If the foreign-invested enterprise is not normally cancelled, it will be regarded as automatic revoke during the next year's
annual renewal.
The enterprise’s legal representative and shareholders will be blacklisted by the industrial and commercial bureau and may not be able to register a company in China by using his own name.
Simultaneously, their personal poor credit record will be kept for 7 years, and face fines. Below we will list the legal basis and the detailed procedures of China foreign-invested enterprises deregistration for you here.
First, Legal Basis of China foreign-invested enterprises Deregistration
Dissolution and liquidation of foreign-invested enterprises should be in accordance with the company law and relevant provisions of the foreign investment laws and administrative regulations:
(1) Company Law
(2) Implementing Rules for the Foreign-invested Enterprises Law
(3) Implementing Rules for the Chinese-foreign Cooperative Enterprise Law
(4) Implementation Regulations for Chinese-foreign Cooperative Enterprise Law
(1) Pass of the dissolution application by the approval authorities of China foreign-invested enterprises
(2) The enterprise establishes the liquidation team and reports to the industry and commerce department
(3) The liquidation team issues the liquidation report
(4) The enterprise submits the liquidation report to the foreign-invested enterprises’ approval authorities to cancel the approval certificate
(5) Cancel the certificate issued by the tax bureau and the customs department
(6) Submit the deregistration application to industrial and commercial authorities
(7) Submit the deregistration application to the bank, foreign exchange bureaus
Third, Specific Document Requirements and Time Limit
1. Pass of the dissolution application by the approval authorities of China foreign-invested enterprises
Prior to the commencement of dissolution and liquidation procedures of a foreign-capital enterprise, it shall request approval from the original examination and approval authority of the enterprise and provide the listed file as below:
(1) Application form;
(2) Resolution of the board of shareholders or the board of directors;
(3) Business license;
(4) Approval certificate.
Processing time: 10 working days
2.The enterprise establishes the liquidation team and reports to the industry and commerce department
The enterprise shall establish a liquidation committee within 15 days from the date of the approval of the dissolution and start liquidation according to law.
The liquidation committee shall be composed of the legal representatives of the foreign-invested enterprise, the representatives of the creditors and the representatives of the competent authorities and shall employ the Chinese certified public accountants and lawyers.
After the establishment of the liquidation team, the enterprise shall file with the administrative department for industry and commerce in the place where it is located, and submit:
（1）Application form for company filing signed by the head of the company's liquidation group
（2）Power of attorney signed by the enterprise and a copy of ID card of the designated representative or entrusted agent.
（3）The resolution on the establishment of the liquidation group.
（4）Copy of the business license of enterprise
（5）Other documents and other forms required by the industrial and commercial bureau.
The liquidation group shall notify the creditors within 10 days from the date of its establishment and shall make a public announcement in the newspaper within 60 days.
3. Deregistration procedures and documents required after liquidation.
3.1 Tax bureau:
(1) Written application for deregistration of tax registration;
(2) Clean the blank invoice registration form.
(3) Enterprise gold tax card, IC card transfer list (security tax control enterprises provide);
(4) Application for deregistration of tax registration and tax registration form;
(5) Corporate income tax liquidation form for the previous year.
(6) The latest balance sheet and income statement
(7) Liquidation audit report
(8) Other relevant certificates and materials as stipulated by the tax authorities.
Processing time: 10 working days
3.2 Customs:
(1) Enterprise deregistration application form
(2) Customs registration certificate
(3) Business license
(4) Other relevant documents requested by the customs department.
Processing time: 10 working days
3.3 Industrial and commercial bureau:
(1) Enterprise deregistration application form
(2) Resolution of the board of shareholders or the board of directors;
(3) Liquidation report;
(4) Deregistration record of the deregistration of tax and customs;
(6) Business license
(8) other relevant documents.
Processing time: 30 working days
3.4 Foreign exchange bureau:
(1) Enterprise deregistration application form
(2) Resolution of the board of shareholders or the board of directors;
(3) Liquidation report
(4) Foreign Exchange Registration Certificate
(5) Business license
(6) other relevant documents
Processing time: 20 working days
3.5. Bank:
(1) Deregistration application file
(2) Deregistration confirmation certificate issued by industrial and commercial bureau;
(3) other documents required by the bank.
Processing time: 7 working days
