization specified minerals for which protective mining policy is prescribed by the State, or mines beyond the approved limits of mining areas, shall be published by the licensing authorities in accordance with the relevant laws and administrative regulation.Article 18 Anyone who, in violation of these Regulations, does not submit an annual report, refuses to accept official supervision and examination, or employs deception or trickery, shall be ordered to stop the illegal activities, warned, and may be fined concurrently up to 50000 RMB yuan by the department responsible for geology and mineral resources under the people’s government at or above the county level in accordance with the limits of authorities prescribed by the department in charge of geology and mineral resources under the State Council. If the circumstances are serious, the mining license shall be revoked by the department that originally issued the license.Article 19 anyone who damages or moves without authorization any land markers or posts demarcating the limits of a mining area shall be ordered to return it to the original status within a time limit prescribed by the department responsible for geology and mineral resources under the people’s government at or above the county level in accordance with the limits of authorities prescribed by the department in charge of geology and mineral resources under the State Council. If the circumstances are serious, a fine of up to 30000 RMB yuan shall be imposed.Article 20 Anyone who prints a mining license without authorization, counterfeits a mining license, infringes in any way upon any existing mining license shall be in violation of the provisions of these Regulations. Any illegal proceeds shall be confiscated and concurrent fine up to 100000 RMB yuan may be imposed by the department responsible for geology and mineral resources under the people’s government at or above the county level in accordance with the limits of authorities prescribed by the department in charge of geology and mineral resources under the State Council. If the case constitutes a crime, the personnel concerned shall be investigated for criminal responsibility according to law.Article 21 Any concessioner who violates the provisions set forth in these Regulations by failing to pay the required fees at the required time shall be ordered by the licensing authorities to pay an overdue fine, in addition to the amount due. The overdue fine shall be paid within a prescribed time limit and shall be calculated at 0.2% per day on the amount in arrears, counting from the date on which the payment becomes overdue. If the fees required have not been paid within the prescribed time limit, the mining license shall be revoked by the department that originally issued the license.Article 22 Any concessioner who violates the provisions set forth in these Regulations by failing to comply with the procedures for modifying and /or canceling a registration shall be ordered by licensing authorities to comply with these procedures within a prescribed time limit. If the procedures have not been completed within the prescribed time limit, the mining license shall be revoked by the department that originally issued the license.Article 23 Any concessioner who violates the provisions set forth in these Regulations by mining petroleum and /or gas shall be given administrative penalties by the department in charge of geology and mineral resources under the State Council in accordance with the relevant stipulations.Article 24 If a mining license is revoked, the responsible concessioner shall not re-apply for these or any other mining rights for 2 years from the date on which the mining license was revoked.Article 25 Any personnel with licensing authorities who act illegally or abuse their power for personal gains, or neglect their duties shall be investigated. If the behavior constitutes a crime, the personnel concerned shall be investigated for criminal responsibility according to law. If the behavior does not constitute a crime, the personnel concerned shall be given administrative penalties.Article 26 Mining license shall be printed exclusively by the department in charge of geology and mineral resources under the State Council. The form of the application for registration, the application to modify a registration, and the application for termination a registration shall be exclusively formulated by the department in charge of geology and mineral resources under the State Council.Article 27 Every concessioner shall pay a registration fee in compliance with the provisions. The standard for collecting these fees and the specifications for managing the use of these fees shall be determined by the department in charge of price under the State Council, jointly with the department in charge of geology and mineral resources under the State Council and department in charge of finance under the State Council.Article 28 These Regulations shall be applied to any foreign investor mining mineral resources. If there are special stipulations prescribed in other laws or administrative regulations governing foreign investment in mining mineral resources, such stipulations shall be given priority.Article 29 if a Chinese mining concessioner wishes to included a foreign investor in a mineral resources mining project, the Chinese partner shall be responsible for submitting the materials that describe the cooperative effort, such as the size of mining area, and the minerals involved, as well as proposals for development and utilization of the proposed cooperative project, the original licensing authorities shall review the proposed cooperative project, make any restriction or suggestions and authorize the cooperative agreement, before any contract between the cooperating parties shall be deemed valid. After the agreement has been validated, the Chinese partner shall put the agreement on file with the original licensing authorities.Article 30 any mining license that was obtained before the implementation of these Regulations shall be replaced by the new mining license as exclusively organized by the department in charge of geology and mineral resources under the State Council. The mining enterprise existed before the implementation of these Regulations shall start to pay the mining fee as from the date of promulgation of these Regulations. However, the concessioner may apply for a reduction or exemption of this fee in accordance with these Regulations.Article 31 the licensing authorities shall give public notice of any mining license that has been issued or abolished.Article 32 The mining areas mentioned in these Regulations refer to a three dimensional space including the land surface area where the mineral resources can be mined, the vertical distribution of an above-ground or underground pit engineering installation, or the surface area to be removed by open stripping, as demarcated by the licensing authorities in accordance with law. The mode of mining mentioned in these Regulations refers to either underground mining or open mining.Article 33 The revision of the Appendix attached to these Regulations shall be submitted to the State Council by the department in charge of geology and mineral resources under the State Council. After the approval of the revised appendix is granted by the state Council, the department in charge of geology and mineral resources under the State Council shall be responsible for giving public notice regarding the revision.Article 34 These Regulations shall be implemented from the date of promulgation and shall replace the following publications, as of that date (1) Interim measures for administration of mining registration for mining enterprises owned by the whole people issued by the state Council on 29 April, 1987, and (2) Decision of the State Council regarding the Revision of the interim measures for administration of the mining registration for the Mining enterprises owned by the Whole People, issued by the State Council on 22 November, 1990.

