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Administration of the Registration of Enterprise Names Implementing Procedures
State Administration for Industry and Commerce Order No. 93, promulgated on 8 December 1999; revised by the State Administration for Industry and Commerce Order No. 10 on 14 June 2004 and effective as of 1 July 2004.)
Date Issued: 06-14-2004
Effective Date: 07-01-2004
Issuing authority: State Administration for Industry and Commerce


Part One General Provisions

Article 1 These Procedures have been formulated pursuant to the Administration of the Registration of Enterprise Names Provisions and related laws and administrative regulations in order to strengthen and improve the administration of the registration of enterprise names, protect the lawful rights and interests of the owners of enterprise names and safeguard the order of fair competition.

Article 2 These Procedures shall apply to the names of enterprise legal persons and enterprises without legal person status registered by administration authorities for industry and commerce.

Article 3 Enterprises shall select, and apply to register, their names in accordance with the law. Enterprises shall enjoy the rights to their names from the date of their establishment.

Article 4 Administration authorities for industry and commerce at every level shall verify, approve and register enterprise names in accordance with the law.
The names of enterprises that have been approved ultra vires shall be rectified.

Article 5 The administration of the registration of enterprise names shall be divided among different levels of administration authorities for industry and commerce. The State Administration for Industry and Commerce shall be in charge of the administration of the registration of enterprise names nationwide, and shall be responsible for verifying and approving the following types of enterprise names:
(1) names that commence with the characters such as "中国1", "中华2", "全国3", "国家4"or "国际5";
(2) Those using "中国"(China), "中华"(China), "全国"(National), "国家"(State), "国际"(International), and other characters in their names; and
(3) Those without their administrative divisions;

Local administrations for industry and commerce shall be responsible for verifying and approving the following types of enterprise names not included in the preceding paragraph:
(1) names that commence with an administrative division indicator at the same level; and
(2) names which, in compliance with Article 12 hereof, contain an administrative division indicator at the same level.

Administrations for industry and commerce that have been authorized by the State Administration for Industry and Commerce to approve and carry out the registration of foreign-invested enterprises shall verify and approve the names of foreign-invested enterprises in accordance with these Procedures.

Part Two Enterprise Names

Article 6 The name of an enterprise legal person may not contain the name of another legal person, unless otherwise provided by the State Administration for Industry and Commerce.

Article 7 An enterprise name may not contain the name of another enterprise.
The name of the branch of an enterprise shall commence with the name of the enterprise to which it belongs.

Article 8 Enterprise names shall be written in Chinese characters that fulfil State standards, and no letters from the Chinese pinyin alphabet or Arabic numerals may be used therein.
If an enterprise name needs to be translated for use in a foreign language, the enterprise shall translate and use the name itself based on the principles of literal translation. The enterprise shall not be required to submit such name to the administration authority for industry and commerce for verification, approval and registration.

Article 9 Enterprise names shall be composed of the administrative division indicator, business name, industry and form of organization, in that order, unless otherwise provided in laws, administrative regulations or these Procedures.

Article 10 With the exception of enterprises established by decision of the State Council, enterprise names may not commence with the characters such as "中国1", "中华2", "全国3", "国家4" or "国际5".
If the characters such as "中国1", "中华2", "全国3", "国家4" or "国际5" are used in the body of an enterprise name, such characters shall be qualifiers for the industry.
A wholly foreign-owned enterprise or a foreign-invested enterprise in which the foreign party holds a controlling interest that uses the name of the enterprise from a foreign country (region) making the capital contribution may put "(中国1)" in the body of its name.

Article 11 The administrative division indicator in an enterprise name is the name or place name of the administrative division at the county level or above where the enterprise is located.
The name of a municipal district may not be used as the sole administrative division indicator in an enterprise name. Enterprise names combining the name of a municipal district and the name of the municipal administrative division shall be subject to verification and approval of the municipal administration for industry and commerce.
Enterprise names combining the names of a provincial, a municipal and a county administrative division shall be subject to verification and approval of the administration for industry and commerce at the level of the highest administrative division.

Article 12 An enterprise legal person that fulfils the following conditions may place the administrative division indicator in its name after the business name and before the form of organization:
(1) it uses the business name component of the enterprise name of its holding company; and
(2) the enterprise name of the said holding company does not include an administrative division indicator.

Article 13 Subject to verification and approval of the State Administration for Industry and Commerce, an enterprise legal person may use an enterprise name that does not include an administrative division indicator, if:
(1) the enterprise was approved by the State Council;
(2) the enterprise was registered by the State Administration for Industry and Commerce;
(3) the amount of the enterprise registered capital (or registered funds) is not less than RMB 50 million; or
(4) the State Administration for Industry and Commerce has provided otherwise.

Article 14 The business name component of the enterprise name shall be composed of at least two characters.
The administrative division indicator may not be used as the business name, unless the place name of an administrative division at the county level or above has another meaning.

Article 15 A natural person investor name may be used as the business name in an enterprise name.

Article 16 The industry descriptor in an enterprise name shall reflect the industry of the national economy under which the nature of the enterprise economic activities falls or describe the characteristics of the enterprise business.
The content of the industry descriptor in the enterprise name shall be consistent with the enterprise scope of business.

Article 17 If the nature of the enterprise economic activities falls under more than one of the principal categories in which the industries of the national economy are divided, the enterprise shall select a term describing the industry of the national economy under which the nature of its main economic activities falls as the industry descriptor in its enterprise name.

