Tentative Regulations for the Publication of the Information of Enterprises

(Promulgated by the State Council on August 7 2014 and effective as of October 1 2014.)

Order of the State Council No.654

Article 1: These Regulations have been formulated in order to ensure fair competition, promote enterprise good faith and self-regulation, regulate the publication of enterprise information, strengthen enterprise integrity constraint, safeguard trading safety, enhance government regulatory effectiveness and expand public scrutiny.

Article 2: For the purposes of these Regulations, the term “enterprise information” means the information arising in the course of the production and other business activities engaged in by an enterprise registered with the administration for industry and commerce, as well as the information generated by government departments in the course of performing their duties that reflects an enterprise's situation.

Article 3: The publication of enterprise information shall be true and in a timely manner. Where enterprise information to be published involves state secrets, national security or the public interest, the same shall be referred to the confidentiality administrative department or national security authority in charge for approval. Where the enterprise information to be published by a relevant department of a local people's government at the county level or above involves enterprise trade secrets or personal privacy, it shall refer the same to the competent department at a higher level for approval.

Article 4: People's governments of the provinces, autonomous regions and municipalities directly under the central government shall direct the work of publishing enterprise information in their administrative regions and spur the establishment of a system for the publication of enterprise integrity information in their administrative regions based on the overall requirements for the establishment of the state's public integrity information platform.

Article 5: The State Council's administration for industry and commerce shall promote and monitor the work of publishing enterprise information and arrange for the establishment of the system for the publication of enterprise integrity information. Other relevant departments of the State Council shall duly carry out work relating to the publication of enterprise information in accordance herewith.

Relevant departments of local people's governments at the county level and above shall duly carry out the work associated with the publication of enterprise information in accordance herewith.

Article 6: Administrations for industry and commerce shall publish the following enterprise information generated in the course of the performance of their duties by way of the system for the publication of enterprise integrity information:

(1) registration and record filing information;

(2) movable property mortgage registration information;

(3) equity pledge registration information;

(4) information on administrative penalties; and

(5) other information that is required to be published in accordance with the law.

The enterprise information specified in the preceding paragraph shall be published within 20 working days from the date of its generation.

Article 7: Government departments other than administrations for industry and commerce (Other Government Departments) shall publish the following enterprise information generated in the course of the performance of their duties:

(1) information on the granting, amendment and renewal of administrative permissions;

(2) information on administrative penalties; and

(3) other information that is required to be published in accordance with the law.

Other Government Departments may publish the enterprise information specified in the preceding paragraph either through the system for the publication of enterprise integrity information or another system. Administrations for industry and commerce and Other Government Departments shall realise the mutual sharing of enterprise information based on the overall requirements for the establishment of the state's public integrity information platform.

Article 8: Between January 1 and June 30 each year, an enterprise shall submit its annual report for the previous year to the administration for industry and commerce by way of the system for the publication of enterprise integrity information, and make the same publicly available.

An enterprise established and registered in a certain year shall submit and make publicly available its annual report from the following year.

Article 9: An enterprise's annual report shall contain the following:

(1) information such as the enterprise's correspondence address, postal code, contact telephone and e-mail address;

(2) information on the state of the enterprise's existence, such as commencement of business, termination of business and liquidation;

(3) information on the investment in and establishment of enterprises and the purchase of equity by the enterprise;

(4) where the enterprise is a limited liability company or company limited by shares, information such as the capital contribution amount subscribed for and paid in by its shareholders or promoters, the capital contribution dates and method of capital contribution;

(5) information on changes in equity, such as a transfer of equity by a shareholder of a limited liability company;

(6) information such as the name and address of the enterprise's website and of the web store where it engages in online business; and

(7) the number of employees, total asset amount, total liability amount, security provided for third parties in the form of guarantees, total of owners' equity, total operating revenue, revenue from main business, gross profit amount, net profit and total tax amount paid of the enterprise.

The information set forth in Items (1) to (6) of the preceding paragraph shall be made available to the public, whereas the enterprise shall determine at its own discretion as to whether to make the information set forth in Item (7) available to the public.

With the consent of the enterprise, a citizen or a legal person or other organisation may be granted access to information that the enterprise has elected not to make available to the public.

Article 10: An enterprise shall make the following information available to the public by way of the system for the publication of enterprise integrity information within 20 working days from the date of its generation:

(1) information on the capital contribution amounts subscribed for and paid in by the shareholders of a limited liability company or promoters of a company limited by shares, the dates of such capital contributions and the methods of capital contribution;

(2) information on a change in equity, such as a transfer of equity by a shareholder of a limited liability company;

(3) information on the securing, amendment or renewal of an administrative permission;

(4) the particulars of the registration of a pledge of intellectual property;

(5) information on the imposition of an administrative penalty; and

(6) other information that is required to be made available to the public in accordance with the law.

If the administration for industry and commerce discovers that an enterprise has failed to perform its publication obligation in accordance with the preceding paragraph, it shall order the enterprise to perform such obligation within a specified period of time.

Article 11: Government departments and enterprises shall each be liable for the truthfulness and timeliness of the information that they publish.

Article 12: If a government department discovers that information it has published is inaccurate, it shall correct the same in a timely manner. If a citizen, or a legal person or other organisation has evidence that information published by a government department is inaccurate, it shall have the right to request that the government department correct the same.

If an enterprise discovers that information it has published is inaccurate, it shall correct the same in a timely manner. However, the correction of information published in an enterprise's annual report shall be completed by June 30 each year. The uncorrected and corrected information shall be published together.

