Handbook for Foreign Non-governmental Organizations' Registration of Representative Offices and Filing of Temporary Activities

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来源:http://www.mps.gov.cn/n2254314/n2254409/n4904353/c5556625/content.html

Based on the relevant provisions of the Law on the Management of the Activities of Foreign Non-governmental Organizations within the Mainland Territory of the People’s Republic of China, this Handbook is formulated to provide convenient services to foreign non-governmental organizations (hereafter referred to as FNGOs) registering representative offices or filing to carry out temporary activities within the mainland territory of China.

 

 

I. Registration of FNGO Representative Offices

(1) Establishment and Registration

1. Establishment requirements

"Foreign NGOs" refers to not-for-profit, non-governmental social organizations such as foundations, social groups, and think tanks establishments, lawfully formed outside mainland China. Foreign NGOs may lawfully conduct activities beneficial to the development of the social welfare in fields such as economics, education, science culture, health, sports, environmental protection and for poverty relief and disaster relief. FNGOs must meet the following requirements to register and establish a representative office within the territory of China:

(i) was legally established outside of mainland China;

(ii) is able to independently bear civil liability.

(iii) the objectives and operational scope provided for in its charter are beneficial to the development of the social welfare;

(iv) has existed continuously outside of mainland China for two or more years and actually carried out activities;

(v) Other matters provided for by laws and administrative regulations.

2. Application Procedures

(i) In accordance with the published "Catalog of Areas and Projects, and directory of Professional Supervisory Units for Foreign NGOs Carrying out Activities within Mainland China (2017)", and based on the organizations' operational scope, the field of activities, and the needs of carrying out activities; FNGOs are to submit applications to corresponding departments to have them serve as the professional supervisory unit for the representative offices established by that organization.

(ii) Upon the approval of the professional supervisory unit, submit documents for registration and establishment of representative offices to the Office for Administration of FNGOs Affairs of the public security organs (the registration management organs) of the provincial people's governments for the region where the representative office is intended to be established.

(iii) Registration management organs reviewing the applications of foreign NGOs to set up representative offices may organize experts to conduct assessments as needed.

(iv) Where the registration management organs have reviewed and approved registration of a FNGO representative office, a registration certificate is issued and it is publicly announced. Registration matters include: Name, Domicile, scope of operations, area for activities, Chief Representative, professional supervisory unit.

(v) FNGO representative offices use their registration certificate to handle tax registration in accordance with law, have an official seal made, and establish an account at a bank within mainland China; and give copies of the tax registration certificate, form of their seal and bank account number to the registration management organs for recording.

3. Materials that must be submitted:

(1) Application for Establishment of Foreign NGO Representative Offices (Form 1);

(2) Registration Form for Foreign NGO Representative Offices (Form 2);

(3) Registration of Chief Representatives for FNGO Representative Offices (Form 3);

(iv) Written Authorization for registration of the establishment of FNGO representative office;

(v) Documents and Materials showing the foreign NGOs' legal establishment;

(vi) The FNGO's Charter;

(vii) Proofs of the foreign NGO's continued existence outside of mainland China for two or more years, and that is has actually carried out activities.

(viii) Proof of identity and resume of the representative offices' proposed Chief Representatives;

(ix) Proof or declaration that the Chief Representative has no criminal record (Form 4);

(x) Proof of domicile for the proposed representative offices.

(xi) Proofs of sources of capital;

(xii) Documents of consent from the professional supervisory unit;

4. Documents for foreign NGOs establishment of representative offices that must be notorized and authenticated, and procedures for their handling.

The following procedures are used to verify documents submitted by the FNGO including proofs, and charters, as well as the identity proofs of the foreigners or residents of Hong Kong, Macao or Taiwan who are to serve as the Chief Representative of the FNGO representative office:

(i) Proofs of identification for foreigners, documents and materials proving the FNGO's lawful establishment outside of mainland China, the charter, and the proofs of the FNGO's continued existence outside of mainland China for two or more years and has actually carried out activities; shall be notarized by the notary public or departments of that country (unless the law of that country has special provisions saying otherwise), and authenticated by authorities concerned, before authenticated by the Chinese embassy (consulate) in that country.

(ii) Proofs of identity for Hong Kong residents, proofs of legal registration of the FNGO in Hong Kong, the charter, and the proofs of the FNGO's continued existence in Hong Kong for two or more years and that it has actually carried out activities; shall be notarized by a notary public recognized in mainland China.

(iii) Proofs of identity for Macao residents, proofs of legal registration of the FNGO in Macao, the charter, and the proofs of the FNGO's continued existence in Hong Kong for two or more years and that it has actually carried out activities; shall be notarized by the notary public recognized by the Notary Department of the Government for the Macao Special Administrative Region , or a notary recognized in mainland China.

(iv) Taiwan residents shall submit "The Mainland Travel Permit for Taiwan Residents" as proof of identity, proofs of of the FNGO's lawful establishment in Taiwan and its charter, proofs of the FNGO's continued existence in Taiwan for two or more years and that it has actually carried out activities; shall be notarized by a local notary.

