Notice of Shanghai Municipal Administration for Industry and Commerce on Promulgation of the Provisions on Administration of Enterprise Registration in China (Shanghai) Pilot Free Trade Zone
Article 5 The shareholders
(promoters) of a company shall agree autonomously on their capital subscription
amount, mode and deadline of capital contribution and record them in the
company's articles of association. The company shall announce its shareholders'
capital subscription amount or the promoters' shares subscription, mode and
deadline as well as payment information of capital contribution to the public
through the market entity credit information announcement system. The
shareholders (promoters) of the company shall be responsible for the veracity
and legitimacy of payment information on capital contribution.
Upon
payment of capital contribution by the company's shareholders (promoters), the
company may amend its articles of association, file the articles of association
with the registration authorities for record, and submit capital verification
documents.
Article 6 Unless the laws, administrative regulations and the
State Council decisions provide otherwise on the minimum registered capital for
specific industries, the provisions on minimum registered capital of RMB30,000
for limited liability companies, on minimum registered capital of RMB100,000 for
sole-proprietor limited liability companies and on minimum registered capital of
RMB 5million for companies limited by shares shall be cancelled; the provisions
on first-time capital contribution amount and ratio for all shareholders
(promoters) of the company at the time of incorporation shall be cancelled; the
provisions on the ratio of capital contribution amount to registered capital for
all shareholders (promoters) of the company shall be cancelled; the provisions
on capital contribution deadline for full payment by all shareholders
(promoters) of the company shall be cancelled.
Article 7 Except for
preliminary licensing matters for enterprise registration provided for by laws,
administrative regulations and the State Council decisions, enterprises in the
Pilot Zone may commence general production and business activities upon making
registration with the registration authorities and obtaining the business
license; where a business project involves preliminary licensing matter for
enterprise registration, upon obtaining the permit or approval document, the
company may apply to the registration authorities for business license; a
company applying to engage in any other business projects which require
licensing shall only commence business activities after obtaining the business
license and the permit or approval document.
Article 8 For industries
outside the list of special administrative measures for entry of foreign
investments (negative list), foreign investment enterprises in the Pilot Zone
shall apply to the registration authorities for registration of establishment,
and file record with the commerce authorities or their authorized
agency.
Article 9 In respect of application for establishment of
foreign-funded advertising enterprises in the Pilot Zone or foreign investment
enterprises applying for additional advertising business, the restrictions
pertaining to the investor entity qualification and performance of advertising
business shall be cancelled, and the requirement for number of years for
establishment and operation of the investor shall be cancelled.