Income Tax Law of the Peoples Republic Of China For Enterprises With Foreign Investment and Foreign Enterprises

Article 1  
Income tax shall be paid in accordance with the provisions of this Law by  
enterprises with foreign investment within the territory of the People's  
Republic of China on their income derived from production, business  
operations and other sources. Income tax shall be paid in accordance with  
the provisions of this Law by foreign enterprises on their income derived  
from production, business operations and other sources within the  
territory of the People's Republic of China.  
Article 2  
"Enterprises with foreign investment" referred to in this Law mean  
Chinese-foreign equity joint ventures, Chinese-foreign contractual joint  
ventures and foreign-capital enterprises that are established in China.  
"Foreign enterprises" referred to in this Law mean foreign companies,  
enterprises and other economic organizations which have establishments or  
places in China and engage in production or business operations, and  
which, though without establishments or places in China, have income from  
sources within China.  
Article 3  
Any enterprise with foreign investment which establishes its head office  
in China shall pay its income tax on its income derived from sources  
inside and outside China. Any foreign enterprise shall pay its income tax  
on its income derived from sources within China.  
Article 4  
The taxable income of an enterprise with foreign investment and an  
establishment or a place set up in China to engage in production or  
business operations by a foreign enterprise, shall be the amount remaining  
from its gross income in a tax year after the costs, expenses and losses  
have been deducted.  
Article 5  
The income tax on enterprises with foreign investment and the income tax  
which shall be paid by foreign enterprises on the income of their  
establishments or places set up in China to engage in production or  
business operations shall be computed on the taxable income at the rate of  
thirty percent, and local income tax shall be computed on the taxable  
income at the rate of three percent.

Article 6  
The State shall, in accordance with the industrial policies, guide the  
orientation of foreign investment and encourage the establishment of  
enterprises with foreign investment which adopt advanced technology and  
equipment and export all or greater part of their products.  
Article 7  
The income tax on enterprises with foreign investment established in  
Special Economic Zones, foreign enterprises which have establishments or  
places in Special Economic Zones engaged in production or business  
operations, and on enterprises with foreign investment of a production  
nature in Economic and Technological Development Zones, shall be levied at  
the reduced rate of fifteen percent.  
The income tax on enterprises with foreign investment of a production  
nature established in coastal economic open zones or in the old urban  
districts of cities where the Special Economic Zones or the Economic and  
Technological Development Zones are located, shall be levied at the  
reduced rate of twenty-four percent.  
The income tax on enterprises with foreign investment in coastal economic  
open zones, in the old urban districts of cities where the Special  
Economic Zones or the Economic and Technological Development Zones are  
located or in other regions defined by the State Council, within the scope  
of energy, communications, harbour, wharf or other projects encouraged by  
the State, may be levied at the reduced rate of fifteen percent. The  
specific measures shall be drawn up by the State Council.

Article 8  
Any enterprise with foreign investment of a production nature scheduled to  
operate for a period of not less than ten years shall, from the year  
beginning to make profit, be exempted from income tax in the first and  
second years and allowed a fifty percent reduction in the third to fifth  
years. However, the exemption from or reduction of income tax on  
enterprises with foreign investment engaged in the exploitation of  
resources such as petroleum, natural gas, rare metals, and precious metals  
shall be regulated separately by the State Council. Enterprises with  
foreign investment which have actually operated for a period of less than  
ten years shall repay the amount of income tax exempted or reduced  
already.  
The relevant regulations, promulgated by the State Council before the  
entry into force of this Law, which provide preferential treatment of  
exemption from or reduction of income tax on enterprises engaged in  
energy, communications, harbour, wharf and other major projects of a  
production nature for a period longer than that specified in the preceding  
paragraph, or which provide preferential treatment of exemption from or  
reduction of income tax on enterprises engaged in major projects of a non-  
production nature, shall remain applicable after this Law enters into  
force.  
Any enterprise with foreign investment which is engaged in agriculture,  
forestry or animal husbandry and any other enterprise with foreign  
investment which is established in remote underdeveloped areas may, upon  
approval by the competent department for tax affairs under the State  
Council of an application filed by the enterprise, be allowed a fifteen to  
thirty percent reduction of the amount of income tax payable for a period  
of another ten years following the expiration of the period for tax  
exemption or reduction as provided for in the preceding two paragraphs.  
After this Law enters into force, any modification to the provisions of  
the preceding three paragraphs of this Article on the exemption from or  
reduction of income tax on enterprises shall be submitted by the State  
Council to the Standing Committee of the National People's Congress for  
decision.  
Article 9  
The exemption from or reduction of local income tax on any enterprise with  
foreign investment which operates in an industry or undertakes a project  
encouraged by the State shall, in accordance with the actual situation, be  
at the discretion of the people's government of the relevant province,  
autonomous region or municipality directly under the Central Government.