5. Determination of the name of FNGO representative offices

The names of a FNGO representative office shall consist of the following parts in the given order: “name of FNGO”, “place of office”, “Representative Office (Branch Office, Liaison Office, etc.)”.

The “place of office” refers to the name of the administrative region at the county level or above where the FNGO representative office is located.

Where the FNGO's name does not clearly indicate the original site (country or region) of registration, the name of the original site (country or region) of registration should be indicated. ie: “the name of the FNGO”, “the original site of registration in brackets”, “the office site” and “the representative office (or general office, liaison office, etc.)”.

6. Determination of activity regions for FNGO representative offices

The establishment and registration of FNGO representative offices shall designate activity regions within mainland China; the activity regions may be chosen within that province's administrative regions, or may also be chosen above provincial administrative regions, but the chosen activity region must correspond to the representative offices' scope of operations and the actual circumstances of their implementation of activities. Where a FNGO has established two or more representative offices, their must be no overlap or crossover between the activity regions of different representative offices.

(2) Modifications of Registrations

1Conditions and Procedures

Where foreign NGOs' representative offices need to modify items such as their name, Chief representative, domicile, scope of operations, activity regions, or professional supervisory unit; they shall apply to modify the registration with the registration management organs within 30 days of getting the consent of the professional supervisory unit, and the registration management organs are to promptly bestow the modification where the conditions are met.

2. Materials that must be submitted:

(i) Change of name

Where FNGO's names are changed, the name of their representative offices within mainland China should be changed accordingly.

① Documents of consent from the professional supervisory unit;

② a copy of the FNGO representative office's registration certificate;

③ "Application Form for Modification of Foreign NGO Representative Offices' Registration" (Form 6);

④ Documents provingtthe FNGO's name change (must be notarized and authenticated).

After the modification of the registered name is completed, the registration certificate, model seal, bank accounts, and so forth must all be newly filed for the record.

(ii) Change of Chief Representative

① Documents of consent from the professional supervisory unit;

② a copy of the FNGO representative office's registration certificate;

③ "Application Form for Modification of Foreign NGO Representative Offices' Registration" (Form 6);

④ The FNGO's written appointment of the proposed Chief Representative (must be notarized and authenticated);

⑤ "Registration of Chief Representive for FNGO Representative Offices" (Form 3);

⑥ Where the appointed Chief Representative is a foreigner or resident of Hong Kong, Macao, or Taiwan, they shall submit notarized and authenticated proofs of identity;

⑦ "Proof or declaration that the proposed Chief Representative has no criminal record" (Form 4).

(iii) Change of Domicile

① Documents of consent from the professional supervisory unit;

② a copy of the FNGO representative office's registration certificate;

③ "Application Form for Modification of Foreign NGO Representative Offices' Registration" (Form 6);

④ Materials proving the new domicile.

(iv) Change of operational scope or activity region;

① Documents of consent from the professional supervisory unit;

② a copy of the FNGO representative office's registration certificate;

③ "Application Form for Modification of Foreign NGO Representative Offices' Registration" (Form 6).

Where the professional supervisory unit must be changed due to a change in the scope of operations, the formalities for the change of the scope of operations should be completed at the same time as for the change of professional supervisory unit.

(v) Change of professional supervisory unit

① a copy of the FNGO representative office's registration certificate;

② "Application Form for Modification of Foreign NGO Representative Offices' Registration" (Form 6);

③ Documents of consent from the original professional supervisory unit;

④ Documents of consent from the proposed professional supervisory unit.

Where two or more items are being changed, multiple copies of materials that are the same for both do not need to be provided.

(3) Filing of annual activity plans and annual reviews

1. Filing of annual activity plans

(1) Representative offices of foreign NGOs shall send an activity plan for the following year, including project implementation, use of funds and other such content to the professional supervisory unit before December 31 of each year; complete the "FNGO Representative Offices Annual Activity Plan Filing Form" (form 7), attach the following year's annual activit plan, and report it to the registration management organs for filing within 10 days of the professional supervisory unit having consented.

(2) Where special circumstances require an adjustment of the annual activity plan, complete the "Form for Filing Changes to FNGO representative offices' Activity Plans" (Form 6), and promptly file it with the registration management organs.

2. Annual Inspections

FNGO representative offices shall file annual work reports to professional supervisory units before January 31 each year, and after the professional supervisory units issue comments, complete a "20** Annual Work Report" (Form 9) and send it to the registration management organs before March 31 to receive annual inspections.

Annual reports shall include a financial accounting report that has been audited by a mainland accounting firms accountant in accordance with the national unified accounting system, and the situations of activities carried out as well as changes in personnel and organizational changes, and other such information; and the annual work report shall be made public on the registration management organs' unified web site.

(4) Deregistration

1. Deregistration requirements

In any of the following circumstances, FNGO representative offices are deregistered by the registration management organs, and a public announcement is made.

(i) Where the foreign NGO withdraws the representative office;

(ii) Where the foreign NGO is terminated;

(iii) Where the FNGO representative office have been deregistered, or their certificates revoked, in accordance with law;

(iv) Where it is terminated for other reasons.

