Regulations on the Registration and Management of Social Organizations (Draft for Solicitation of Comments)

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Chapter I: General provisions

Article 1: These Regulations are drafted so as to regulate the registration and management of social organizations, to preserve social organizations' lawful rights and interests, and promote the healthy and orderly development of social organizations.

Article 2: Social organizations as used in these Regulations include social groups, foundations, and social service organizations.

Social groups refers to nonprofit legal persons voluntarily comprised of Chinese citizens to bring about the common wishes of the members and carry out activities in accordance with their charter. Organizations other than state organs may join social groups as unit members.

Foundations refers to nonprofit legal persons carrying out activities in accordance with their charter that use assets donated by natural persons, legal persons, or other organizations for charitable goals such as providing poverty aid, poverty alleviation, eldercare, aid for orphans, disability assistance, disaster relief, medical assistance, educational assistance, and special care services; to promote the development of education, science, culture, health, and sports; for prevention of public harms such as pollution and for preservation, improving the ecological environment; or for promoting the construction of social public facilities.

Social service organizations refers to nonprofit legal persons organized by natural persons, legal persons, or other organizations for public interest goals using non-state owned, donated assets.

Article 3: Where laws or administrative regulations have other provisions on the supervision and management of social groups, foundations, and social service organizations follow the relevant laws or administrative regulations for implementation.

Article 4: Social organizations shall follow the constitution, laws, regulations, rules, and national policies to practice the core socialist values and carry forward the traditional virtues of the Chinese people, and must not engage in or fund activities that harm the integrity or security of the nation or ethnic unity, harms to the national interests, societal public interest, and the lawful rights and interests of other organizations and citizens, or in violation of societal mores.

Social organizations must not engage in for-profit business activities.

Article 5: The State protects social organizations lawfully carrying out activities, and these must not be unlawfully interfered with by any organization or individual.

Article 6: The State will establish mechanisms for coordinating work on social organizations, carrying out overall coordination, planning, coordination and guidance work on social organizations.

Article 7: Establish Chinese Communist Party organizations in social organizations and carry out activities on the basis of the Constitution of the Chinese Communist Party and relevant provisions. Social organizations shall provide necessary conditions for Party organizations' activities.

Article 8: The Ministry of Civil Affairs under the State Council and departments of civil affairs for all levels of local people's government at the county level and above are the Registration Management Organs for Social organizations at that level of people's government (Hereinafter registration management organs).

Relevant departments of the State Council and local people's governments at the county level or above, or organizations authorized by the state council or local governments at the county level or above, are the professional supervisory units for social organizations (hereafter, professional supervisory units).

Article 9: The State formulates support and incentive policies, supporting the development of social organisations.

Where social organizations and individuals or organizations donating to social organizations meet the requirements, they are to enjoy tax benefits in accordance with tax law and administrative regulations

Social organizations making outstanding contributions to economic and social development will be given commendations or awards in accordance with relevant national regulations.

Chapter II: Establishment, Modification, and Deregistration

Section 1: Ordinary Provisions

Article 10: Establishment of the following social organizations is to be by direct registration in accordance with the provisions of these Regulations:

(1) Industry associations and chambers of commerce;

(2) Social groups and social service organizations in the science and technology category that engage in academic research and exchange activities in the fields of natural sciences and engineering technology;

(3) Social organizations in the public interest and charity category providing poverty aid, poverty alleviation, eldercare, aid for orphans, disability assistance, disaster relief, educational assistance, medical aid, and educational assistance services;

(4) Social groups and social service organizations in the urban-rural community service category that conduct activities within communities so as to meet the demands of the citizens of urban-rural communities.

The establishment of social organizations not provided for in the preceding paragraph and of industry associations and chambers of commerce that are required to have professional supervisory units according to laws, administrative regulations and other national provisions, shall be upon the review and approval of their professional supervisory units and registered in accordance with the provisions of these Regulations.

Article 11: The set up of social organizations shall possess the following requirements:

(1) Have names, charters, and organizational structures meeting the requirements of regulations;

(2) Have operational staff suited for their operational activities;

(3) Have necessary registered capital;

(4) Have a fixed domicile;

Article 12: Founders are to apply to the registration management organs for registering the establishment of social organizations.

Founders shall be responsible for the legality, truthfulness, validity, and completeness of social organizations' application materials, and for the pre-registration activities of the social organizations. Founders must not carry out unrelated activities in the name of establishing proposed social organizations, and must not release planning and fundraising information to unspecified targets.

The primary founder shall serve as the responsible party for the social organizations' first board of directors.

Article 13: Those in any of the following situations must not serve as the founder or responsible party for social organizations:

(1) where they lack or have limited civil capacity;

(2) They were once or are currently subject to criminal penalties depriving them of political rights;

(3) They have been punished for an intentional crime, and 5 years has not yet elapsed since the conclusion of the criminal sentence;

(4) They held a position of responsibility at an organization whose certificate of registration has been suspended or cancelled, and 5 years have not yet elapsed since the date upon which the organization's certificate of registration was suspended or cancelled;

(5) The have been entered onto a List of the Untrustworthy with Serious Violations

Article 14: The names of social organizations shall comply with the provisions of laws, regulations, and rules, and must not violate social mores.

