I. Applicants may apply for an alteration of a domestic company into a foreign-invested company when all of the following conditions are met:

1. Those whose businesses involve the Special Administrative Measures for Foreign Investment Access or foreign mergers and acquisitions shall be subject to the approval of the approving authority.

2. The number of shareholders or the initiators meet the statutory quorum. Limited liability companies (LLC) are set up by less than fifty shareholders, while joint stock LLC have two or more initiators but not more than 200, more than half of which have domiciles in China.

3. The LLC fulfills the amount of capital contribution subscribed by all shareholders in accordance with the articles of association; the capital stock subscribed by the initiators and raised by the public of a joint stock LLC reaches the statutory minimum amount of assets, and the issuance and preparations of shares comply with the laws and regulations.

4. The shareholders of the LLC jointly formulate the articles of association; the initiators of the joint stock LLC formulate the articles of association, which has been approved by the founding meeting.

5. There is a company name conforming to laws and regulations, and an organization has been established in accordance with the requirements of LLC or joint stock LLC.

6. There are fixed production and operation premises, and the necessary conditions for production and operation are met.

7. There is at least one shareholder or initiator of foreign nationality.

8. The domestic company makes the resolution or decision on alteration in accordance with laws.

II. Applicants may apply for an alteration of a domestic partnership company into a foreign-invested partnership company when all of the following conditions are met:

1. Those whose businesses involve the Special Administrative Measures for Foreign Investment Access or foreign mergers and acquisitions shall be subject to the approval of the approving authority.

2. The domestic partnership company is established in China by more than two foreign companies or individuals, or it is established in China by at least one foreign company or individual together with Chinese natural persons, legal persons and other organizations. If the partner is a natural person, he/she shall have completed civil acts.

3. There is a written partnership agreement.

4. Capital contributions subscribed or actually paid by the partners.

5. There is a name as well as production and operation premises for the partnership company.

6. A limited liability partnership company is established by two or more partners but not more than 50, except for those subject to other special laws. The limited liability partnership company has at least one general partner.

7. A professional service institution that provides paid services to clients with professional knowledge and expertise may be established as a special general partnership company.

8. All partners or the person(s) as agreed in the partnership agreement make the decision on alteration.