Shanghai Chinese

Shanghai Chinese

Isn't there a shanghai mahjongg type game that uses chinese-type balls instead of tiles?

I love the game called shanghai mahjongg, but I prefer the chinese balls, than the tiles.

Well I played a version that had Chinese characters... but it was on one of those airplane game/movie screens on a flight to Tokyo...

For Shanghai Chinese Deals Click The Blue Links Below

The establishment of a Foreign Invested Company Limited by

Shares (also known as a “joint stock company”) was designed to

accommodate investors seeking to issue shares to the public or

to list on the Shanghai, Shenzhen or foreign stock exchanges

(under Chinese foreign investment law nomenclature, the Hong Kong Stock Exchange qualifies as a “foreign” stock exchange).

Consequently, the establishment of FICLS is subject to stricter

conditions than the establishment of Equity Joint Ventures,

Cooperative Joint Ventures, and Wholly Foreign Owned

Enterprises – so far, applications for the establishment of

FICLS have been denied more often than not. Although an FICLS

may be set up directly, a Joint Venture is eligible to convert

to an FICLS after three profitable years if it meets the

conditions set forth below.

The Registered Capital of an FICLS must be no less than 5

million RMB (about US$ 625,000). There be at least 5

shareholders, and 25% foreign shareholding is required. Like

the Equity Joint Venture, profits and liquidated net assets

must be distributed in proportion to shareholding.

Promoters

At least two promoters are required to form an FICLS, and more

than half of them must reside in China. Further, a promoterÂ’s

shares in an FICLS are subject to a 3 year lock-up (they cannot

be transferred within 3 years of the date of establishment of

the company). Share buy-backs are not permitted except under

limited circumstances. The promotersÂ’ share capital must be at

least 35% of total share capital if shares are offered to the

public.

Shares

All shares may be paid for in cash or property, in lump sum or

installment payments. The initial installment payment must be

at least 20% of the total share capital, and promoters must pay

in full within 2 years after the date that the Business License

is issued. Stricter requirements may be set out in the Articles

of Association if so desired.

Corporate Governance

Management must be in proportion to shareholding. An FICLS must

appoint at least 3 members to a supervisory board, which is

responsible for supervising the performance and regulatory

compliance of directors and senior executives, and monitoring

the companyÂ’s financial affairs. This requirement is more

strictly enforced than is the case with Joint Ventures and

Wholly Foreign Owned Enterprises.

An FICLS must appoint between 5 and 19 directors. Board

meetings are required biannually with at least 10 days notice.

50% of the directors constitutes a quorum. A special meeting

may be forced by one-third of the directors or supervisors, or

shareholders holding 10% or more of the share capital.

Significantly for minority shareholders, all board decisions

must be passed by majority vote or (in the case of important

decisions such as termination, increase or decrease of

Registered Capital, etc.) by a two-thirds majority vote –

unanimous approval cannot be required. Thus a 25% foreign

shareholder would have no veto power over any board decisions.

David Carnes is licensed to practice law in California. He speaks and reads Mandarin Chinese and has several years experience working with Chinese law firms and Sino-American joint ventures. Check out his website, Import from China [http://importfromchina.blogspot.com].

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