【正文】 rt on the basis of which the joint venture shall issue a capital contribution certificate to the parties to the joint venture. The capital contribution certificate shall include the following particulars: name of the joint venture, the day, month and year of the establishment of the joint venture, the names of the parties to the joint venture and their capital contribution, the date, month and year on which their capital contribution is made, and the date, month and year of the issuance of capital contribution certificates.Chapter V Board of Directors and Business Management OrganizationArticle 30 The board of directors shall be the highest authority of a joint venture, which shall decide all major issues concerning the joint venture.Article 31 The board of directors shall consist of no less than three members. The number of directors to be appointed by each party shall be determined through consultation by the parties to the joint venture with reference to the proportion of their respective capital contribution. The term of office for each director is four years, which may be renewed when a director is reappointed by the original appointing party to the joint venture.Article 32 The board meeting shall be convened at least once a year. The meeting shall be called and presided over by the chairman of the board. Should the chairman be unable to call the meeting, he shall authorize the vicechairman or a director to call and preside over the meeting. The chairman may convene an interim meeting upon a proposal made by more than onethird of the total number of directors. A board meeting requires a quorum of over twothirds of the directors. Should a director be unable to attend the meeting, he may issue a power of attorney to appoint a proxy to represent him and vote on his behalf. A board meeting shall usually be held at the location of the joint venture39。5. the position of the board of directors, its responsibilities, powers and rules of procedure, the term of office of the directors, and the responsibilities of its chairman and vicechairman。9. the stipulations concerning labor management, wages, welfare, and labor insurance。 5. other documents required by the examination and approval authorities.Documents listed in the preceding paragraph shall be written in Chinese, and documents (2), (3) and (4) can be written simultaneously in a foreign language agreed upon by the parties to the joint venture. Documents written in both languages shall be equally authentic and effective.Anything inappropriate in the submitted documents found by the examination and approval authorities shall be required to be amended within a specified time limit.Article 8 Upon receipt of all the documents stipulated in Article 7 hereof, the examination and approval authorities shall, within 3 months, decide whether to approve or disapprove.Article 9 The applicant shall, within one month upon receipt of the certificate of approval, go through the registration formalities with the administrative authority for industry and merce (hereinafter referred to as the registration authority) in accordance with the relevant provisions of the State. The date on which the business license of the joint venture is issued shall be the date of the establishment of the joint venture.Article 10 For the purposes of these Regulations, joint venture agreement refers to the document agreed upon by the parties to the joint venture on some major points and principles regarding the establishment of the joint venture. Joint venture contract refers to the document in which a consensus is reached by the parties to the joint venture on their mutual rights and obligations. Articles of association refers to the document agreed upon by the parties to the joint venture specifying the purposes, organizational principles and methods of management of the joint venture in pliance with the principles of the joint venture contract. Where the joint venture agreement is in conflict with the joint venture contract, the latter shall prevail. The parties to the joint venture may agree to sign the joint venture contract and Articles of association only, without concluding a joint venture agreement.Article 11 A joint venture contract shall include the following main particulars:1. the names, the countries of registration, the legal addresses of parties to the joint venture, and the names, positions and nationalities of the legal representatives thereof。 or5. there is obvious inequity in the agreements, contracts and Articles of association signed, impairing the rights and interests of one party to the joint venture.Article 5 A joint venture shall have the right to independently conduct business and management within the scope as prescribed by Chinese laws and regulations, and by the agreement, contract and Articles of association of the joint venture. The departments concerned shall provide support and assistance.Chapter II Establishment and RegistrationArticle 6 The establishment of joint ventures within the territory of China shall be subject to the examination and approval of the Ministry of Foreign Trade and Economic Cooperation of the People39。s Republic of China on SinoForeign Equity Joint Ventures on July 22, 2001, and finally amended in accordance with Decision of the State Council on Abolishing and Revising Some Administrative Laws and Regulations on January 8, 2011。PromulgatorState CouncilDocument noOrder of the State Council No. 648 amended for the fifth time according to Decision of the State Council on Repealing and Revising Certain Administrative Regulations on February 19, 2014)Chapter I General ProvisionsArticle 1 These Regulations are formulated for the purpose of facilitating the smooth implementation of the Law of the People39。s Republic of China (hereinafter referred to as MOFTEC). Upon approval, MOFTEC shall issue a certificate of approval.The State Council shall autho