Chapter 1 General Provisions
In accordance with the Law of the People’’s Republic of China on
Chinese-Foreign Cooperative Joint Ventures and other relevant Chinese laws
andregulations, _______________Company and _________Company, in accordancewith
the principle of equality and mutual benefit and through friendlyconsultations,
agree to jointly set up a Cooperative venture in _______the People’’s Republic
of China.
Chapter 2 Parties of the Cooperative VentureArticle
1 Parties to this contract are as follows: _________Company
(hereinafterreferred to as Party A), registered with ______in China, and its
legaladdress is
at____________(street)_______(district)_____________(city)_____________China.
Legal representative: Name: Position: Nationality: ___________Company
(hereinafter referred to as Party B), registeredwith_______. Its legal address
at___________. Legal representative: Name: Position: Nationality: (Note: In case
there are more than two investors, they will be calledParty C, D... in proper
order).
Chapter 3 Establishment of the Cooperative Venture Company
Article 2 In accordance with the Cooperative Venture Law and other
relevantChinese laws and regulations, both parties of the Cooperative
ventureagree to set up ___________Cooperative venture limited liability
company(hereinafter referred to as the Cooperative venture company).
Article 3 The name of the Cooperative venture company is______________
LimitedLiability Company. The name in foreign language is _________. The legal
address of the joint venture company is
at__________street________(city)____________province.
Article 4 All activities of the Cooperative venture company shall be
governed bythe laws, decrees and pertinent rules and regulations of the
People’’sRepublic of China.
Article 5 The organization form of the Cooperative venture company is a
limitedliability company. The profits, risks and losses of the
Cooperativeventure company shall be shared by the parties according to the
relevantprovisions thereafter. Chapter 4 The Purpose, Scope and Scale of
Production and Business
Article 6 The goals of the parties to the Cooperative venture are to
enhanceeconomic cooperation technical exchanges, to improve the product
quality,develop new products, and gain a competitive position in the world
marketin quality and price by adopting advanced and appropriate technology
andscientific management methods, so as to raise economic results and
ensuresatisfactory economic benefits for each Cooperator. (Note: This article
shall be written according to the specificsituations in the contract).
Article 7 The productive and business scope of the Cooperative venture
companyis to produce ________products; provide maintenance service after the
saleof the products; study and develop new products. (Note: It shall be written
in the contract according to the specificconditions).
Article 8 The production scale of the Cooperative venture company is as
follows: 1. The production capacity after the Cooperative venture is put
intooperation is _________. 2. The production scale may be increased up
to_____________ with thedevelopment of the production and operation. The product
varieties may bedeveloped into ____________. (Note: It shall be written
according to the specific situation).
Chapter 5 Total Amount of Investment and the Registered Capital
Article 9 The total amount of investment of the Cooperative venture company
isRMB____________(or a foreign currency agreed upon by both parties).
Article 10 The registered capital of the joint venture company is RMB
__________.(Exclusive of the right to the use of the site or the right to
theexploitation of the natural resources and premises contributed by
PartyA.)
Article 11 Party A and Party B will contribute the following to the
cooperativeventure: Party A: premises__________m2 the right to the use of the
site_________m2 Party B: cash ______________Yuan machines and equipment
____________Yuan industrial property __________Yuan others _____________Yuan,
___________Yuan in all. (Note: When contributing industrial property as
investment, Party Aand Party B shall conclude a separate contract to be a part
of this maincontract).
