(1/1/2002)
Chapter 1: General provisions
Article 1: These regulations are made according to provisions of the Law of the People's Republic of China on Lawyers, in a bid to standardize the establishment of representative agencies by foreign law firms in China and their activities in legal services.
Article 2: These regulations are applicable to foreign law firms that set up representative agencies in China to conduct activities in legal services.
Article 3: Representative agencies and their employees, while conducting activities in legal services, shall abide by Chinese laws, rules and regulations, strictly observe lawyers' professional ethics and practices in China and shall not harm China's national security and public interests.
Article 4: Representative agencies and their employees who conduct activities in legal services in accordance with these regulations are under the protection of Chinese law.
Article 5: Foreign law firms bear civil liabilities for the activities of legal services conducted by their representative agencies and employees in Chinese territory.
Chapter 2: Establishment, alteration and cancellation of representative agencies
Article 6: Foreign law firms shall obtain the approval of the judicial administrative department of the State Council for establishing representative agencies in and dispatching representatives to China.
Foreign law firms and other foreign organizations or individuals shall not conduct activities in legal services in Chinese territory under the guise of consulting companies or other firms.
Article 7: A foreign law firm applying for establishing a representative agency in and dispatching employees to China shall meet the following requirements:
The foreign law firm must already be practicing law legally in its own country, and it cannot have a record of being penalized for violation of lawyers' professional ethics and practices; An employee of the representative agency shall be a practicing lawyer and a member of the lawyers association in the country where his or her practicing certificate is obtained.
Moreover, the representative shall have been practicing law for no less than two years outside of China and shall have received no criminal punishment or penalties because of violating ethics or practices. The chief representative shall have practiced law for no less than three years outside of China and shall be a partner of the foreign law firm or hold an equivalent position.
There must be a need for establishing a representative agency in China to conduct legal services.
Article 8: A foreign law firm applying for the establishment of a representative agency in China shall submit the following documents to the judicial administrative department of the government of the province, autonomous region or municipality where the representative agency is to be located:
A written application for establishing a representative agency and dispatching employees signed by the person in charge of the foreign law firm. The title of the representative agency to be established shall be "Representative Office of ___ Law Firm (translated Chinese name of the law firm) in ___ (name of Chinese city);" Certificates proving that the foreign law firm has been legally established in its own country; Partnership agreement or establishment articles and a list of the names of leading officers and partners; Letters of authorization of the foreign law firm to the intended employees of the representative agency and letter of confirmation proving that the intended chief representative is a partner of the law firm or holds an equivalent position; Practice certificates of intended employees of the representative agency proving that the intended chief representative has practiced law for no less than three years outside of China and other intended representatives have practiced law for no less than two years outside of China; Certificates provided by the lawyers association in the home country of the foreign law firm, proving that the intended employees of the representative agency are members of the country's lawyers association; and Certificates provided by the legal-administration agency in the home country of the foreign law firm, proving that the law firm and the representatives it plans to dispatch have received no punishment or penalties for violating lawyers' professional ethics and practices.
All documents listed above shall be notarized by the notary agency or notary of the applicant's country and certified by the diplomatic department or the agency authorized by the diplomatic department of the applicant's country, as well as the Chinese embassy or consulate in the country.
The foreign law firm shall submit triplicate certificates of the documents. Foreign-language documents shall have Chinese translations attached.
Article 9: The judicial administrative department of the provincial, regional or municipal government shall complete the examination of the application documents within three months of receiving them and then submit the examination opinion and the documents to the judicial administrative department of the State Council for verification.
The department shall make a decision within six months. If the application is accepted, practicing licenses will be issued to the representative agency and its employees. If the application is not accepted, the applicant will be notified in written form and will be given reasons for the rejection.
Article 10: The representative agency and its employees shall, by providing the practicing license and practicing certificates, be registered at the judicial administrative department of the province, autonomous region or municipality where the representative agency is to be located before engaging in any legal services in accordance with provisions of these regulations. The representative agency and its employees shall be registered annually.
