How to draft Articles of Association when incorporating a WOFE/JV in China

1970-01-01 08:33:29

 

In a sense, Articles of Association  is a "Constitution" for a company operation. Definitely it is a very inportant legal documents for all companies.

Articles of association (AOA)  should be written guided by Chinese Company Law , Chinese Foreign invested Company Law and other related laws and regulations. In addition, AOA should be drafted in accordeance with  the sharweholder agreement and decisions of shareholder meetings.

In general AOA should include the contents as follows,

Part 1 General Provisions

Part  2 Objectives,Scope and Scale of Production and Business

Part  3 Total Investment Amount and the Registered Capital

Part  4 Board of Directors

Part 5 Business Management Office

Part  6 Taxation, Finance and Foreign Exchange Management

Part 7 Distribution of Profits

Part  8 Labor Management

Part 9 Trade Union

Part  10 Insurance

Part  11 Duration, Dissolution and Liquidation

Part  12 Rules and Regulations

Part  13 Supplementary Provisions