Chapter VIII Legal Liabilities

Article 51 In case an enterprise fails to acquire a business license but engages in partnership business in the name of a foreign-funded partnership enterprise, the registration authority shall impose a penalty on it in accordance with Article 36 of the Administrative Measures for the Registration of Partnership Enterprises.

In case an enterprise engages in the prohibited category of projects in the Catalogue for the Guiding Foreign Investment Industries or limited category of projects without registration, the registration authority and other competent administrations shall impose a penalty in accordance with the Measures for Investigating, Punishing and Banning Unlicensed Business Operations. It shall be subject to the provisions separately prescribed by laws, administrative regulations or the State Council.

Article 52 In case an enterprise gains the registration of a foreign-funded partnership enterprise with fake documents or other fraudulent means, the registration authority shall impose a penalty in accordance with Article 37 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 53 In case a foreign-funded partnership enterprise handles modification registration not in accordance with the Provisions, the registration authority shall impose a penalty in accordance with Article 38 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 54 In case a foreign-funded partnership enterprise fails to mark "ordinary partnership", "special ordinary partnership" or "limited partnership" according to the titles checked and approved by the registration authority, the registration authority shall impose a penalty in accordance with Article 39 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 55 In case a foreign-funded partnership enterprise handles the filing of agreement modification, a branch and the member list of the liquidating partner not involved in registration items not in accordance with the provisions, the registration authority shall impose a penalty in accordance with Article 40 of the Administrative Measures for the Registration of Partnership Enterprises.

In case a foreign-funded partnership enterprise handles the filing of the Power of Attorney Legal Document Service of a foreign partner not in accordance with the Provisions, the registration authority shall order it to make corrections; if no handling is done within the time limit, a fine of below 2,000 yuan will be imposed.

Article 56 In case the liquidating partner of a foreign-funded partnership enterprise fails to report and submit the liquidation report to the registration authority or the liquidation report with major facts concealed or major things left out, the registration authority shall impose a penalty in accordance with Article 41 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 57 In case a foreign-funded partnership enterprise fails to accept the annual inspection in accordance with the provisions, the registration authority shall impose a penalty in accordance with Article 42 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 58 In case a foreign-funded partnership enterprise conceals the truth and conducts falsification, the registration authority shall impose a penalty in accordance with Article 43 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 59 In case a foreign-funded partnership enterprise fails to lay the original of its business license in the eye-catching position of the business place, the registration authority shall impose a penalty in accordance with Article 44 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 60 In case a foreign-funded partnership enterprise alters, sells, rents, lends or transfers its business license in other forms, the registration authority shall impose a penalty in accordance with Article 45 of the Administrative Measures for the Registration of Partnership Enterprises.

Article 61 In case the branch of a foreign-funded partnership enterprise conducts illegal acts as prescribed in the Chapter herein, it shall be subject to relevant provisions of the Chapter.

Article 62 In case a registration authority violates industrial policy to register the enterprise that should not be registered or not to register the enterprise that should be registered, administrative responsibilities of direct responsible person or chief responsible person shall be investigated by law.

In case the staff of a registration authority abuses power, plays favoritism and commits irregularities, takes bribes or infringes on the legitimate interests of a foreign-funded partnership enterprise, punishment shall be given by law.

Chapter IX Supplementary Provisions

Article 63 In case a foreign enterprise or individual joins the partnership enterprise established by Chinese natural person, legal person and other organization in China, it should be subject to the Provisions and apply to the registration authority for modification registration by law.

Article 64 In case a foreign-funded partnership enterprise with investment as main business invests in China, it should be subject to the laws, administrative regulations and rules related to foreign investment of the state.

Article 65 In case a foreign-funded investment company, foreign-funded business-starting investment enterprise establishes a partnership enterprise or joins the partnership enterprise established by Chinese natural person, legal person and other organization in China, it shall refer to the Provisions.

Article 66 A foreign-funded partnership enterprise should handle such procedures as foreign exchange, taxation and customs by law in the wake of relevant registration formalities in accordance with the Provisions.

Article 67 In case an enterprise or individual from Hong Kong Special Administration Region, Macao Special Administrative Region or Taiwan establishes a partnership enterprise or joins the partnership enterprise established by the natural person, legal person and other organization from the Chinese mainland, it shall refer to the Provisions.

Article 68 The Provisions shall enter into effect as of March 1, 2010.

Source: www.fdi.gov.cn