China Tax and Financial Planning Briefing New Edition

--Concord, MA. December 10, 2008. WorldTrade Executive, Inc. announces the publication of its new corporate report, China Tax and Financial Planning Briefing, Second Edition.

Tax and financial regulation can have an enormous impact on the profitability of a transaction. The newly-released China Briefing is designed to update corporate CFO’s and counsel on recent changes and practices concerning China’s tax and financial regulation. It contains case studies and analysis from leading practitioners.

Important topics include:

• Audits in China: How do they Differ?
• China’s New Thin Capitalization Rules
• Update on Current Tax Issues Facing the Foreign Banking Sector
• Managing Your Channel Under the PRC Antimonopoly Law
• The Five Biggest Mistakes People Make in Non-Disclosure Agreements with Chinese Firms
• M&A Transactions in China: Managing Legal Risks and Pitfalls
• China Strengthens Its Transfer Pricing Policies
• Building a Tax-Effective Supply Chain in China
• New Tax Law Provides Relief to Investors in Chinese Companies Owned through US Holding Corporations
• Selling Chinese Goods to the US via Canada
• China Strengthens Its Transfer Pricing Policies

Other important topics cover transfer pricing, finding tax efficient ways to operate a supply chain, complying with the PRC’s new M&A rules, staying on top of the new Anti-Monopoly Regulations, issues relating to China’s Company Law, and China’s VAT.
WorldTrade Executive specializes in providing reports and periodicals concerning tax and legal issues in international markets. Its products include a family of periodicals covering tax strategies used by leading corporations to manage international tax issues, with regional editions focusing on tax planning for companies in China, Asia, Europe, South America and Mexico. It also has special reports on tax issues in markets such as Japan, Viet Nam, Mexico, Brazil, and Russia, and reports on transfer pricing.

For more information or to sign up for a free international tax briefing go to http://www.wtexec.com/tax.html or contact Jay Stanley at 978-287-0301 or at 2250 Main St., Concord, MA. 01742.

MANAGING CHANNELS UNDER THE NEW PRC ANTIMONOPOLY LAW

Excerpt from Practical China Tax and Finance Strategies
published by WorldTrade Executive, Inc.

By Lefan Gong, S.J.D. (Zhong Lun Law Firm)

With the new Antimonopoly Law (AML) effective on August 1, 2008, manufacturers, distributors and others are now subject to new rules that may significantly change their existing ways of doing businesses. Some of the automakers in China reportedly have already started making changes to agreements with their dealers to be in full compliance with the new law. Antimonopoly lawsuits were filed just within a few days after the AML took effect, marking a start of a likely new wave of litigation in China against large corporations, trade associations and even government agencies.

In particular, the AML will likely have a profound impact on channel management. For instance, Article 14 the AML prohibits “monopoly agreements” that fix resale prices or specify minimum resale prices. Now a host of questions emerge:

• Can a company use methods other than “agreements” to impose minimum resale prices on its distributors?
• Can a company suggest and advertise minimum retail prices for its products?
• Can it terminate those distributors that fail to obey such “suggested retail prices”?
• Can a franchisor continue to impose price and territorial restrictions on its franchisees?

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Audits in China -How Do They Differ?

Excerpt from Practical China Tax and Finance Strategies
published by WorldTrade Executive

by Tony Upson (Director of Assurance and Advisory at PKF Beijing)


If you are contemplating investing in or trading with a Chinese company or are already doing so, you will want to satisfy yourself about the company’s financial position and results and will no doubt consider the company’s financial statements. Do you know the differences between Chinese audits and financial statements, particularly for private companies, and Western standards?

Here are some items to consider:

Firstly, financial statements for unlisted Chinese companies are not generally on the public record. This is similar to the USA but dissimilar to Europe, where the financial statements of all limited companies are on the public record (in theory, at least). Financial statements of private companies in China have to be prepared for the tax authorities and various other government bodies.

Listed companies have to use modern Chinese accounting standards (Accounting Standards for Business Enterprises or ASBEs), which are similar to International Financial Reporting Standards (IFRS), but private companies often still use the previous system. This form of financial statements is of limited use to a potential investor or other trading partner. Unlike financial statements prepared under IFRS, they are not designed to provide information of use to investors. Areas where differences often exist between financial statements prepared under the old Chinese system and under IFRS include:

• accounting for land use rights as intangible assets rather than operating leases
• doubtful debt provisions based on ageing formulae, rather than realistic appraisal of recoverable amounts
• use of ‘standard’ asset lives and residual values, rather than realistic estimation
• deferral of expenditure such as start-up costs and R & D
• lumping together taxes on income with indirect, sales and other taxes
• deferred tax
• inclusion of the results of subsidiaries in the parent company’s individual accounts

In addition to these differences between the old Chinese rules and IFRS, unaudited financial statements of private companies often do not even comply with the old Chinese rules. Adjustments are only made when financial statements are audited and submitted to the tax bureau. So in Unaudited accounts it is common to find that:

• revenue recognition is on a cash basis rather than an accruals basis
• recognition of costs depends on whether an invoice has been received, not on whether the goods or services have been received.

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China: What Businesses are Open to Foreign Investors?

Excerpt from article in Practical China Tax and Finance Strategies prepared by By Janet Jie Tang , partner at the US law firm Akin Gump Strauss Hauer & Feld LLP and based in Beijing.

The threshold issue for every foreign investor investing in China is whether the business area it plans to invest is open to the foreign investor; if it is open, how open is open to the foreign investor. This threshold issue directly goes to the fundamental policy of the Chinese government regarding the Chinese industries.

One of the key legislations in this regard is the Catalogue Guiding Foreign Investment in Industries (the “Foreign Investment Catalogue”). The Foreign Investment Catalogue lists the business sectors where the Chinese government forbids, restricts (which means it is not forbidden but it is particularly regulated by the Chinese government) or encourages foreign investment. Anything outside of the Catalogue is deemed as a sector that the Chinese government allows for foreign investment. With the development of the Chinese economy and the adjustment of the industry policy due to such development, the Foreign Investment Catalogue, since it was initially issued in 1995, has been amended four times respectively in 1997, 2002, 2004 and 2007. The latest amendment became effective December 2007.

From the latest amendments to the Foreign Investment Catalogue, we can see the changes of the Chinese government’s attitudes towards foreign investment. For example,
(1) Purely export-oriented industries are no longer encouraged (this reflects our government’s adjustment of its policy on trade facing the tremendous trade surplus and rapid growth of the foreign exchange reserve in China);
(2) high-tech industries (such as new materials manufacturing) and certain service industries (such as modern logistics) are encouraged;
(3) For those industries involving natural resources that are non-renewable, they are either forbidden or restricted;
(4) For those business sectors, which may impact the national economic security, such as news websites, services of Internet audio-visual programs, business sites that provide Internet access services and Internet culture operations, they are no longer permitted for foreign investment, and now are forbidden for foreign investment.

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