Company Structures & Regulations

Measures for the Administration of the Establishment of Partnerships in China by Foreign Enterprises or Individuals [Full Text Translation]
外国企业或者个人在中国境内设立合伙企业管理办法
The Measures allow the establishment of a partnership in China by two or more foreign enterprises or individuals, or the establishment of a partnership in China by a foreign enterprise or individual with a Chinese natural person, legal person or other organisation.

UK Bribery Bill: The long arm of the Crown
A new British law will force any company with a business presence in the UK to operate an adequate anti-bribery policy overseas. The burden is likely to be particularly heavy for those operating in China

Ministry of Commerce, Measures for the Review for Concentrations of Business Operators [Legislation Digest]
商务部经营者集中审查办法
Restrictive conditions may be imposed on a concentration transaction.

Shanghai Municipality, Trial Measures for the Examination, Approval and Registration of Debt-for-equity Swaps of Foreign-invested Enterprises [Full Text Translation]
上海市外商投资企业债权转股权审批登记试行办法
Shanghai allows debt-for-equity swaps by foreign-invested enterprises, which require the unanimous consent of all the shareholders of the investee enterprises.

Ministry of Commerce, Measures for the Reporting of Concentrations of Business Operators [Legislation Digest]
商务部经营者集中申报办法
Calculation of the business turnover of a business operator in a concentration clarified.

Measures for the Review for Concentrations of Business Operators [Full Text Translation]
经营者集中审查办法
With a view to eliminating or reducing the effect of eliminating or restricting competition that the concentration of business operators has or could have, restrictive conditions may be imposed on a concentration transaction.

Measures for the Reporting of Concentrations of Business Operators [Full Text Translation]
经营者集中申报办法
Calculation of the business turnover of a business operator in a concentration clarified.

State Council, Measures for the Administration of the Establishment of Partnerships in China by Foreign Enterprises or Individuals [Legislation Digest]
国务院外国企业或者个人在中国境内设立合伙企业管理办法
Government takes significant step toward reform of the foreign-invested partnership rules.

Circular on Strengthening the Administration of Enterprise Income Tax on Income Derived from the Transfer of Equity of Non-tax-resident Enterprises [Full Text Translation]
关于加强非居民企业股权转让所得企业所得税管理的通知
The Circular aims to prevent tax evasion by non-tax-resident enterprises through transfer of equity.

State Administration for Industry and Commerce and Ministry of Public Security, Circular on Further Strengthening Administration of the Registration of Resident Representative Offices of Foreign Enterprises [Legislation Digest]
国家工商行政管理总局、公安部关于进一步加强外国企业常驻代表机构登记管理的通知
Number of foreign representatives is limited to four.

Beijing Municipality, Tentative Measures for the Establishment of Foreign-invested Equity Investment Fund Management Enterprises in Beijing [Full Text Translation]
北京市在京设立外商投资股权投资基金管理企业暂行办法
The registered capital of a foreign-invested equity investment fund management enterprise shall not be less than US$2 million.

State Administration of Taxation, Circular on Strengthening the Administration of Enterprise Income Tax on Income Derived from the Transfer of Equity of Non-tax-resident Enterprises [Legislation Digest]
国家税务总局关于加强非居民企业股权转让所得企业所得税管理的通知
SAT cracks down on tax evasion by non-tax-resident enterprises.

Beijing Municipality, Tentative Measures for the Establishment of Foreign-invested Equity Investment Fund Management Enterprises in Beijing [Legislation Digest]
北京市在京设立外商投资股权投资基金管理企业暂行办法
Beijing allows establishment of PE and VC firms by foreign investors.

Shanghai Municipality, Trial Measures for the Examination, Approval and Registration of Debt-for-equity Swaps of Foreign-invested Enterprises [Legislation Digest]
上海市外商投资企业债权转股权审批登记试行办法
Shanghai allows debt-for-equity swaps by foreign-invested enterprises.

Foreign-invested partnership regulations: radical reform or unmet expectations?
New rules on foreign-invested partnerships have raised hopes of a new investment vehicle for inbound business. But their effectiveness appears limited

Taking security in China
Taking security over assets in China can be challenging, not least due to the various approval and registration requirements for foreign investors