On April 30, 2009, the Ministry of Finance (“MOF”) and the State Administration of Taxation (“SAT”) jointly issued Caishui [2009] No. 59 (“Circular 59”) to set out the guidelines on the income tax treatment of enterprise reorganizations (please refer to our China Tax Bulletin May 2009 for more information about Circular 59).
OVERVIEW
This note outlines the various formal insolvency proceedings available in the People's Republic of China (excluding for purposes of this guide, the special administrative regions of Hong Kong and Macao and the territory of Taiwan) ("PRC").
《国家税务总局关于纳税人资产重组有关增值税问题的公告》(02/18/2011)
The State Administration of Taxation released the Announcement onIssues Concerning Value-Added Tax Relevant to Taxpayers’ Assets Restructuring (the “VAT Announcement”) on February 18, 2011. The effective date of the Announcement is March 1, 2011.
China’s corporate income tax (« CIT ») regime effective from January 1, 2008 explicitly requires corporate restructuring transactions to be effected at fair value so that any gain or loss shall be recognised for tax purpose at the time when the transaction takes place. The Chinese State Administration of Taxation (« SAT ») has released several tax circulars in recent years to address the detailed CIT treatments (e.g. the availability of tax deferral treatment for a corporate restructuring meeting certain prescribed criteria), the documentation and procedural requirements, etc.
Norwest Holdings Pte Ltd (in Liquidation) v Newport Mining Ltd [2011] SGCA 42
Responsive to issues faced with difficulty in obtaining financing by businesses (particularly small- to medium-size enterprises) due to the global financial crisis, State Administration of Industry and Commence officially released Administrative Measures for Corporate Debt-for-Equity Swap Registration (the “Measures”) recently, which formalizes regulation of debt-for-equity swap on the national level. The Measures will be put into implementation on January 1, 2012.
最高人民法院关于适用《中华人民共和国企业破产法》若干问题的规定（一）(09/09/2011)
An insolvency administrator has been sentenced to 11 years of imprisonment for obtaining RMB1.3 million in bribes. Huang Zhicong (“Huang”), former vice-president of Building Materials Corporation in Shaoguan City of Guangdong Province, was the insolvency administrator of Shaoguan New Sunlight Textile Enterprise Co., Ltd. (“New Sunlight”).
The Judicial Committee of the Supreme People’s Court has passed a notice regarding overdue fines on unpaid taxes of a bankrupt enterprise. This came into effect on 12 July 2012.
- Background
Company A is a foreign enterprise whose business is the production of certain specialist machinery. In China, only approved entities which are on a list compiled by the department in charge are permitted to manufacture such machinery. Company B, a Chinese enterprise, is one such entity. To enter the Chinese market, company A signed a joint venture agreement with company B in 2007. Each company agreed to contribute capital to establish a joint venture to manufacture such machinery.