| 1. |
Registration Cost |
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Our fees for handling the registration of a travel agency WFOE (the principal business activities of which includes China domestic tourism and inbound tourism of a service nature) in Beijing, China is RMB15,000. Our fees cover our services for the registration of a travel agency company in Beijing, as detailed below: (1) Preparation of registration application documents; (2) Performing name availability search; (3) Application for approval of name; (4) Application for business licence; (5) Carving of company chops and personal chop of the legal representative; (6) Application for MOFCOM registration; (7) Application for travel agency operation license; (8) Setting up basic RMB bank account; (9) Handling foreign direct investment registration; (10) Setting up foreign currency capital account; (11) Setting up a special account for deposit of quality guarantee funds |
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Note: (1) Our service fees stated above include official registration fees to be paid to various government departments for the registration of the travel agency company; (2) Our fees do not cover curier charges, if any. (3) If Chinese tax invoice is required, a Value Added Tax and Surcharges of 5% would be applicable. |
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| 2. | Optional Services | |||||||||
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| 3. | Payment Terms and Methods |
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Upon receipt of your order, we will issue an invoice to you for your settlement. We require full payment in advance. If China or Taiwan official tax invoice is required, Value-Added Tax or Business Tax at the prevailing rate in the respective jurisdiction will be charged. |
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4. |
Basic Structure of a Travel Agency WFOE in Beijing |
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The minimum requirements of a travel agency WFOE in Beijing, China are as follows:
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| 5. |
Required Documents and Materials |
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The following documents and materials needed to be prepared by the applicant before submitting an application for registration: | |
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(1) |
Name of the Company to be Registered |
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The name of company to be registered in Beijing must follow the format “Business Name + (Beijing) + Principal Business Activity + Limited” or “Business Name + Principal Business Activity + (Beijing) + Limited” or “Beijing + Business Name + Principal Business Activity + Limited”. For example, “Kaizen (Beijing) Travel Agency Limited” or Kaizen Travel Agency (Beijing) Limited or Beijing Kaizen Travel Agency Limited. |
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(2) |
Particulars of the Shareholder |
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If the shareholder of the Beijing travel agency is another company, please provide the particulars of that company, including the principal business activities, business address, contact numbers, name and nationalities of the director(s)/person in charge, etc. If the shareholder of the Beijing travel agency is a natural person, please provide residential address, contact number and email address, etc. |
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(3) |
Legalised Identification Documents of the Shareholder |
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One sets of legalised identification documents of the foreign shareholder of the proposed WFOE. If the shareholder is a corporation, the identification documents include its Certificate of Incorporation (or Business Registration Certificate or document of a similar nature), Articles of Association (bylaws) and documents show other registration particulars. In the case the shareholder is an individual, the identification document required to be legalised is his/her passport (for foreigner) or mainland travel permit (for Hong Kong, Macau and Taiwan resident). The shareholder’s identification documents shall be legalised by the Chinese Embassy or Consulate in the country where the investor is resided or registered. |
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(4) |
Organisational Chart and Beneficiary Owner |
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If the shareholder of the Beijing travel agency is another company, please provide an organisation chart and particulars of the ultimate beneficiary owner. |
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(5) |
Particulars of Legal Representative |
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A photocopy of the identification document (i.e. passport for foreigner or identity card for Chinese national), China mainland contact phone number and mobile phone number, email address, residential address, resume, electronic version of colour passport-sized photos of the legal representative. If the legal representative is a foreigner, he/she shall apply for alien employment permit. |
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(6) |
Particulars of Supervisor and General Manager |
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A photocopy of the identification document (i.e. passport for foreigner or identity card for Chinese national), China mainland contact phone number and mobile phone number, email address, residential address of the supervisor and the general manager. Besides, electronic version of colour passport-sized photos of the general manager shall be provided. In case the general manager is a foreigner, he/she shall apply for alien employment permit. |
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(7) |
Particulars of Director(s) |
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A photocopy of the identification document (i.e. passport for foreigner or identity card for Chinese national) and full residential address in respect of each director. |
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(8) |
Particulars of Management Personnel |
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A photocopy of the identification document (i.e. passport for foreigner or identity card for Chinese national), China mainland contact phone number and mobile phone number, email address, residential address, electronic version of colour passport-sized photos of management personnel. In case the management personnel are foreigners, alien employment permit shall be applied. |
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(9) |
Particulars of Tour Guides |
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Copy of employment contracts and electronic version of tour guide certificate |
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(10) |
Amount of Investment/Registered Capital of the Travel Agency |