Article 10  
Any foreign investor of an enterprise with foreign investment which  
reinvests its share of profit obtained from the enterprise directly into  
that enterprise by increasing its registered capital, or uses the profit  
as capital investment to establish other enterprises with foreign  
investment to operate for a period of not less than five years shall, upon  
approval by the tax authorities of an application filed by the investor,  
be refunded forty percent of the income tax already paid on the reinvested  
amount. Where regulations of the State Council provide otherwise in  
respect of preferential treatment, such provisions shall apply. If the  
investor withdraws its reinvestment before the expiration of a period of  
five years, it shall repay the refunded tax.  
Article 11  
Losses incurred in a tax year by any enterprise with foreign investment  
and by an establishment or a place set up in China by a foreign enterprise  
to engage in production or business operations may be made up by the  
income of the following tax year. Should the income of the following tax  
year be insufficient to make up for the said losses, the balance may be  
made up by its income of the further subsequent year, and so on, over a  
period not exceeding five years.  
Article 12  
Any enterprise with foreign investment shall be allowed, when filing a  
consolidated income tax return, to deduct from the amount of tax payable  
the foreign income tax already paid abroad in respect of the income  
derived from sources outside China. The deductible amount shall, however,  
not exceed the amount of income tax otherwise payable under this Law in  
respect of the income derived from sources outside China.

Article 13  
The payment or receipt of charges or fees in business transactions between  
an enterprise with foreign investment or an establishment or a place set  
up in China by a foreign enterprise to engage in production or business  
operations, and its associated enterprises, shall be made in the same  
manner as the payment or receipt of charges or fees in business  
transactions between independent enterprises. Where the payment or receipt  
of charges or fees is not made in the same manner as in business  
transactions between independent enterprises and results in a reduction of  
the taxable income, the tax authorities shall have the right to make  
reasonable adjustment.  
Article 14  
Where an enterprise with foreign investment or an establishment or a place  
set up in China by a foreign enterprise to engage in production or  
business operations is established, moves to a new site, merges with  
another enterprise, breaks up, winds up or makes a change in any of the  
main entries of registration, it shall present the relevant documents to  
and go through tax registration or a change or cancellation in  
registration with the local tax authorities after the relevant event is  
registered, or a change or cancellation in registration is made with the  
administrative agency for industry and commerce.  
Article 15  
Income tax on enterprises and local income tax shall be computed on an  
annual basis and paid in advance in quarterly instalments. Such payments  
shall be made within fifteen days from the end of each quarter and the  
final settlement shall be made within five months from the end of each tax  
year. Any excess payment shall be refunded and any deficiency shall be  
repaid.  
Article 16  
Any enterprise with foreign investment and any establishment or place set  
up in China by a foreign enterprise to engage in production or business  
operations shall file its quarterly provisional income tax return in  
respect of advance payments with the local tax authorities within the  
period for each advance payment of tax, and it shall file an annual income  
tax return together with the final accounting statements within four  
months from the end of the tax year.  
Article 17  
Any enterprise with foreign investment and any establishment or place set  
up in China by a foreign enterprise to engage in production or business  
operations shall report its financial and accounting systems to the local  
tax authorities for reference. All accounting records must be complete and  
accurate, with legitimate vouchers as the basis for entries.  
If the financial and accounting bases adopted by an enterprise with  
foreign investment and an establishment or a place set up in China by a  
foreign enterprise to engage in production or business operations  
contradict the relevant regulations on tax of the State Council, tax  
payment shall be computed in accordance with the relevant regulations on  
tax of the State Council.