The judicial administrative department of the provincial, regional or municipal government shall go through the procedures of registration within two days of receiving the application for registration.
Article 11: The representative agency shall go through the formalities relating to taxes, banks and foreign exchange in accordance with provisions of relevant laws and administrative regulations.
Article 12: If a foreign law firm needs to alter the name of the representative agency or reduce the number of the representatives, it shall submit an application and relevant documents signed by the person in charge to the judicial administrative department of the provincial, regional or municipal government where the representative agency is located.
Then, with the ratification of the judicial administrative department of the State Council, the practicing certificates of the employees who will no longer be representatives shall be revoked.
If the representative agency has a merger or split or adds more representatives, it shall go through license formalities in accordance with provisions of these regulations relating to procedures for the establishment of a representative agency.
Article 13: If an employee of a representative agency is involved in one of the following cases, the judicial administrative department of the State Council shall cancel the permission to practice and revoke the practicing certificate:
If the lawyer's practicing license in the home country has become invalid; If a lawyer acting as a representative has actually been dismissed by the foreign law firm; and/or If the practicing certificate or license of the representative agency that the employee belongs to has been revoked according to law.
Article 14: If a representative agency is involved in any of the following cases, the judicial administrative department of the State Council shall cancel the permission to practice and revoke the practicing license:
If the foreign law firm it belongs to has been dissolved or canceled; If the foreign law firm it belongs to has applied for cancellation; If it no longer meets the requirements set in Article 7 of these regulations; and/or If the practicing license has been revoked according to law.
The representative agency canceled according to the above provisions shall be liquidated according to law. Before the completion of this liquidation, its assets shall not be transferred outside of China.
Chapter 3: Business scope and rules
Article 15: Representative agencies and their employees shall only engage in the following activities excluding Chinese legal affairs:
Providing the party concerned with consulting related to the laws in countries where the lawyers of the foreign law firm have been authorized to practice law and consulting related to international treaties and practices; Being entrusted by the party concerned or a Chinese law firm to handle legal affairs in countries where the lawyers of the foreign law firm have been authorized to practice law; Entrusting, on behalf of the foreign party concerned, a Chinese law firm to handle Chinese legal affairs; Maintaining a long-term business relationship with a Chinese law firm to handle legal affairs by signing a contract; and Providing information about China's legal environment.
A representative agency may make requests regarding legal matters on behalf of foreign clients to an entrusted Chinese law firm, as per its agreements with the firm.
A representative agency and its employees shall not engage in other legal services or profit-making activities other than those stipulated in Clauses 1 and 2 of this article.
Article 16: Representative agencies shall not employ practicing Chinese lawyers. The employed auxiliary staff members shall not provide legal services to the party concerned.
Article 17: Representative agencies and their employees shall not engage in the following while practicing law:
Providing false evidence and concealing facts, or threatening and luring others by promising gains to provide false evidence and conceal facts, to hinder the other party concerned from legally obtaining evidence; Taking advantage of legal services to accept money and goods or other benefits from the party concerned; and Divulging business secrets or personal information of the party concerned.
Article 18: An employee with a representative agency shall not simultaneously act as a representative, either full time or part time, in other representative agencies.
Article 19: Employees of a representative agency shall stay in China for no less than six months each year. Those who stay for less than six months shall not be registered the next year.
Article 20: Representative agencies engaging in legal services stipulated in these regulations may collect fees from the party concerned, but the fees must be settled within Chinese territory.
Chapter 4: Supervision and administration
Article 21: The judicial administrative departments of the State Council and the provincial, regional and municipal governments shall, according to their official duties, be responsible for the supervision and administration of representative agencies and their employees.