The names of social organizations shall accurately reflect their character. The names of social groups shall be consistent with their operational scope, member distribution, and activity regions. The names of foundations shall be consistent with the territory of their registration management organs 'jurisdiction. The names of social service organizations shall be consistent with their scope of operations, and the territory of their registration management organs' jurisdiction.

In accordance with relevant national provisions, upon approval social organization names registered by the State Council registration management organs may be titled "China", "National", Chinese [中华] or other such words. Foundations titled with the above words upon approval receive public fundraising credentials from the day of their registration. The names of social organizations registered by the registration management organs of local people's governments at the county level or above must not be titled with the phrases above.

Article 15: The registration of the establishment of social organizations is to be announced by the registration management organs.

Social organizations are to use their certificate of registration as a legal person to have a seal made, open bank accounts, and lawfully complete tax registration. Social organizations shall report and send a copy of their seal and tax registration to the registration management organs for recording.

Section 2: Establishment of social groups

Article 16: The following social groups are not within the scope of registration provided by these Regulations:

(1) People's organizations participating the Chinese People's Political Consultative Conference;

(2) Groups that are authorized by the State Council organizational establishment managing authority and that are exempt from registration as approved by the State Council;

(3) Groups that are established within state organs, groups, enterprises, public institutions, and communities as approved by the respective units or basic level mass autonomous organizations and that conduct activities within the respective units or communities.

Article 17: The State Council's registration management organs are responsible for the registration and management of national social groups; the registration management organs of local people's governments at the county level or above are responsible for the registration and management of local social groups in their area; the registration management organs of the common level above is responsible for registration and management of social groups that cross administrative regions; and the registration management organs of local people's governments and the county level are responsible for registration and management of urban and rural community service social groups.

Establishment of nationwide social groups shall have 10 or more founders, and 100,000 or more RMB in registered capital; establishment of local or cross administrative division social groups shall have 5 or more founders and 30,000 or more RMB registered capital.

The founders of social groups shall possess socially recognized representativeness in the operational scope and activity areas of their proposed social group, and become members of that social group.

Social groups shall have more than 50 personal members or more than 30 unit members; where there is a mix of personal and unit members, the total number of members is not to be fewer than 50. Members of nationwide social groups shall possess broad geographical distribution.

Establishment of of social groups with the same or similar scopes of operations shall meet relevant national provisions.

Article 18: When applying to register social groups, founders shall submit the following documents to registration management organs:

(1) The written application for registration;

(2) The draft charter;

(3) A capital verification certificate;

(4) Proof of domicile;

(5) Membership lists;

(6) Lists, basic situation. and identification documents of founders and of proposed legally-designated representative and responsible parties;

(7) A workplan for the establishment of the Chinese Communist Party organizations.

Draft charters provided for in item 2 of the preceding paragraph, legally-prescribed representatives and responsible parties provided for in item 6, require passage by 2/3 of members or member representatives' votes.

Where social groups must have the review and consent of professional supervisory units before registration, the founder shall also submit the documents of approval from the professional supervisory unit to the registration management organs.

Article 19: Charters of social groups shall comply with laws and regulations and clearly contain the following matters:

(1) name and domicile;

(2) Purpose, operational scope and activity region;

(3) Amount and sources of registered capital;

(4) Qualifications for membership and the rights and obligations thereof;

(5) The organization, duties, creation procedures and rules of debate for the organizational structure;

(6) the duties of legal representatives and responsible parties, the requirements for holding the position, the length of the term, and procedures for their selection and recall;

(7) Principles for asset management and utilization ;

(8) Requirements for CCP Party building;

(9) Procedures for revising the charter;

(10) Procedures for termination of the organization and for asset disposition after termination;

(11) other matters that should be provided for in the Charter.

Article 20: Registration management organs shall issue a decision to approve or decline registration within 60 days of receiving all valid documents set forth in article 18 of these Regulations. Where nationwide social groups have special circumstances requiring an extension of the period for registration, this may be extended as appropriate upon approval by responsible parties for the registration management organ under the State Council, but the extension period must not be longer than 30 days.

Registration management organs reviewing the documents submitted by founders may solicit the opinion of relevant sectors or organize relevant experts to conduct evaluations based on actual circumstances.

Where in establishing nationwide social groups, or those whose activities cross provinces (autonomous regions, directly governed municipalities), registration management organs find that it is necessary to hear evidence, they shall make a public announcement and hold an evidence hearing.

Where social groups that apply for establishment to the State Council registration management organ, that have a scope of operations that is the same or similar to that of another social group already registered with that registration management organs, are not eligible under relevant national provisions, they are not to be registered.