Article 18  
When any enterprise with foreign investment goes into liquidation, and if  
the balance of its net assets or the balance of its remaining property  
after deduction of the enterprise's undistributed profit, various funds  
and liquidation expenses exceeds the enterprise's paid-in capital, the  
excess portion shall be liquidation income on which income tax shall be  
paid in accordance with the provisions of this Law.  
Article 19  
Any foreign enterprise which has no establishment or place in China but  
derives profit, interest, rental, royalty and other income from sources in  
China, or though it has an establishment or a place in China, the said  
income is not effectively connected with such establishment or place,  
shall pay an income tax of twenty percent on such income. For the payment  
of income tax in accordance with the provisions of the preceding  
paragraph, the income beneficiary shall be the taxpayer and the payer  
shall be the withholding agent. The tax shall be withheld from the amount  
of each payment by the payer. The withholding agent shall, within five  
days, turn the amount of taxes withheld on each payment over to the State  
Treasury and submit a withholding income tax return to the local tax  
authorities.  
Income tax shall be exempted or reduced on the following income:  
(1) the profit derived by a foreign investor from an enterprise with  
foreign investment shall be exempted from income tax;  
(2) income from interest on loans made to the Chinese government or  
Chinese State banks by international financial organizations shall be  
exempted from income tax;  
(3) income from interest on loans made at a preferential interest rate to  
Chinese State banks by foreign banks shall be exempted from income tax;  
and  
(4) income tax of the royalty received for the supply of technical know-  
how in scientific research, exploitation of energy resources, development  
of the communications industries, agricultural, forestry and animal  
husbandry production, and the development of important technologies may,  
upon approval by the competent department for tax affairs under the State  
Council, be levied at the reduced rate of ten percent. Where the  
technology supplied is advanced or the terms are preferential, exemption  
from income tax may be allowed.  
Apart from the aforesaid provisions of this Article, if preferential  
treatment in respect of reduction of or exemption from income tax on  
profit, interest, rental, royalty and other income is required, it shall  
be regulated by the State Council.

Article 20  
The tax authorities shall have the right to inspect the financial,  
accounting and tax affairs of enterprises with foreign investment and  
establishments or places set up in China by foreign enterprises to engage  
in production or business operations, and have the right to inspect tax  
withholding of the withholding agent and its payment of the withheld tax  
into the State Treasury. The entities and the withholding agents being so  
inspected must report the facts and provide relevant information. They may  
not refuse to report or conceal any facts.  
When making an inspection, the tax officials shall produce their identity  
documents and be responsible for confidentiality.  
Article 21  
Income tax payable according to this Law shall be computed in terms of  
Renminbi (RMB). Income in foreign currency shall be converted into  
Renminbi according to the exchange rate quoted by the State exchange  
control authorities for purposes of tax payment.  
Article 22  
If any taxpayer fails to pay tax within the prescribed time limit, or if  
the withholding agent fails to turn over the tax withheld within the  
prescribed time limit, the tax authorities shall, in addition to setting a  
new time limit for tax payment, impose a surcharge for overdue payment,  
equal to 0.2 percent of the overdue tax for each day in arrears, starting  
from the first day the payment becomes overdue.  
Article 23  
The tax authorities shall set a new time limit for registration or  
submission of documents and may impose a fine of five thousand yuan or  
less on any taxpayer or withholding agent which fails to go through tax  
registration or make a change or cancellation in registration with the tax  
authorities within the prescribed time limit, or fails to submit income  
tax return, final accounting statements or withholding income tax return  
to the tax authorities within the prescribed time limit, or fails to  
report its financial and accounting systems to the tax authorities for  
reference. Where the tax authorities have set a new time limit for  
registration or submission of documents, they shall impose a fine of ten  
thousand yuan or less on the taxpayer or withholding agent which again  
fails to meet the time limit for going through registration or making a  
change in registration with the tax authorities, or for submitting income  
tax return, final accounting statements or withholding income tax return  
to the tax authorities. Where the circumstances are serious, the legal  
representative and the person directly responsible shall be investigated  
for criminal responsibility by applying mutatis mutandis the provisions of  
Article 121 of the Criminal Law.

