introductory Unit 2

Formation File Review

Formation, Registration, and Articles

Facts

A proposed company has draft articles, a lease signed by a promoter, a foreign investor with 30 percent of the equity, and a business scope that includes online education and consulting.

Questions

  1. Which documents are corporate formation documents?
  2. Which issues require public registration?
  3. Which issues may require separate foreign-investment or sectoral analysis?

Hints

Do not merge registration, investment access, and private contract questions. Put each issue in its own column.

Discussion Guide

Students should identify articles, registered capital, legal representative, business scope, and investor information as distinct issues. The exercise should leave room for students to flag missing facts rather than invent approvals.

Exercise sources

Linked resources

law Mainland China English version

Company Law of the People's Republic of China (2023 Revision)

中华人民共和国公司法

The core statute for Chinese companies, covering legal personality, registration, capital, corporate organs, directors' duties, state-invested companies, bonds, accounting, restructuring, dissolution, liquidation, and liability.

Authority
National People's Congress
Citation
Revised 29 December 2023; effective 1 July 2024
Date
2024-07-01
regulation Mainland China English summary

Administrative Regulation on the Registration of Market Entities

中华人民共和国市场主体登记管理条例

A unified registration framework for companies and other market entities, covering registered items, procedures, deregistration, and market-exit administration.

Authority
State Council
Citation
State Council Decree; effective 1 March 2022
Date
2022-03-01
law Mainland China Official translation

Foreign Investment Law of the People's Republic of China

中华人民共和国外商投资法

The framework statute for foreign investment access, promotion, protection, information reporting, national treatment, negative lists, and foreign-invested enterprise governance.

Authority
National People's Congress
Citation
Adopted 15 March 2019; effective 1 January 2020
Date
2020-01-01
case Mainland China Translation unavailable

Guiding Case No. 96: Song Wenjun v. Xi'an Dahua Catering Co.

指导案例96号:宋文军诉西安市大华餐饮有限公司股东资格确认纠纷案

A shareholder-status case on charter-based transfer restrictions and agreed repurchase arrangements in a restructured state-owned enterprise.

Authority
Supreme People's Court
Citation
Supreme People's Court Guiding Case No. 96
Date
2018-06-20