Article 21: Registration management organs will issue "Certificate of Registration as a Social Group Legal Person" to Social Groups whose registrations are approved and will label unified social credit code on registration certificates. Registration matters include:

(1) Name;

(2) Domicile;

(3) Purpose, operational scope and activity region;

(4) Legal representative and responsible parties;

(5) Registered capital.

Where social groups need the review and consent of professional supervisory units before registration, registration matters shall also include the professional supervisory unit.

Article 22: Those social groups that, in accordance with the provisions of law, possess qualifications for legal persons on the day when their establishment is approved, shall submit approval documents to registration management organs and apply for "Certificate of Registration as a Social Group Legal Person" within 60 days of the day when their establishment are approved. Registration management organs are to issue a "Certificate of Registration as a Social Group Legal Person" within 30 days of receiving approval documents.

Section 3: Establishment of foundations

Article 23: The registration management organs of people's governments at the provincial level or above are responsible for the registration and management of foundations.

For the establishment of foundations, the registered capital must not be less than 8,000,000 RMB, and must be available currency.

Foundations registered with the State Council registration management organ shall have funding charitable organizations and other organizations in carrying out public interest charitable organizations as their scope of operations, and the founders should be widely recognized and have a influence in the relevant field at a national level; registered capital must not be less than 60,000,000 RMB.

Article 24: In applications to establish foundations, the founders shall submit the following documents and materials:

(1) The written application for registration;

(2) The draft charter;

(3) A capital verification certificate;

(4) Proof of domicile;

(5) Lists, basic situation. and identification documents of founders, directors, and of proposed legally-designated representative and responsible parties;

(6) A work plan for the establishment of the Chinese Communist Party organizations.

Where foundations must have the review and consent of professional supervisory units before registration, the founder shall also submit the documents of approval from the professional supervisory unit to the registration management organs.

Article 25: A foundation’s charter shall make clear its public interest charity nature and must not have content providing that specific natural persons, legal persons or other organisations are beneficiaries.

The foundation charter shall indicate the following matters:

(1) name and domicile;

(2) Purpose and scope of operations;

(3) Amount of registered capital;

(4) Asset sources and composition;

(5) The organization, duties, creation procedures and rules of debate for the organizational structure;

(6) the duties of legal representatives, responsible parties, directors, and supervisors, and the requirements for holding the position, the length of the term, and procedures for their selection and recall;

(7) Principles for asset management and utilization ;

(8) Systems for program management and systems for information disclosures;

(9) Requirements for CCP Party building;

(10) Procedures for revising the charter;

(11) procedures for termination and disposition of assets after termination;

(12) other matters that should be provided for in the Charter.

Article 26: Registration management organs shall issue a decision to approve or decline registration within 30 days of receiving all valid documents set forth in article 24 of these Regulations. Where there are special circumstances requiring an extension of the period for registration, this may be extended as appropriate upon approval by responsible parties for the registration management organ under the State Council, but the extension period must not be longer than 60 days.

Registration management organs reviewing the documents submitted by founders may solicit the opinion of relevant sectors or organize relevant experts to conduct evaluations based on actual circumstances.

Article 27: Foundations approved for registration are to be given a "Certificate of Registration as a Foundation Legal Person" by registration management organs, and that it is a charitable organization, and its uniform social credit code are to be lawfully indicated in their registration certificate.

Registration matters include:

(1) Name;

(2) Domicile;

(3) Purpose and scope of operations;

(4) Legal representative, responsible parties, and directors;

(5) Registered capital.

Where foundations need the review and consent of professional supervisory units before registration, registration matters shall also include the professional supervisory unit.

Section 4: Establishment of social service organizations

Article 28: Directly registered social service organizations are to have the registration management organs of the local people's governments at the county level or above for their location responsible for their registration and management. Of these, urban and rural community service social service organizations are to have the registration management organs of the local people's governments at the county level for their location responsible for their registration and management.

Social service organizations that must have the review and consent of professional supervisory units before registration are to have the registration management organs at the same level of their professional supervisory unit responsible for their registration and management.

Social service organizations registered with the State Council registration management organ shall have founders who posess broad nationwide recognition and influence within the relevant field, their registered capital must not be less than 10,000,000 RMB, and it must be in available currency. The standards for registered capital of social service organizations registered with the registration management organs of local people's governments at the provincial level and below are to be formulated by the provincial level people's governments' registration management organs in light of actual regional conditions. Where laws and administrative regulations have other provisions on the registration of social service organizations, those provisions control.

Article 29: When applying to register social service organizations, founders shall submit the following documents to registration management organs:

(1) The written application for registration;

(2) The draft charter;

(3) A capital verification certificate;

(4) Proof of domicile;

(5) Lists, basic situation. and identification documents of founders, directors, and of proposed legally-designated representative and responsible parties;

(6) A work plan for the establishment of the Chinese Communist Party organizations.

Where social service organizations must have the review and consent of professional supervisory units before registration, the founder shall also submit the documents of approval from the professional supervisory unit to the registration management organs.

