Study Of Branches Of Foreign Companies

Branch of a foreign company is the form regulated in PRC Company Law for a foreign company to do business in China.As China joined WTO and the integration of world economy develops,the demands of foreign companies to do business in China are more than before.A foreign company can invest directly to establish a Chinese legal person,besides that,a branch as the extension of the foreign company is another choice. However,little attention is paid to the subject of branch in academic treatises and in practice.The provisions of the chapter "Branches of Foreign Companies" in PRC Company Law are also very simple.The contrast inspired my interest on the legal research on branch of a foreign company.This dissertation takes the business access institution as a perspective to make some detailed discuss on the establishment of a branch and other related aspects,trying to make some useful suggestions about how to complete provisions in Company Law and keep the foreign company's right of doing business and our creditors' interests in balance.This paper is divided into four Chapters.Chapter 1 is concerned with the general introduction of the concept of branch of a foreign company and some related concepts.The first section illustrates the concepts of company's nationality and foreign company.The second section makes an introduction of many countries' attitude towards the recognition of foreign companies,and points out that the recognition means extension of the foreign company's legal personality which is the premise of doing business in countries other than the country where the company is incorporated.The third section discusses the concept of branch of a foreign company in PRC Company Law.It illustrates a branch's legal character and legal status,and compares a branch with a foreign-funded enterprise and an agency.Chapter 2 makes a practical analysis of foreign companies' business activities in China and sums up the laws about the foreign companies' business access.On the basis of practical research,the author analyzes the conditions according to different business types,and points out that the establishment of branches in China is not so common because of the strict approval process of business access and the restrictive attitude of the department in charge.The statutes focus on the business access regulations and emphasize the administrative supervision,and the last part lists three detailed flaws of the statutes.Chapter 3 makes a comparative study of the access institution patterns of cross-border business.The regulations have the same purposes.This chapter chooses the cross-border business access principle and the creditor protection institution as clues,and compares the access principle,the creditor protection regulations,and the legal consequence of violation among several countries.Chapter 4 discusses the probable ways to improve the regulations about branches of foreign companies in PRC Company Law.After the practical analysis of foreign companies' business activities in China and the comparative study of regulations about foreign company,this chapter takes the views that the core legal concepts should be clarified in law and the related regulations should be systematized.Besides that,it suggests we should change from relying on administrative supervision to improving the creditor protection institution in company law.The conclusion portion re-states the conditions of cross-border business and different regulations about foreign company among several countries,and re-emphasizes the author's opinion in short.Besides that, there is also a further discussion on the meaning and the innovation of this dissertation.This paper includes both theoretical analysis and practice analysis. The author made inquiries at the department in charge and the registry,and also study company codes,cases,theories and histories that come from not only Chinese legal system but also other foreign systems.The methodology of this paper is listed as below:(1) case study method;(2) comparative method;(3) historical method.