2. Materials that must be submitted:

(i) "Application Form for Deregistration of Foreign NGO Representative Offices" (Form 10);

(ii) Liquidation Report (including liquidation for social security fees);

(iii) Proof of tax deregistration issued by the tax organs or proof that there was no tax registration;

(iv) Proofs issued by the Foreign Exchange Department that relevant matters have been cleared or that registration formalities were never completed;

(v) Proof of cancellation of bank accounts;

(vi) Collection of seals and relevant materials;

(vii) The original registration certificate and a copy;

(viii) Any other documents that the registration management organs request be submitted.

After FNGO representative offices are deregistered, where there are outstanding issues and related legal liability, the foreign NGO that established the representative office bears responsibility.

II. Filing of temporary activities by foreign NGOs

(1) Filing requirements and procedures

1. Where Foreign NGOs that have not established a representative offices in mainland China carry out temporary activities within mainland China, they shall cooperate to do so with state organs, mass organizations, public institutions, or social organizations (hereinafter "Chinese Partner Units").

2. Where foreign NGOs carry out temporary activities, the Chinese partner unit shall follow national provisions to handle approval procedures, and file for the record with the foreign NGO management office of the public security organ for the provincial-level people's government for their location (registration management organs) within 15 days before the activities are carried out. Where it is necessary to carry out temporary activities in disaster relief, rescue, or other emergency situations, the time for filing is not subject to the restrictions described above.

3. Where the registration management organs find that filed temporary activities do not meet the requirements of article 5 of the "Law on the Management of Foreign Non-Governmental Organizations' Activities Within Mainland China", they are to promptly notify the Chinese partner unit to stop the temporary activities.

4. Chinese partner units shall send written reports to the registration management organs, on areas such as activity conditions and the use of funds, within 30 days of concluding temporary activities.

5. The period for temporary activities must not exceed 1 year, and where there is truly a need to extend the period, a new filing shall be made.

(2) Materials that must be submitted for the filing of temporary activities.

1. "Foreign NGO Temporary Activities Filing Form" (form 11);

2. Documents and Materials showing the foreign NGOs' legal establishment;

3. The written agreement between the foreign NGO and Chinese partner unit;

4. Materials showing the temporary activities project expenses, funding sources and the bank account of the Chinese partner unit;

5. Approval documents obtained by the Chinese partner unit.

The documents and materials relating to foreign NGOs described above must be notarized and authenticated.

III. Related matters

(1) The professional supervisory unit for a FNGO representative office is determined on the basis of the "Catalog of Areas and Projects, and Directory of Professional Supervisory Units for Foreign NGOs Carrying out Activities within Mainland China (2017)"; where FNGO representative offices activities involve multiple fields, the professional supervisory unit shall be determined on the basis of the principle field of activities.

(2) The forms referred to in this Handbook can all be completed, downloaded, and printed on the registration management organs' Online Service Platform for foreign NGOs, at: www.mps.gov.cn.

(3) All materials that are required to be provided should be on A4 paper, and foreign language materials must provide an authenticated Chinese translation.

(4) Where foreign schools, hospitals natural science and engineering technology research institutions or academic organizations carry out exchanges or cooperation with mainland Chinese schools, hospitals natural science and engineering technology research institutions or academic organizations, it is handled according to the relevant provisions National provisions.

(5) The phone numbers for the Foreign NGO Management Office of the Ministry of Public Security are: 010-58186465, and 58186464。

(6) On the basis of this Handbook, together with actual local conditions, the foreign NGO management offices of all provincial-level people's governments' public security organs, are to draft appropriate handbooks to provide foreign NGOs with guidance and convenient services in registration and filing.

IV. Appendix (Relevant Registration and Filing Forms, and Processing Flowchart)

(1) Registration and Filing Forms

Form 1:Application Form for the Establishment of Foreign NGO Representative Offices;

Form 2:Registration Form for Foreign NGO Representative Offices;

Form 3:Registration Form for Chief Representative for FNGO Representative Offices;

Form 4:Declaration that Chief Representative for FNGO Representative Offices has no Criminal Record;

Form 5:Form for Filing Matters Related to FNGO representative offices;

Form 6:Application Form for Modification of Foreign NGO Representative Offices' Registration;

Form 7:Form for Filing Foreign NGOs representative offices' Annual Activity Plans

Form 8:Form for Filing Modifications of Foreign NGOs Representative Offices' Annual Activity Plans

Form 9:Form for Filing Foreign NGOs representative offices' Annual Work Reports;

Form 10:Application Form for Deregistration of Foreign NGO Representative Offices

Form 11:Form for Filing of Temporary Activities by Foreign NGOs;

Form 12:Form for Filing Reports on Foreign NGO Temporary Activities;

Form 13:Registration Form for Representatives of FNGO Representative Offices.

(2)Flow Chart for Registration and Filing

 

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4 Comments

  1. Do you have the application form translated for the change of a legal representative of a foreign owned china entity ? I have the Chinese version but the new legal representative is a foreigner and would like to know the contents of the form before they sign it ?

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