Article 30: Charters of social service organizations shall comply with laws and regulations and clearly contain the following matters:

(1) name and domicile;

(2) Purpose and scope of operations;

(3) Amount and sources of registered capital;

(4) The organization, duties, creation procedures and rules of debate for the organizational structure;

(5) the duties of legal representatives and responsible parties, the requirements for holding the position, the length of the term, and procedures for their selection and recall;

(6) asset management and utilization principles;

(7) Requirements for CCP Party building;

(8) Procedures for revising the charter;

(9) procedures for termination and disposition of assets after termination;

(10) other matters that should be provided for in the Charter.

Article 31: Registration management organs shall issue a decision to approve or decline registration within 60 days of receiving all valid documents set forth in article 29 of these Regulations. Where social service organizations registered by the State Council registration management organ have special circumstances requiring an estension of the period for registration, this may be extended as appropriate upon approval by responsible parties for the registration management organ under the State Council, but the extension period must not be longer than 30 days.

Registration management organs reviewing the documents submitted by founders may solicit the opinion of relevant sectors or organize relevant experts to conduct evaluations based on actual circumstances.

Article 32: Social service organizations approved for registration are to be given a "Certificate of Registration as a Social Service Organization Legal Person" by registration management organs, and its uniform social credit code is to be lawfully indicated in their registration certificate. Registration matters include:

(1) Name;

(2) Domicile;

(3) Purpose and scope of operations;

(4) Legal representative, responsible parties, and directors;

(5) Registered capital.

Where social service organizations need the review and consent of professional supervisory units before registration, registration matters shall also include the professional supervisory unit.

Registration management organs shall simplify registration formalities for social service organizations that have obtained corresponding professional permits, upon review or registration by their professional supervisory unit in accordance with laws and administrative regulations.

Section 5: Modification, and Deregistration

Article 33: Social organizations' modifying matters in their registrations shall apply to modify the registration with the registration management organs within 30 days of making the modification decision.

Where social organizations revise their charters, they shall submit them to the registration management organs for approval within 30 days of making the decision to revise.

Social organizations that needed review and consent of a professional supervisory unit to register their establishment, applying to modify items in their registration or for review and approval of revisions to their charters, shall apply to the registration management organs to make the modifications or for the review and approval within 30 days of the professional supervisory units review and consent.

Article 34: In any of the following circumstances social organizations shall deregister with the registration management organs.

(1) Where conditions for termination provided for in the charter manifest;

(2) Where termination is required due to division or merger;

(3) Where they have been deregistered or their registration as a legal person has been revoked in accordance with law.

(4) Where terminated for other reasons.

Article 35: Before social organizations are terminated, they shall conduct a liquidation.

During the liquidation period social organizations must not carry out activities other than liquidation.

Article 36: Social organizations shall submit registration withdrawal applications, liquidation reports, explanations of the liquidation, and so forth to the registration management organs within 15 days of the completion of liquidation to process registration withdrawal.

Where social organizations must have the review and consent of a professional supervisory unit before registration, they shall also submit the professional supervisory unit's documents of consent to the registration management organs.

Where a registration management organ grants registration withdrawal, it will issue certification of withdrawal document, and retrieve the registration certificate and the seal of this social organization; financial documents are to be handled in accordance with relevant State regulations on the management of accounting records.

Article 37: The modification or cancellation of social organizations' registration is to be announced by the registration management organs.

Article 38: Where registration management organs make lawful decisions on the modification of registrations or deregistration, and social organizations refuse to return or or unable to return their certificates of registration as a legal person and seals, the registration management organs are to announce that their certificates of registration as a legal person and seals are voided.

Article 39: Where Certificates of Registration as a Legal Person are lost or are damaged, social organizations shall declare them void unified information platforms designated by the registration management organs, and apply to the registration management organs for replacements.

Chapter III: Organizational Structure

Article 40: Social groups' organizational structures include general assemblies or representative assemblies and boards of directors, and as necessary, a standing board of directors, supervisors or a board of supervisors may be established.

Article 41: The general assembly or the representative assembly is the organ of power of a Social Group, and exercises the power to formulate and revise charters and membership fee standard, to revise measures of electing responsible parties, directors, and supervisors, to deliberate and approve the work report and financial report of the board of directors, and to decide on matters relating to terminating the social group, and other authorities set forth in the charter.

Article 42: The board of directors is the executive body of the general assembly or the representative assembly, exercises authorities provided by the charter, and is responsible to the general assembly or the representative assembly. The term of office for the directors is to be provided in the charter, but a term must not exceed 5 years.

Article 43: General assemblies or representative assemblies, boards of directors, and the standing committees thereof, shall make meeting records of the decisions made on matters discussed. Social groups shall preserve their meeting records and report to members.

Article 44: The responsible parties as provided by the charter will serve as the legally-designated representative of a Social Group; the legally-designated representative of a Social Group will not serve simultaneously as the legally-designated representative of another Social Group.

Social groups' organizational structures include general assemblies or representative assemblies and boards of directors, and as necessary, a standing board of directors, supervisors or a board of supervisors may be established.