Article 22: A representative agency shall submit copies of its practicing license and the practicing certificates of its representatives, as well as the following documents of the previous year, to the judicial administrative department of the provincial, regional or municipal government before March 31 each year for an annual review:
Activities in providing legal services, including legal affairs handled by entrusted Chinese law firms; Annual financial statement of the representative agency audited by an accounting firm, as well as receipts of settlements and tax payments in China; Personnel changes at the representative agency and the employment of auxiliary Chinese staff members; Addresses of the representative agency's employees in Chinese territory; Registration of the representative agency and its employees; and Other matters related to the fulfillment of obligations stipulated by these regulations.
After conducting the annual review on the representative agencies in their respective administrative divisions, the judicial administrative department of the provincial, regional and municipal governments shall submit their findings to the judicial administrative department of the State Council for filing.
Article 23: The judicial administrative department of the provincial, regional or municipal government shall handle the registration of representative agencies and their employees and collect fees according to law, including those fees necessary for the annual review.
They must strictly implement the fee standards which, verified by the State Council's price-administration department, shall be the same for Chinese law firms and practicing lawyers. All the fees collected shall be turned in to the national treasury.
The judicial administrative department of the provincial, regional or municipal governments shall execute any fines according to law.
They shall, according to provisions of relevant laws and administrative regulations, separate the decision making on fines from the actual collection of these fines. All the fines collected and the illegal income confiscated according to law must be turned in to the national treasury.
Chapter 5: Legal liabilities
Article 24: A representative agency or representative endangering China's national or public security or disrupting social order shall be held criminally liable, according to provisions in the Criminal Law. The judicial administrative department of the State Council shall revoke the practicing license of the representative agency or the practicing certificate of the representative.
If the offense is not serious enough to receive criminal punishment, the agency or representative shall receive administrative punishment, as well as revocation of their practicing license or certificate.
Article 25: If a representative agency or representative illegally engages in legal services or other profit-making activities by violating provisions in Article 15 of these regulations, the judicial administrative department of the provincial, regional or municipal government shall order a suspension of business within a specified time.
If the offense is serious, the judicial administrative department of the State Council shall revoke the practicing license of the representative agency or the practicing certificate of the representative.
In cases of illegal actions as listed in the preceding paragraph, the judicial administrative department of the provincial, regional or municipal government shall confiscate the illegal income and impose a fine of between 50,000 yuan (US$6,039) and 200,000 yuan (US$24,155) on the chief representative and other representatives held directly responsible.
Article 26: If a representative agency is found involved in any of the following cases, the judicial administrative department of the provincial, regional or municipal government shall give a warning and order it to make corrections within a specified time:
Employing a practicing Chinese lawyer or having an employed auxiliary staff member engaged in legal services; Not settling fees charged on legal services within Chinese territory; and Failing to submit documents for the annual review in time or failing to pass the review.
If the case is serious, the judicial administrative department of the provincial, regional or municipal government shall order it to suspend business within a specified time. If it fails to correct its behavior within the specified time, the judicial administrative department of the State Council shall revoke its practicing license:
In cases of illegal actions as prescribed in Clause 2, the judicial administrative department of provincial, regional or municipal government shall impose a fine, which shall be between one and three times the amount of money that should have been settled within Chinese territory.
Article 27: If a representative agency or representative is found involved in any of the following cases, the judicial administrative department of the provincial, regional or municipal government shall give a warning and confiscate the illegal income:
Acting as a representative, whether full time or part time, simultaneously in two or more representative agencies; Divulging business secrets or personal information of the party concerned; and Accepting money and goods or other benefits from the party concerned by taking advantage of legal services.
If the case is serious, the business shall be ordered to suspend its operations within a specified time and pay a fine of between 20,000 yuan (US$2,415) and 100,000 yuan (US$12,077).
Article 28: While a representative agency is being canceled, if it transfers its property outside of China before completing the redemption of debt, the judicial administrative department of the provincial, regional or municipal government shall order it to give back the transferred property for the redemption of the debts.