Regulations for Transferring Exploration Rights and Mining Rights

Article 1 These Regulations are formulated in accordance with the Mineral Resources Law of the People’s Republic of China, in an effort to strengthen the administration of the transfer of exploration rights and mining rights, safeguard the lawful rights and interests of the exploration licensees and concessioners and promote the wise development of the mining industry.Article 2 These Regulations shall be observed in the transfer of exploration and mining rights that have been obtained in accordance with law within the territory of the people’s Republic of China and other sea areas under its jurisdiction.Article 3 Exploration rights and mining rights shall not be transferred except under the following circumstances, subject to approval in accordance with law: 1) The exploration licensee has the right to carry out exploration activities within the designated exploration areas and has the privileged priority to obtain the mining rights to the mineral resources in this exploration area. The exploration licensee may transfer the exploration rights to others upon meeting the minimum exploration expenditure requirements. 2) A mining enterprise has already obtained the mining rights but needs to change the ownership of these mining rights for a variety of reasons: a) the enterprise has been merged or split b) the enterprise enters into equity joint ventures or cooperative joint ventures with others; c) the enterprise sells its enterprise assets; or d) other situations that will lead to the alteration of enterprise property ownership.Article 4 The transfer of exploration rights and mining rights shall be examined and approved by the department in charge of geology and mineral resources under the people’s government of provinces, autonomous regions and municipalities directly under the central Government. The department in charge of geology and mineral resources under the State Council shall be responsible for the examination and approval of the transfer of the exploration rights and mining rights that have been examined, approved and licensed by the department itself. The transfer of exploration rights and mining rights beyond the prescription of the second paragraph of this Article shall be examined and approved by the department in charge of geology and mineral resources under the people’s government of provinces, autonomous regions and municipalities directly under the Central Government.Article 5 Any exploration licensee who wishes to transfer the exploration rights shall meet the following requirements: 1) 2 years or more have passed since the date of issue of the exploration license, or the mineral resources already located are worthy of further exploration or mining; 2)the minimum exploration expenditure requirements have been met; 3)the licensee has undisputed ownership of the exploration rights; 4)the exploration fee and any reimbursement fee for exploration right have been paid in accordance with the provisions of the State; and 5)other requirements otherwise specified by the department in charge of geology and mineral resources under the state Council.Article 6 Any mining concessioner who wishes to transfer mining rights shall meet the following requirements: 1)one year or more have passed since the mining enterprise began mining; 2)the mining concessioner has undisputed ownership of the mining rights; 3)the mining fee and any reimbursement fee for mining right, the mineral resources compensation and resource tax have been paid in accordance with relevant provisions of the State; and 4)other requirements specified by the department in charge of geology and mineral resources under the state Council. Any State-owned mining enterprise shall get consent from the department in charge of that mining enterprise prior to the application for transferring the mining rights.Article 7 the assignee of the transfer of exploration rights and mining rights shall meet the relevant requirements provided in regulations for Registering to explore for Mineral resources Using the Block System and Regulations for Registering to Mine mineral Resources.Article 8 The exploration licensee or mining concessioner shall present the following materials to the licensing authorities when applying to transfer exploration rights or mining rights: 1)an application for transfer; 2）a transfer contract signed by the transferor and assignee; 3)documents of proof showing the qualifications of the assignee 4)documents of proof showing that the requirements provided in Articles 5 and 6 of these Regulations have been met by the transferor; 5)a report detailing the status of the exploration an /or mining projects: and 6)the relevant materials otherwise specified by the examining and approving agency. If a state-owned enterprise wishes to transfer exploration rights and/or mining rights, the approval documents issued by the relevant departments shall be presented to the licensing authorities.