Article 32
The cooperative venture company shall pay taxes in accordance with the
provisions of Chinese laws and other relative regulations.
Article 33
Staff members and workers of the cooperative venture company shall pay
individual income tax according to the Individual Income Tax Law of the
People's Republic of China.
Article 34
The fiscal year of the joint venture company shall be from January 1
to December 31. All vouchers, receipts, statistic statements and reports
shall be written in Chinese.
(Note: A foreign language can be used concurrently with mutual
consent).
Article 35
Financial checking and examination of the cooperative venture company
shall be conducted by an auditor registered in China and reports shall be
submitted to the board of d
In case Party B considers it necessary to employ a foreign auditor
registered in another country to undertake annual financial checking and
examination, Party A shall give its consent. All the expenses thereof
shall be borne by Party B.
Article 36
In the first three months of each fiscal year, the manager shall
prepare the previous year's balance sheet, profit and loss statement and
proposal regarding the disposal of profits, and submit them to the board
of directors for examination and approval.
【章名】 Chapter 13 Duration of the Cooperative Venture
Article 37
The duration of the cooperative venture company is______ years. The
establishment date of the joint venture company shall be the date on which
the business license of the cooperative venture company is issued.
An application for the extension of the duration, proposed by one
party and unanimously approved by the board of directors, shall be
submitted to the Ministry of Foreign Trade and Economic Cooperation (or
the examination and approval authority entrusted by it) six months prior
to the expiry date of the joint venture.
【章名】 Chapter 14 The Disposal of Assets after the Expiration of the Duration
Article 38
Upon the expiration of the duration, the assets shall belong to Party
A.
【章名】 Chapter 15 Insurance
Article 39
Insurance policies of the joint venture company on various kinds of
risks shall be underwritten with the People's Republic of China. Types,
value and duration of insurance shall be decided by the board of directors
in accordance with the provisions of the People's Insurance Company of
China.
【章名】 Chapter 16 The Amendment, Alteration and Termination of the Con- tract
Article 40
The amendment of the contract or other appendices shall come into
force only after a written agreement has been signed by Party A and Party
B and approved by the original examination and approval authority.
Article 41
In case of inability to fulfil the contract or to continue operation
due to heavy losses in successive years as a result of force majeure, the
duration of the cooperative venture and the contract shall be terminated
before the time of expiration after being unanimously agreed upon by the
board of directors and approved by the original examination and approval
authority.
【章名】 Chapter 17 Liability for
Article 42
Should the cooperative venture company be unable to continue its
operation or achieve its business purpose due to the fact that one of the
contracting parties fails to fulfil the obligations prescribed by the
contract and articles of association, or seriously violates the provisions
of the contract and articles of association, that party shall be deemed to
have unilaterally terminated the contract. The other party shall have the
right to terminate the contract in accordance with the provisions of the
contract after approval by the original examination and approval
authority, and to claim damages. In case Party A and Party B of the
cooperative venture company agree to continue the operation, the party who
fails to fulfil its obligations shall be liable for the economic losses
caused thereby to the joint venture company.
Article 43
Should either Party A or Party B fail to provide on schedule the
contributions in accordance with the provisions defined in Chapter 5 of
this contract, the party in breach shall pay to the other party
________Yuan, or __________% of the contribution starting from the first
month after exceeding the time limit. Should the party in breach fail to
provide after ______months, _________Yuan, or _________% of the
contribution shall be paid to the other party, who shall have the right to
terminate the contract and to claim damages from the party in breach in
accordance with the provisions of Article 42 of the contract.
Article 44
Should all or part of the contract and its appendices be unable to be
fulfilled owing to the fault of one party, the party in breach shall bear
the liability therefor. Should it be the fault of both parties, they shall
bear their respective liabilities according to the actual situation.
Article 45
In order to guarantee the performance of the contract and its
appendices, both Party A and Party B shall provide each other with bank
guarantees for performance of the contract within __________days after the
contract comes into force.
【章名】 Chapter 18 Force Majeure
Article 46
Should either of the parties to the contract be prevented from
executing the contract by force majeure, such as earthquake, typhoon,
flood, fire, war or other unforeseen events, and their occurrence and
consequences are unpreventable and unavoidable, the prevented party shall
notify th