Article 45: For foundations and social service organizations establishing boards of directors, foundations are to have between 5 and 25 directors, and social service organizations are to have between 3 and 25 directors, with the length of their terms being provided for in the charter, but not exceeding 5 years per term. The first directors are to be jointly nominated by the founders and donors, and designated through consultation. At the completion of their term, directors may serve another term if they are selected again.

Where foundations and social service organizations have directors that are close relatives of each other, their number must not exceed 1/3 of the total number of directors.

Directors who receive compensation from a foundation must not exceed one-fifth the number of total directors.

Article 46: The Board of Directors is the foundation or social service organization's decision-making body and lawfully exercises the authority provided for in its charter.

The board of directors for foundations and social service organizations must convene at least two meetings each year. Meetings of the board of directors must have 2/3 of the directors in attendance as quorum; and resolutions must achieve a simple majority of the full board to be effective.

Resolutions on the following important matters for foundations and social service organizations must be passed by a 2/3 majority of the full board to be effective:

(1) Revisions of the charter;

(2) Selection or recall of responsible parties or directors;

(3) Activities changing or investing major assets provided for in the charter, major transactions and capital flow, related party transactions;

(4) Annual work plans, annual work reports, budgets and accounting;

(5) Divisions, mergers, or terminations.

Meetings of the board of directors for foundations and social service organizations shall draft meeting minutes, to be reviewed and signed by the directors in attendance.

Foundations and social service organizations may establish implementation bodies. Implementation bodies implement the decisions of the board of directors, and exercise authority provided for in the charter.

Article 47: Foundations and social service organizations may establish supervisors. Where there are 3 or more supervisors, a board of supervisors shall be established. The term of office for supervisors is to be the same as that of directors. Directors, their close relatives, and the financial and accounting personnel of foundations and social service organizations must not concurrently serve as supervisors.

Supervisors or the board of supervisors are to review the foundations or social service organizations' financial and accounting materials in accordance with the charter, and oversee the directors compliance with laws, regulations, rules, and the charter.

Supervisors attending meetings of the board of directors have authority to make inquiries and recommendations, and shall give feedback to the registration management organs, professional supervisory unit, and taxation and accountancy authorities;

Supervisors and directors of foundations or social service organizations that are not full time employees, must not receive compensation from foundations or social service organizations.

Article 48: The responsible party of a foundation or social service organization provided for in its charter serves as its legally-designated representative and should be a mainland resident.

The legally-designated representative of a foundation must not concurrently be the legally-designated representative of another social organization.

Article 49: The responsible parties for foundations and social service organizations are to be selected from their directors. The responsible parties for social service organizations' implementing bodies may be selected through recruitment.

The responsible parties for foundations and social service organizations must not be concurrently serving as public servants.

Residents of Hong Kong, Macao, Taiwan, or foreigners serving as the responsible parties of foundations must reside in mainland China for at least 3 months each year.

Article 50: Social groups may establish branch organizations based on the characteristics of their constituent membership, divisions in their scope of operations, or divisions of assets. Foundations may establish branch organizations based on divisions in their scope of operations or divisions of assets. Social service organizations may establish branch organizations based on divisions in their scope of operations or divisions of assets, and as needed for their services, social service organizations relying on venues to provide services may also establish branch organizations based on the distribution of venues within the scope of their registration management organs' jurisdiction.

Social organizations may establish representative offices for contact, exchange, and research, within the jurisdictional region of their registration management organs.

Branch organizations or representative offices established by social organizations should correspond with their management and service capacity.

Branch organizations and representative offices are a component of social organizations and do not possess standing as a legal person, they shall follow the purpose and scope of operations provided for in the charter of the social organizations to which they belong and carry out activities within the scope of authorization by the social organizations and using their standard full name. All revenues and expenditures of branch organizations and representative offices shall be entered into the social organizations' uniform financial accounting.

Chapter IV: Activity Guidelines

Article 51: The sources of social organizations' assets shall be legal. Social organizations' assets must not be appropriated, secretly divided or embezzled by any units or individuals.

Social organizations' assets shall be used for the operational activites provided for in the charter and must not be divided between founders, donors, members, or directors.

Expenditures on the salary and benefits social organizations full time staff shall be controlled within the ratios provided and must not be a disguised distribution of organization assets.

Article 52: Dues collected by social groups shall primarily be used for expenses such as providing services to members and carrying out operational activities. Standards for the amount of dues shall be clear and must not be floating. Branch organizations and representative offices of social groups must not draft dues standards on their own and must not collect duplicative dues.

Article 53: Social organizations shall accept the taxation, accounting, and auditing oversight of the competent departments for taxation and accounting and of auditing organs.

Social organizations shall conduct a financial audit before the end of the term for or a change in legal representatives.

Social organizations shall include all financial revenues and expenditures in their bank accounts, and must not use the bank accounts of other organizations or individuals.