Article 13: If a citizen, or a legal person or other organisation discovers that information published by an enterprise is false, it may report the same to the administration for industry and commerce. The administration for industry and commerce shall conduct a check, deal with the matter and inform the reporting party in writing of the manner in which it dealt with the matter within 20 working days from the date of receipt of the report materials.

If a citizen, or a legal person or other organisation is suspicious of enterprise information published in accordance herewith, it may apply to the government department for access thereto. The government department that received such application shall respond to the applicant in writing within 20 working days from the date of receipt of the application.

Article 14: The State Council's administration for industry and commerce and the administrations for industry and commerce of the provinces, autonomous regions and municipalities directly under the central government shall, in accordance with the requirements of fairness and compliance, conduct random draws based on enterprise registration numbers, etc. to determine enterprises that will be subject to a random inspection and arrange for an inspection of the publication of information by said enterprises.

When conducting a random inspection of the information published by enterprises, an administration for industry and commerce can do so by means such as a paper inspection, an on-the-spot check or online monitoring. When conducting a random inspection of the information published by enterprises, an administration for industry and commerce may engage an accounting firm, tax agency, law firm or other such professional firm to carry out the relevant work and utilise in accordance with the law the outcome of the inspections or checks conducted by Other Government Departments or the professional conclusion rendered by the professional firm.

The outcome of such random inspection shall be made available to the public by the administration for industry and commerce by way of the system for the publication of enterprise integrity information.

Article 15: When an administration for industry and commerce conducts in accordance with the law a random inspection of the information published by enterprises or a check based on a report, enterprises shall cooperate therewith, subject themselves to questioning and investigation, truthfully report matters and provide relevant materials.

Where an enterprise refuses to cooperate and the circumstances thereof are serious, the administration for industry and commerce shall publish the same by way of the system for the publication of enterprise integrity information.

Article 16: No citizen, legal person or other organisation may illegally revise published enterprise information or illegally obtain enterprise information.

Article 17: In either of the circumstances set forth below, the administration for industry and commerce at the county level or above shall place the enterprise on the irregular operation directory, make the same known to the public by way of the system for the publication of enterprise integrity information and remind the enterprise to perform its publication obligation; if the circumstances are serious, the relevant competent department shall impose administrative penalties in accordance with relevant laws and administrative regulations; if a third party incurs a loss as a result thereof, the enterprise shall be liable for compensation in accordance with the law; if a criminal offence is constituted, criminal liability shall be pursued in accordance with the law:

(1) the enterprise fails to publish its annual report by the deadline specified herein or fails to publish relevant enterprise information by the deadline ordered by the administration for industry and commerce; or

(2) the enterprise withholds true circumstances or practises fraud in publishing information.

Where an enterprise placed on the irregular operation directory performs its publication obligation in accordance herewith, the administration for industry and commerce at the county level or above shall remove it from such directory. If three years elapse and the enterprise fails to perform its publication obligation in accordance herewith, the State Council's administration for industry and commerce or the administration for industry and commerce of the people's government of the province, autonomous region or municipality directly under the central government shall place it on the list of enterprises that have committed serious violations of the law and make the same known to the public by way of the system for the publication of enterprise integrity information. The legal representative or person in charge of an enterprise placed on the list of enterprises that have committed serious violations of the law may not serve as the legal representative or person in charge of any other enterprise for three years.

Where a circumstance as set forth in the first paragraph has not arisen again for five years from the date an enterprise is placed on the list of enterprises that have committed serious violations of the law, the State Council's administration for industry and commerce or the administration for industry and commerce of the people's government of the province, autonomous region or municipality directly under the central government shall remove it from such list.

Article 18: A people's government at the county level or above and its relevant departments shall establish and improve an integrity constraint mechanism, treat enterprise information as an important factor of consideration in work such as government procurement, invitation for and submission of bids for projects, granting of state-owned land and awarding of honorary titles, and restrict or ban in accordance with the law enterprises placed on the irregular operation directory or list of enterprises that have committed serious violations of the law therefrom.

Article 19: If a government department fails to perform its duties in accordance herewith, the inspection authority or the government department at the next higher level shall order it to rectify the matter. If the circumstances are serious, the responsible managing officer and other directly responsible persons shall be disciplined in accordance with the law. If a criminal offence is constituted, criminal liability shall be pursued in accordance with the law.

Article 20: If published enterprise information is illegally revised, or if enterprise information is illegally obtained, legal liability shall be pursued in accordance with relevant laws and administrative regulations.

Article 21: If a citizen, legal person or other organisation deems that a specific administrative act carried out by a government department in the course of the publication of enterprise information infringes his/her/its lawful rights and interests, he/she/it may apply for administrative reconsideration or institute an administrative action in accordance with the law.

Article 22: The publication of information by an enterprise in accordance herewith shall not exempt it from the obligation of publishing information in accordance with other relevant laws and administrative regulations.

Article 23: The provisions hereof concerning the publication of enterprise information by government departments shall apply to the publication of enterprise information by organisations with the function of managing public matters as authorised by laws and regulations.

Article 24: The State Council's administration for industry and commerce shall be responsible for formulating the technical standards for the system for the publication of enterprise integrity information.

The specific measures for the publication of information by sole/family proprietorships and farmers' cooperatives shall be formulated separately by the State Council's industry and commerce authority.

Article 25: These Regulations shall be effective as of October 1 2014.