中外合资公司合作合同书(中英版)内容摘要:

needed。 8. Assisting foreign workers and staff in applying for entry visas, work licenses and handling their travel procedures。 9. Responsible for handling other matters entrusted by the cooperative 17 venture pany. Responsibilities of Party B: 1. Providing cash, in accordance with the provisions of Article 9 and 10. 2. Handling the matters entrusted by the cooperative venture pany, such as selecting and purchasing machinery and equipment outside China, etc.。 3. Assisting the cooperative venture pany in Training the technical personnel and workers。 4. Responsible for handling other matters entrusted by the cooperative venture pany. Chapter 7 Selling of Products Article 13 The products of the joint venture pany will be sold both on the Chinese and the overseas market Article 14 The sales price of the products is the cost plus the reasonable profit, the cooperative venture pany decide it Article 15 In order to facilitate business, approved by the Chinese authorities, the cooperative venture pany can establish branches Chapter 8 The Board of Directors Article 16 The date of registration of the cooperative venture pany shall be the date of the establishment of the board of directors of the cooperative venture pany. 18 Article 17 The board of directors is posed of 6 directors, of which 3 directors shall be appointed by Party A, 3 directors by Party B. The chairman of the board shall be appointed by Party A, and its vicechairman by Party B. The term of office for the directors, chairman and vicechairmans is three years, their term of office may be renewed if continuously appointed by the relevant party. Chairman and ViceChairman shall not act as general manager or deputy general manager and other senior management. The directors of the first board of directors are : Chairman (1): (appointed by the Party A) Vice Chairman (1): (appointed by the Party B) Director (4): (appointed by the Party A) (appointed by the Party A) (appointed by the Party B) (appointed by the Party B) Article 18 The highest authority of the cooperative venture pany shall be its board of directors . It shall decide all major issues concerning the cooperative venture pany. Unanimous approval shall be required for the following decisions concerning major issues: 1. The amendment of the Contract and the Articles of Association 2. The termination or dissolution of the cooperative venture pany 19 3. The increase, reduction or assignment of the registered capital of the Company 4. Merge with other economic anizations As for other matters, approval by majority shall be required Article 19 The chairman of the board is the legal representative of the cooperative venture pany. The chairman be unable to exercise his responsibilities for any reason, he shall authorize the vicechairman to represent the cooperative venture pany . Article 20 The board of directors shall convene Twice meetings every year, normally be on June and December .The meeting shall be called and presided over by the chairman of the board. Following the agreement with the Vice Chairman , the chairman may convene an interim meeting . The chairman be unable to call and preside for any reason, the vicechairman to preside it .Minutes of the meetings shall be placed on file. The Chairman shall give each director notice at least three weeks in advance of each regular Board meeting , specifying the date, the time ,the place,and the proposed draft resolutions of the Board meeting. Chapter 9 The Supervisors and the Supervisory Board Article 21 There is 1 Supervisor in the cooperative venture pany, The term of the Supervisor is three years, the term may be renewed. 20 The directors and other senior management shall not act as the Supervisor Article 22 and 23 Duties and Responsibilities of the Supervisor: The relevant provisions about the supervisors in THE COMPANY LAW OF THE PEOPLE39。 S REPUBLIC OF CHINA Chapter 10 Business Management Office Article 24 The cooperative venture pany shall establish a management office which shall be responsible for its daily management. The management office shall have a general manager, appointed by Party B。 a deputy general managers, appointed by Party A. The terms of the general manager and the deputy general managers are 3 years . Article 25 Duties and Responsibilities of the general manager: 1. Carry out the Contract, the Articles of Association and the decisions of the board meeting. 2.. Appoint the department managers as appropriate to be responsible for the work of their respective departments. ,and record them to the Board. 3. Decide the operational structure 4. Report its work to the board regularly 5. Do the decision on the procurement of the raw materials and the spare parts, the product sales and the lending. 6. Do the decision on the sales price of the products. 7. Do the business contact with the important business units, negotiate and sign 21 the documents 8. Preside the daily meetings, carry out the decisions of the meetings 9. Solve the issues with the department managers 10. Under the authority by the Board, attend to the arbitration and the conciliation meetings, or authorize somebody to attend to t。
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