Article 54: Social organizations accepting donations or funding shall comply with the provisions of the purpose and scope of operations provided for in their charter, and must not violate laws, regulations, or social mores. Social organizations shall utilize donations and funds in the time, method, and legal purpose agreed upon with the donor.

Social organizations carrying out activities such as foreign cooperative projects, shall comply with relevant national provisions.

Article 55:Social organizations must not establish regional branch organizations.

Branch organizations or representative offices of social organizations must not again establish branch organizations or representative offices.

Vertical leadership relationships must not be established or covertly established between social organizations.

Article 56: When the directors or responsible parties of foundations or social service organizations encounter a connection between their individual interests and those of the foundation or social service organization, they must not participate in decision-making on the relevant matter.

Supervisors and their close relatives must not have any transactional conduct with the social organizations they are in.

Article 57: Social organizations carrying out activities that require obtaining business permits shall apply to the relevant regulatory departments for a permit or approval documents in accordance with laws and administrative regulations.

Article 58: Social organizations carrying out services, shall implement standards and rules formulated by the State or industry organizations, to ensure the quality of the services.

Article 59: Projects and standards for social organizations collection of fees are to be determined on the basis of factors such as service costs and market demand, and are to accept supervision by the relevant regulatory departments.

Chapter V: Information Disclosure

Article 60: The registration management organs shall disclose the following information to the public:

(1) The registration matters and charter of the social organizations;

(2) Outcomes of investigations and assessments of social organizations;

(3) The outcomes of commendation and punishment decisions on social organizations;

(4) Other information that laws and regulations provide shall be disclosed.

Article 61: Social organizations shall sent the previous years annual work report to the registration management organs before May 31 of each year, and publicly disclose it. The content of annual work reports is to include: The situations of following laws, regulations, and rules; situations of following registration procedures in accordance with these Regulations; situations of conducting activities in accordance with the charters, situations organizational changes such as to personnel, branch organizations, or representative offices;financial management situations; as well as situations on the acceptance and use of donations and funding.

When submitting their annual work reports, social organizations that must be established by review and consent of professional supervisory units shall concurrently submit the annual work report to the professional supervisory unit.

Article 62: Social organizations shall go through the registration management organs' unified information platform to publicly disclose organizational structural information such as on branch organizations and representative offices, annual work reports, circumstances of accepting donations and funding, and other information that the State Council registration management organ requests be disclosed, and accept news media and public oversight.

Social organizations shall be responsible for the veracity, accuracy, completeness, and timeliness of information disclosures, and must not have any misrepresentations, misleading statements or major omissions.

Article 63: Where social organizations have not followed the provisions of this Regulation to perform information disclosure obligations, the registration management organs may make a public announcement through the uniform information platform, spurring their performance of the information disclosure obligations, and relevant departments are to follow laws, administrative regulations, relevant national provisions to revoke their credentials for taking on transferred government functions and government procurement of services.

Article 64: Information related to state secrets, commercial secrets, or personal privacy, as well as information such as the names, titles, address, and contact method of donors who do not consent to it being disclosed, must not be made public.

Chapter VI: Supervision and Management

Article 65: Registration management organs lawfully perform the following duties:

(1) Responsible for the establishment, modification, and deregistration of social organizations, and the examination and approval of their charters;

(2) Conducting oversight and inspections of social organizations' implementation of this Regulation;

(3) Carrying out investigations and handling of suspected violations of this Regulation.

Article 66: The registration management organs carrying out investigations of suspected violations of these Regulations may employ the following measures:

(1) Give the social organizations' responsible parties a talking to;

(2) enter the social organizations' domicile and activity locations to conduct on-site inspections;

(3) Question units and individuals related to the matters being investigated, and request they explain these matters;

(4) Access and reproduce documents and materials related the matter being investigated;

(5) Make inquiries into the bank accounts of social groups or social service organizations being investigated, or financial accounts of foundations being investigated.

Where methods set forth in item 5 of the preceding paragraph are set to be taken, they must be approved by the responsible parties of the registration management organs. Of these, inquiries into foundations' financial accounts, requires the approval of the people's governments at the same level;

In conducting on-site inspections, there must be not less than two investigating personnel, and they shall present lawful identification.

Units and individuals who are being inspected or investigated shall cooperate and shall factually provide relevant documents and materials and must not conceal, refuse or obstruct.

Article 67: The professional supervisory units perform the following duties:

(1) Responsible for the establishment, amendment, or withdrawal of social organizations' registration and the pre-approval review of their charters;

(2) Supervise and guide social organizations' compliance with the Constitution, laws, regulations, and rules, and to their charters, in carrying out activities;

(3) Responsible for the review of social organizations' annual work reports;

(4) Assisting the registration management organs and other relevant departments in their investigation of social organizations' violations;

(5) Guide social organizations' liquidation matters together with relevant departments;

(6) Lead and manage social organizations' Party establishment work;

(7) other matters that professional supervisory units are responsible for.

Article 68: Party construction bodies are to unify leadership and management of social organizations party construction work, guiding and urging social organizations to carry out party construction work, and conducting reviews of social organizations' responsible parties' credentials.

