Ministry of Commerce, Reply Letter to Questions Concerning Foreign-invested Enterprises' Termination of Liquidation and Resumption of Business in the Course of Liquidation

Issued: July 15 2004

Main contents: If a foreign-invested enterprise proposes an early termination of a contract and the articles of association and dissolution of the enterprise within its term of business, and enters the liquidation procedure after obtaining approval from the examination and approval authority, but during this time submits another application for termination of liquidation and resumption of business, the examination and approval authority shall assent to it provided that the interests of the enterprise's creditors, third parties and the public will not be harmed and foreign investment industry policies are not violated. An enterprise applying for termination of liquidation and resumption of business shall meet the following conditions:
(1) the enterprise investors shall unanimously consent to termination of liquidation and resumption of business;
(2) a resolution of the organ of authority of the enterprise consents to termination of liquidation and resumption of business;
(3) the liquidation committee consents to termination of liquidation and resumption of business, and submits the details on the development of liquidation activities;
(4) the enterprise has not cancelled its industry and commerce registration;
(5) the enterprise's term of business has not expired;
(6) the requirements of laws and regulations on legal person place of business have been fulfilled;
(7) enterprise property has not been allocated, or shareholders allocated with enterprise property have returned, or promise to return within a certain time limit, the enterprise property; and
(8) investors and the enterprise have not committed acts in violation of laws, regulations or rules.