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The total amount of investment in the WFOE, including: (a) the registered capital.; (b) method and time limit of contribution of capital. The China Company Law does not impose any restriction on the amount of registered capital for a general purpose WFOE. However, for travel agency which will be engaging in domestic tourism and inbound tourism business in Beijing, China, the registered capital shall be not less than RMB300,000. In spite of this, Kaizen would like to advise you to determine the appropriate amounts of registered capital and contribution terms by taking into consideration of the investment plan of the travel agency. |
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(11) |
Tenancy agreement |
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A tenancy/lease agreement of the office premise to be used by the proposed WFOE. Please note the agreement shall clearly indicate the premise is for WFOE use only and the lease term shall not be less than 12 months. |
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(12) |
Particulars of Preferred Banker |
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Please provide the name of preferred bank and the designated branch at which the bank accounts of the WFOE is to be established. |
| 6. | Procedures for Establishing a Travel Agency WFOE in Beijing | ||
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(1) |
Preliminary |
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(a) |
Lease of office Space Firstly, the investor will have to enter into a tenancy agreement in relation to the office space to be used by the WFOE for a term of not less than 12 months. The office must be located in a commercial building. |
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(b) |
Legalisation of Identity Documents of Shareholder/Member The investor is also required to arrange to have the identity documents of the shareholder legalised by the Chinese Embassy in the country where the shareholder/member is registered/resided. |
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(c) |
Other Documentation The investor at the same time needs to prepare other documents, such as photocopies of the passport / identity card / mainland travel permit of the director, supervisor, legal representative and (general) manager. |
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(2) |
Application for Registration of Travel Agency WFOE | |
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(a) |
Name Search and Reservation The registration process of a WFOE starts with name availability search. Kaizen will perform a name availability search with the Beijing Administration for Market Regulation. If the search indicates that the preferred company name is available for registration, Kaizen then apply for the reservation of the preferred name with the BAMR (北京市市场监督管理局). This is called "Name Pre-registration" （名称预先核准）in China. |
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(b) |
Registration for Business License Upon receipt of the approval for reservation of the company name of the WFOE, Kaizen will then apply for Business Licence (营业执照) for the WFOE from the BAMR. The BAMR will usually issue the Business Licence within 5 working days after receiving all the required documentation. Once the business license is issued, the WFOE is deemed to be a legal person duly organised and existing under PRC law and will have full operational rights to operate its business in China within the scope of its Business Licence. |
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(c) |
Carving of Company Seal and Chops Application for approval and arranging the carving of the company seals and chops. |
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(d) |
Registration Record Filing with MOFCOM Upon receipt of business license (营业执照), Kaizen will then arrange the registration record filing with MOFCOM. MOFCOM local branch will usually issue a registration record receipt within 3 working days after receiving all required documentation. |
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(e) |
Application for Travel Agency Operation Permit Application with Beijing Tourism Bureau for travel agency operation permit. |
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(3) |
Post Registration Stage |
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(a) |
Foreign Direct Investment Registration Application for registration with the Administration for Foreign Exchange or its authorized institutes. |
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(b) |
Opening Bank Account Opening one foreign currency capital account and one RMB basic account with a bank of your choice in Beijing, China on behalf of you. |
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(c) |
Opening Quality Guarantee Funds Special Account Opening a special account to deposit quality guarantee funds. For travel agency engaging into China domestic tourism and inbound tourism business, the guarantee fund to be deposited is RMB200,000. |
| 7. |
Estimated Time Frame |
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It is estimated that the whole registration process for the registration of a wholly foreign owned travel agency company in Beijing would take around 12 to 14 weeks, subject to the schedule of the investor and also the approval by the various registration authorities. The table below shows the estimated time frame for each of the steps for the registration.
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| 8. | Certificates and Materials obtained after Registration | |
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After the WFOE is officially registered, it will obtain the following certificates, corporate documents and seals to prove its legal existence and to carry out its daily operation. | |
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(1) |
Business Licence (Original, Duplicate) |
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(2) |
Travel Agency Operation Permit |
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(3) |
Articles of Association |
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(4) |
Company Seal, Financial Seal, Legal Representative Seal (optional), and Contractual Seal (optional) |
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(5) |
Bank Account Opening Stuffs |
| 9. |
Annual Compliance Requirements in China |
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Immediately after a travel agency WFOE is officially registered in Beijing, China it is required to comply with various monthly, quarterly and annually filing and reporting requirements. These filing requirements include monthly tax filing, filing of annual audit report, which has to be issued and signed off by a local CPA firm, filing of annual tax reporting to the Beijing State Tax Bureau and filing of annual report to the business licensing bureau etc. In any case if any of these annual compliances are not handled in a timely manner, the WFOE may subject to penalties or at the risk of getting their license suspended or cancelled by the BAMR. Kaizen is well equipped with experienced personnel and capable of providing all the services that your Beijing WFOE may need, including but not limited to monthly book-keeping, preparation of tax computation and filing of various tax returns and also performing annual tax clearance and etc. |
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