Foreign companies. General Resolution PRC No 9/2003

The Public Registry of Commerce (hereinafter, the "PRC"), in order to complement General Resolution PRC No 7/2003(1) (hereinafter "Resolution No 7/2003"), has issued General Resolution PRC No 9/2003 (hereinafter, the "Resolution No 9/03"), published in the Official Gazette on November 17, 2003. Resolution No 9/03 is in force since November 18, 2003.

Resolution No 9/03 provides that Resolution No 7/03 is also applied to the registration proceedings with the PRC of the following acts related to branches of foreign companies:

i)  amendments to company's by-laws or articles of association;

ii)  amendments to company's capital;

iii)  amendments related to legal representatives;

iv)  amendments related to the end of fiscal year and the date for issuing company's balance sheets;

v)  change of company's headquarters, including change of state jurisdiction;

vi)  any other amendment subject to filing with the PRC.

Article 1 of Resolution No 7/03 is also applicable to those proceedings started before Resolution No 9/03 was enacted, which are still under analysis. Exceptionally, the PRC's Pre-qualification Department may not require those measures in the event they understand that the analysis of the proceedings is pending based on a formal issue.

(1) For further information on General Resolution No 7/2003, please see Marval News # 21.