Review/approval of business establishment
Review/approval of Assets Acquisition
Date:2015/08/05 00:00:00 Author: Source:

 Review/approval of Assets Acquisition 

 (1) Application jointly submitted by the companies in China and abroad (the original)
 (2) The Chinese company’s Board of Directors resolution or the property right holders’ agreement on selling assets (the original)
 (3) Contract and Articles of Association of the foreign-funded enterprise established after the acquisition (the original)
 (4) Audit report of the Chinese company over the previous year (copy)
 (5) Notarized and certified right of principal or identity certificate of the acquirer, registration certificate (with the original being examined and the copy retained), and credit certificate (the original)
 (6) Notes to the acquired Chinese company in relation to the foreign-funded enterprise (the original)
 (7) Plan for settlement of the acquired Chinese company’s employees (the original)
 (8) Notes of the Chinese company inheriting the original creditor’s rights and liabilities or agreement otherwise reached (the original)
 (9) Notes of the acquired party on whether there is any relationship with the acquiring parties (the original)
 (10) Evaluation report of the acquired Chinese company (the original)
 (11) Corresponding prepositive review/approval documents in case of any involvement in such prepositive review/approval conditions as environmental protection, land, etc. or permission for foreign investments (the original)
 (12) The Chinese company’s legal person code certificate (copy)
 (13) The investors’ letters of assignment to the members of the Board of Directors (the original), identity certificates and resumes (copies)
 (14) In case the Chinese company shareholders continue to be shareholders of the foreign-funded enterprise after the acquisition, copies of the identity certificates shall be provided (with the original being examined and the copies retained).
 (15) Power of attorney (the original)
 (16) Notification to the creditors and announcements in newspapers at or above the provincial level, and notes whether the creditors have any objections to the acquisition (the original)
 (17) Letter of Commitment to compensatory payment rate (the original) 
 (18) Assets acquisition agreement (the original)
 (19) The Chinese company’s Business License, capital verification report and Articles of Association; in case of foreign-funded enterprises acquiring the assets of the Chinese company, Contract, Articles of Association and approval certificate (copies)
 (20) In case it involves acquisition of state-owned corporate assets, the listing trade procedures of the property right exchange center shall be followed in combination with the opinions of the state-owned assets administration (the original)
 (21) Security site selection and name verification (the original)
 (22) The acquirer’s audit report, Articles of Association and shareholder composition documents
 (23) Legal opinions (issued by lawyers) to demonstrate no association
 (24) Notes to the acquisition purpose
 (25) Any other prepositive documents as required by relevant regulations 
Notes: If foreign investors wish to use their legally obtained RMB¥ abroad for direct investments, they shall provide the following:
I. Certificate or supporting paper of the RMB¥ source
II. Notes to the capital use
III. “Form of RMB¥ Abroad for Direct Investments”
IV. In case of any situations related to special regulations of the Ministry of Commerce, it shall be submitted to the ministry for review.
 
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