Article 24  
Where the withholding agent fails to fulfil its obligation to withhold tax  
as provided in this Law, and does not withhold or withholds an amount less  
than that should have been withheld, the tax authorities shall set a time  
limit for the payment of the amount of tax that should have been withheld,  
and may impose a fine up to but not exceeding one hundred percent of the  
amount of tax that should have been withheld. Where the withholding agent  
fails to turn the tax withheld over to the State Treasury within the  
prescribed time limit, the tax authorities shall set a time limit for  
turning over the taxes and may impose a fine of five thousand yuan or less  
on the withholding agent; if the withholding agent fails to meet the time  
limit again, the tax authorities shall pursue the taxes according to law  
and may impose a fine of ten thousand yuan or less on the withholding  
agent. If the circumstances are serious, the legal representative and the  
person directly responsible shall be investigated for criminal  
responsibility by applying mutatis mutandis the provisions of Article 121  
of the Criminal Law.  
Article 25  
Where any person evades tax by deception or concealment or fails to pay  
tax within the time limit prescribed by this Law and, after the tax  
authorities pursued the payment of tax, fails again to pay it within the  
prescribed time limit, the tax authorities shall, in addition to  
recovering the tax which should have been paid, impose a fine up to but  
not exceeding five hundred percent of the amount of tax which should have  
been paid. Where the circumstances are serious, the legal representative  
and the person directly responsible shall be investigated for criminal  
responsibility in accordance with the provisions of Article 121 of the  
Criminal Law.

Article 26  
Any enterprise with foreign investment, foreign enterprise or withholding  
agent, in case of a dispute with the tax authorities on payment of tax,  
must pay tax according to the relevant regulations first. Thereafter, the  
taxpayer or withholding agent may, within sixty days from the date of  
receipt of the tax payment certificate issued by the tax authorities,  
apply to the tax authorities at the next higher level for reconsideration.  
The higher tax authorities shall make a decision within sixty days after  
receipt of the application for reconsideration. If the taxpayer or  
withholding agent is not satisfied with the decision, it may institute  
legal proceedings in the people's court within fifteen days from the date  
of receipt of the notification on decision made after reconsideration.  
If the party concerned is not satisfied with the decision on punishment by  
the tax authorities, it may, within fifteen days from the date of receipt  
of the notification on punishment, apply for reconsideration to the tax  
authorities at the next higher level than that which made the decision on  
punishment. Where the party is not satisfied with the decision made after  
reconsideration, it may institute legal proceedings in the people's court  
within fifteen days from the date of receipt of the decision made after  
reconsideration. The party concerned may, however, directly institute  
legal proceedings in the people's court within fifteen days from the date  
of receipt of the notification on punishment. If the party concerned  
neither applies for reconsideration to the higher tax authorities, nor  
institutes legal proceedings in the people's court within the time limit,  
nor complies with the decision on punishment, the tax authorities which  
made the decision on punishment may apply to the people's court for  
compulsory execution.  
Article 27  
Where any enterprise with foreign investment which was established before  
the promulgation of this Law would, in accordance with the provisions of  
this Law, otherwise be subject to higher tax rates or enjoy less  
preferential treatment of tax exemption or reduction than before the entry  
into force of this Law, in respect to such enterprise, within its approved  
period of operation, the law and relevant regulations of the State Council  
in effect before the entry into force of this Law shall apply. If any such  
enterprise has no approved period of operation, the law and relevant  
regulations of the State Council in effect before the entry into force of  
this Law shall apply within the period prescribed by the State Council.  
Specific measures shall be drawn up by the State Council.

Article 28  
Where the provisions of a tax agreement concluded between the government  
of the People's Republic of China and a foreign government are different  
from the provisions of this Law, the provisions of the agreement shall  
prevail.  
Article 29  
Rules for implementation shall be formulated by the State Council in  
accordance with this Law.  
Article 30  
This Law shall enter into force on July 1, 1991. The Income Tax Law of the  
People's Republic of China for Chinese-Foreign Equity Joint Ventures and  
the Income Tax Law of the People's Republic of China for Foreign  
Enterprises shall be annulled as of the same date.