The management departments for relevant industries of the State Council and of local people's governments at the county level or above are to include social organizations in industry management, conduct policy and operational guidance of social organizations in the corresponding industries, and perform oversight duties.

Departments of foreign affairs, public security, pricing, treasury, human resources and social security, taxation, auditing, finance, and so forth are to perform duties of overseeing social organizations in accordance with their functions.

Article 69: Registration management organs shall establish systems for the assessment of social organizations and credit information management systems for social organizations and their responsible parties, promptly notifying the industry management departments of the same level about directly registered social organizations' registration information, and sharing social organizations' registration and management information with professional supervisory units and other relevant departments.

Article 70: When performing duties provided for by these Regulations, registration management organs, professional supervisory units, and other relevant departments must not collect fees from social organizations.

Article 71: Where registration management organs or professional supervisory units and the domiciles of social organizations under their jurisdiction are at different locations, the registration management organs or professional supervisory units for the domiciles of the social organizations can be entrusted with the supervision and management work within the scope of entrustment.

Article 72: Any unit or individual discovering that a social organization has conduct violating laws or regulations may make a complaint or report it to the registration management organ or other relevant departments.

The state encourages the public and media to oversee social organizations and expose illegal behavior; giving play to the roles of directing public opinion and social supervision.

Chapter VII: Legal Responsibility

Article 73: Where activities are carried out in the name of a social group, foundation, or social service organizations of one's accord and without registering; where founders carry out activities unrelated to the initiation in the name of a proposed social group, foundation, or social service organizations; or where after having registration revoked or having a certificate of registration as a legal person cancelled, they continue to carry out activities in the name of a social group, foundation, or social service organizations; the registration management organs are to shut it down, confiscate illegal property and unlawful gains, and may give a fine of between 20,000 and 2000,000 RMB to the directly responsible personnel.

Article 74: Where social organizations make false or misleading statements in applying for registration, or obtain registration through fraud, the registration management organs are to revoke the registration.

Article 75: Where social organizations engage in or fund activities that harm the nation's integrity, security, or ethnic unity, or illegally engange in or illegally fund religious activities, the registration management organs are to cancer their certificates of registration as a legal person, and enter that social organizations onto the List of the Untrustworthy with Serious Violations.

Article 76: Where social organizations have any of the following circumstances, the registration management organs are to order corrections, and may give warnings or suspend activities for a set period, and may order the dismissal of persons who are directly in charge; and where the circumstances are serious, cancel their certificate of registration as a legal person:

(1) not carrying out charitable activities in accordance with the charter's purpose and scope of operations;

(2) engaging in for-profit business activities;

(3) Violating the provisions of article 13 of this Regulation on requirements for responsible parties;

(4) Forging, modifying, renting, or lending legal person registration certificates or seals;

(5) Not following provisions or providing false materials in handling approval procedures for modifying or withdrawing registration, or revising the charter;

(6) foundation's year-end net assets being less than the amount of registered capital provided for in article 23 of this Regulation;

(7) Not using standardized names to carry out activities;

(8) Directors or supervisors receiving compensation in violation of this Regulation;

(9) Violating provisions to establish branch organizations or representative offices, or being lax in their management, causing serious consequences;

(10) Encroaching upon, secretly dividing, or misappropriating social organizations' assets;

(11) Violating relevant national regulations by accepting fees, raising capital, or accepting and using donations or funding;

(12) Violating paragraph 3 of Article 53 of these Regulations;

(13) Violating Article 55 of these Regulations;

(14) Violating Article 56 of these Regulations;

(15) Refusing or failing to allow supervision and inspections in accordance with regulations.

Where conduct provided for in the preceding paragraph has unlawful income or unlawful gains, they are to be confiscated and a concurrent fine may be given. of between 1 and 3 times the value unlawful income, or between 3 and 5 times the value of unlawful gains; and persons who are directly in charge may be given a fine of between 20,000 and 200,000 RMB.

Article 77:Where social organizations do not perform their annual reporting obligations provided for in this Regulation for 2 consecutive years, or three times in a 5 year period, the registration management organs are to cancel their certificate of registration as a legal person.

Where social organizations do not carry out activities for 12 consecutive months after obtaining certificates of registration as a legal person, the registration management organs are to cancel their registration certificates.

Where social organizations do not conduct liquidations in accordance with law, or carry out activities unrelated to the liquidation during the liquidation period, the registration management organs may give fines of between 20,000 and 200,000 RMB to the legally-prescribed representative and directly responsible personnel.

Article 78: Where social organizations are ordered to stop activities for a period of time, the registration management organs are to seal their Certificate of Registration as a Legal Person, seals, and financial documents.

Article 79: Where personnel of registration management organs, professional supervisory units or other relevant departments abuse their office, use their influence for personnel gain, or neglect their duties they are to be given sanctions in accordance with law.

Article 80: Where violations of provisions of these Regulations constitute a violation of public security administration, they are to be given public security administrative sanctions in accordance with law; where a crime is constituted, criminal responsibility is pursued in accordance with law.