If it seriously harms the interests of others, its chief representative and other personnel directly involved shall be held criminally liable in accordance with provisions in the Criminal Law regarding the crime of hiding property.
If the offense is not serious enough to receive criminal punishment, the judicial administrative department of the provincial, regional or municipal government shall impose a fine on the representative agency of between 50,000 yuan (US$6,039) and 300,000 yuan (US$36,232).
The chief representative and other personnel held directly liable will also receive a fine of between 20,000 yuan (US$2,415) and 100,000 yuan (US$12,077).
Article 29: An employee at a representative agency who provides false evidence and conceals facts, or threatens and lures others by promise of gain to provide false evidence and conceal facts, shall be held criminally liable according to provisions in the Criminal Law regarding the crime of impairing testimony.
The judicial administrative department of the State Council shall revoke the representative's practicing certificate.
Article 30: If foreign law firms and foreign lawyers or other foreign organizations and individuals conduct legal services in China without authorization, or if representative agencies or their employees continue to conduct legal services within Chinese territory even after their permission to practice has been canceled, the judicial administrative department of the provincial, regional or municipal government shall outlaw them, confiscate their illegal income and impose a fine of between 50,000 yuan (US$6,039) and 300,000 yuan (US$36,246).
Article 31: If a representative agency has its practicing license revoked according to law, the foreign law firm to which this representative agency belongs shall not apply for establishing a representative agency in China within five years.
If an employee at a representative agency has its practicing certificate revoked according to law, this individual shall not act as a representative at any representative agency in China within five years.
If an employee at a representative agency faces a sentence according to law for endangering national and public security or disrupting social order, the parent law firm of the representative agency can no longer apply for establishing a representative agency in China.
This employee cannot act as a representative at any representative agency in China for the rest of his or her life.
Article 32: If a staff member of the judicial administrative department is found involved in any of the following cases, the person in charge and others directly responsible shall receive administrative punishment in the form of a demerit on their records, a more serious demerit on record or demotions to lower ranks, according to law:
Not examining and verifying the certificates and documents of the representative agency to be set up or the representatives according to requirements stipulated by these regulations; Not registering or conducting an annual review of the representative agency according to the provisions of these regulations; and Not collecting fees according to state regulations regarding items and standards for collecting fees.
Article 33: If a staff member of the judicial administrative department is found involved in any of the following cases, the person in charge and others directly responsible shall be demoted to a lower rank, dismissed from the office or expelled:
Issuing practicing licenses or certificates to the representative agency to be set up or the intended representative who do not meet the requirements stipulated by these regulations; Accepting money and goods and seeking personal gains by taking advantage of the position; Not revoking a representative agency or representative's permission to practice, not revoking their practicing license or certificate or not canceling the registration even though they should be punished for violating provisions of these regulations; Not presenting fine receipts while collecting fines according to law or not filling in the actual amount of the fine; Not implementing the system of separating fine imposition from fine collection or not turning in all the fees and fines collected or confiscated illegal income to the national treasury; Not investigating and dealing with, in a timely manner, the actions of representative agencies and their employees that violate provisions of these regulations; and Other actions of slack law enforcement or power abuse, which result in serious consequences.
If an illegal action listed above brings about serious losses to public property and damages national and public interests, the staff member will be held criminally liable according to the Criminal Law regarding the crime of abusing one's office, the crime of dereliction or the crime of accepting bribes.
Chapter 6: Supplementary provisions
Article 34: The judicial administrative department of the State Council shall, according to the principles of these regulations, draft up regulations for the administration of representative agencies set up by law firms in China's separate tariff zones.
Article 35: These regulations shall go into effect on Jan. 1, 2002.
As to the offices of foreign law firms that started trial operations in China or representatives who began trial practices with the approval of the judicial administrative department of the State Council before the implementation of these regulations, they shall reapply and go through the examination-and-approval procedures in accordance with the provisions of these regulations within 90 days of them going into effect.
