Article 41　Where a Venture Investment Enterprise invests in an Investee that falls in the restricted category， it shall apply to the authorized foreign trade and economic cooperation department of the place where the Investee is located and submit the following materials： (来源：www.EnglishCN.com)

　　1. a declaration that the Venture Investment Enterprise has adequate funds for the investment；

　　2. （photocopies of） the approval certificate and the business licence of the Venture Investment Enterprise； and

　　3. the contract for and articles of association of the Investee， signed by the Venture Investment Enterprise （with other investors in the Investee）。

　　The competent provincial-level foreign trade and economic cooperation department shall， within 45 days of the date of receipt of the above application， render a written official reply on whether to give its approval. If it grants its approval， it will issue a foreign-invested enterprise approval certificate. The Investee shall apply to the Registration Authority for registration on the strength of the official reply and the foreign-invested enterprise approval certificate. The Registration Authority shall decide on whether to approve the registration according to the provisions of the relevant laws and administrative regulations. If it grants its approval to register， it will issue a foreign-invested enterprise legal person business licence.

　　Article 42　Where a Venture Investment Enterprise invests in a foreign investment project that falls into the service and trade area that is gradually opening up， the investment shall be examined and approved according to the relevant State provisions.

　　Article 43　An increase or transfer by a Venture Investment Enterprise of investment in its Investee shall be handled in accordance with the procedures stipulated in Articles 40， 41 and 42.

　　Article 44　The Venture Investment Enterprise shall， within one month after completing the procedures stipulated in Articles 40， 41， 42 and 43， file a record with the Examination and Approval Authority.

　　Article 45　The Venture Investment Enterprise shall also file a record on its fund raising and utilization details of the previous year to the Examination and Approval Authority in March each year.

　　The Examination and Approval Authority shall， within five working days of the date of receipt of the materials for record filing， issue a record filing registration certificate. Such record filing registration certificate shall be one of the necessary materials for joint annual inspection of the Venture Investment Enterprise. Where the afore-mentioned record filing requirements are not fulfilled， the Examination and Approval Authority shall impose a corresponding penalty after consultation with the relevant departments of the State Council.

　　Article 46　If the ratio of the actual capital contribution of the Foreign Investors of the investing Venture Investment Enterprise or the ratio of the total investment of the Foreign Investors of the investing Venture Investment Enterprise is at least 25% of the registered capital of the Investee， the Investee shall be entitled to the relevant preferential treatment for foreign-invested enterprises. If the ratio of the actual capital contribution of the Foreign Investors of the investing Venture Investment Enterprise or the ratio of the total investment of the Foreign Investors of the investing Venture Investment Enterprise is at least 25% of the registered capital of the Investee， such Investee shall not be entitled to the relevant preferential treatment for foreign-invested enterprises.

　　Article 47　After an established domestic enterprise having Chinese natural person investor（s） is invested in by a Venture Investment Enterprise and converted into a foreign-invested enterprise， it may continue to maintain the shareholder（s）' status of its original Chinese natural person investor（s）。

　　Article 48　If a responsible person of the operation and management organization of a Venture Investment Enterprise or a responsible person of a venture investment management enterprise carries out an illegal operation， his liability shall be pursued in accordance with the law and， if the circumstances are serious， he may not continue to engage in venture investment and related investment management activities.

　　PART EIGHT　SUPPLEMENTARY PROVISIONS

　　Article 49　The investment in， and establishment of， Venture Investment Enterprises in mainland China by investors from the Hong Kong Special Administrative Region， the Macao Special Administrative Region and the Taiwan region shall， mutatis mutandis， be handled in accordance with these Provisions.

　　Article 50　The Ministry of Foreign Trade and Economic Cooperation， the Ministry of Science and Technology， the State Administration for Industry and Commerce， the State Administration of Taxation and the State Administration of Foreign Exchange are in charge of interpreting these Provisions.

　　Article 51　These Provisions shall be implemented as of 1 March 2003. The Establishment of Foreign-funded Venture Investment Enterprises Tentative Provisions issued by the Ministry of Foreign Trade and Economic Cooperation， the Ministry of Science and Technology and the State Administration for Industry and Commerce on 28 August 2001 shall be repealed simultaneously.