Chapter VIII: Supplementary Provisions

Article 81: "Responsible Parties" of social organizations as used in these Regulations includes social groups' Boards of Directors Chairpersons or their Presidents, Vice Chairpersons of their Boards of Directors or their Vice Presidents, or their Secretaries General; and social service organizations' board of directors' chairperson, vice chair, or the responsible party of the implementation body.

Article 82: The State Council Ministry of Civil Affairs is to draft model charters fo social groups, foundations, and social service organizations; and template "Certificates of Registration as a Social Group Legal Person, Certificate of Registration as a Foundation Legal Person and Certificate of Registration as a Social Service Organization Legal Person".

Article 83: These regulations take effect on ______. The "Regulations on the registration and Management of Social Groups" issued by the State Council on October 25, 1998, and revised on February 5, 2016; the "Provisional Regulations on the Registration and Management of Private Non-enterprise Units" issued by the State Council on October 25, 1998; and the "Foundation Management Regulations" issued by the State Council on March 8, 2004, are simultaneously abolished.

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6 Comments

  1. Not sure why Social Group is often capitalized, when social service organization and foundation are not.

    Article 2 Can I suggest “Social groups refers to nonprofit legal persons voluntarily formed by Chinese citizens”?

    Article 11 (2) Have practitioners suitable for their operational activities. I think staff or employees is a better translation than practitioners.

    Article 12: Initiators are to apply to the registration management organs for registering the establishment of social organizations. “Initiators” is used through the translation but it sounds strange. Can I suggest “founders” or “sponsors”?

    Section 4: Social service organizations may establish implementation bodies. Should be “Establishment of social service organizations”

    Article 45: Boards of directors or foundation directors of foundations, social service organizations are to have between 5 and 25 people, social service organizations are to have between 3 and 25 directors…. This needs to be cleaned up. Something like “Foundations and social service organizations shall set up a board of directors. Foundations should have between 5-25 board directors…

    • Thanks, these are very helpful! Capitalization should be fixed, and I have shifted the awkward ‘initiators’ to ‘founders’; and the section 4 title typo Copypasta issue is fixed!
      Article 45 is cleaned up as well–tell me what you think. I think it’s much improved.

      For article 2 I’m more torn. ‘formed by’ doesn’t capture the meaning- it sounds more like they put it together, where here, the citizens are required to be the group, not just the founders of a legal structure. My feeling is tat foreigners cannot be a member of a social group.

      Similarly for practitioners, I think there is intentional language choice here in 从业人员. It’s an odd choice- not just 人员 or 员工 or 专业人员. … need to brain storm.

  2. Article 4: core socialist values not core social values

    Article 5: “these must not” too narrow: refers explicitly to “activities” (or “social organisations”). The Ch. could mean “in the protection by the State” I’d suggest “no organisation or individual may unlawfully interfere”

    Article 8: “or their authorised units” too broad: Eng. subject is “Relevant departments” making this mean “or units authorised by the departments of the State Council or people’s governments….” this is far too broad. Only the State Council and the people’s governments at the county level or above have the power to authorise professional supervisory organs.

    Article 9: i) “the state formulates support and incentive policies, supporting the development of social organisations”
    ii) 进行捐赠的 should be “who make donations to” not “funding”

    Article 10: consistency with Article 2 on foundations 扶贫、济困、扶老 etc. would help understanding

    Article 12: this is not specific enough making it too broad:(missing 拟 and 与发起无关) I’d suggest: “A founder must not, in the name of planning to found a social organisation, carry out activities unrelated to that founding”

    • Thanks, great help and mostly incorporated- for typo errors (social-socialist), or missing pieces, feel free to directly correct them through the site. We use comments mainly to argue about terminology or meaning— and to create a record that is useful to others!

      On article 5, can you rephrase? How do you read the prohibition on interference? I read it as only referring to the lawful conduct of activities, but can see the English is ambiguous.

  3. I understand what you’re saying regarding Article 2, and I think our different translations reflect a difference in how we see the formation of social groups. I see the Chinese saying here that social groups are “formed by” Chinese citizens. Here formed does not only mean “founding” but also the process of joining a group. Social groups are membership associations which means their “formation” requires not just the founders registering the group, but also people joining as members since one of the prerequisites a social group needs to register is members. Also, to say “voluntarily made up of” doesn’t sound right in English. The word “voluntarily” suggests agency, yet “made up of” is passive. One is not “made up of” voluntarily. Thus to me it makes more sense to say “voluntarily formed by” because it suggests that the citizens are forming the organization (e.g. joining as members and registering) of their own free will.

    • You are saying that you think 组成 doesn’t just mean ‘comprise’, but also means ‘establish legally?’ I haven’t ever seen that but could be convinced with examples, generally I see 建立, 成立, of 设立, depending on the direct object.

      I think your comment then is one that would make an appropriate submission on the draft as you are suggesting that there is an implicit verb 成立 or 建立 in addition to 组成。

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