Article 18 To not use a term describing an industry of the national economy as the descriptor in its enterprise name for the industry in which it is engaged, an enterprise shall meet the following conditions:
(1) the nature of its economic activities falls under five or more of the principal categories in which the industries of the national economy are divided;
(2) the amount of its registered capital (or registered funds) is at least RMB 100 million or it is the parent company in an enterprise group; and
(3) the business name component of its enterprise name is different from the business names in the enterprise names verified and approved or registered by the same administration authority for industry and commerce.

Article 19 An enterprise may put the name of a country (region) or the place name of an administrative division at the county level or above after the business name component of its name, in order to reflect the characteristics of its business.
The aforementioned place name shall not be deemed to be the administrative division indicator in the enterprise name.

Article 20 An enterprise name shall not give any explicit or implicit indication of business exceeding the enterprise scope of business.

Part three Registration of enterprise names

Article 21 An enterprise business licence shall be permitted to indicate only one enterprise name.

Article 22 When establishing a company, application for a preliminary verification and approval of the name shall be made.
If laws or administrative regulations stipulate that the establishment of an enterprise or items in its scope of business must be submitted for examination and approval, preliminary approval of the enterprise name shall be obtained before the submission for examination and approval is made. The enterprise name used in the submission shall be that verified and approved by the administration authority for industry and commerce.
Application for preliminary verification and approval of the name is optional when establishing other enterprises.

Article 23 When applying for preliminary verification and approval of the enterprise name, the representative designated by, or the agent appointed by, all the capital contributors, partners or cooperating parties (hereinafter collectively referred to as the "Investors") shall submit the application for preliminary verification and approval of the enterprise name to the administration authority for industry and commerce competent to verify and approve the enterprise name.
An application for preliminary verification and approval of the enterprise name shall state the name of the enterprise (backup names may be stated), domicile, registered capital, scope of business, names of investors, investment amount and ratio, and an authorized appointment opinion (the name, authority and term of the designated representative or appointed agent), and shall be signed and sealed by all investors.
A photocopy of the identity certificate of the representative or the appointed agent shall be pasted on the application for preliminary verification and approval of the enterprise name.

Article 24 Where an application for preliminary verification and approval of the enterprise name is made directly at the administration authority for industry and commerce, the administration authority for industry and commerce shall make its decision to approve or reject the enterprise name for which an application for preliminary verification and approval on the spot. If the name is approved, a Notice of Preliminary Verification and Approval of the Enterprise Name shall be issued. If the name is rejected, a Notice of Rejection of the Enterprise Name shall be issued.
Applications for preliminary verification and approval of the enterprise name submitted by postal mail, facsimile or electronic data interchange shall be handled according to the Procedure for Enterprise Registration Provisions.

Article 25 If an enterprise applying for registration of its establishment has handled preliminary verification and approval of its enterprise name, it shall submit the Notice of Preliminary Verification and Approval of the Enterprise Name.
If the name of the enterprise to be established involves laws or administrative regulations which stipulate that it must be submitted for examination and approval, and no examination and approval document can be submitted, the registration authority may not register the enterprise according to the preliminarily verified and approved enterprise name.
If the preliminary verification and approval of the enterprise name and enterprise registration are carried out with different administration authorities for industry and commerce, the registration authority shall send the relevant registration particulars to the administration authority for industry and commerce that verified and approved the enterprise name for record filing. The said registration particulars shall be sent within 30 days of the date of registration of the enterprise.

Article 26 If an enterprise changes its name, it shall apply to its registration authority for a change in registration.
If the name change for which the enterprise applies falls within the competence of its registration authority, the change of registration shall be carried out directly by the registration authority.
If the name change for which the enterprise applies falls beyond the competence of its registration authority, the matter shall be handled in accordance with Article 27 hereof.
An enterprise shall apply for the change of registration of the name(s) of its branch(es) within 30 days of the date on which its change of registration of enterprise name was verified and approved.

Article 27 When applying for a change of registration of enterprise name, where the enterprise registration and the verification and approval of the enterprise name are carried out with different administration authorities for industry and commerce, the enterprise registration authority shall carry out preliminary examination of the proposed name change of the enterprise, and shall submit an opinion on the verification and approval of the change of enterprise name to the administration authority for industry and commerce competent to verify and approve the name.
An opinion on the verification and approval of the change of enterprise name shall state the original enterprise name, the proposed change of the enterprise name (backup names), domicile, registered capital, scope of business, names of the investors and the examination opinion of the enterprise registration authority, and shall be sealed with the company chop. The administration authority for industry and commerce competent to verify and approve the name shall make a decision to approve or reject the change within five days after the receipt of the opinion on the verification and approval of the change of enterprise name. If the change is approved, a Notice of Verification and Approval of the Change of Enterprise Name shall be issued. If the change is rejected, a Notice of Rejection of the Change of the Enterprise Name shall be issued.
The registration authority shall, within 30 days of the date of change of registration of the verified and approved enterprise name, submit the relevant registration particulars to the administration authority for industry and commerce that verified and approved the enterprise name for record filing.

Article 28 The preliminary verification and approval and the verification and approval of the change of company name shall be valid for six months, and the verified and approved name shall automatically become void upon expiration of the period.

Article 29 If an enterprise's right to engage in a certain line of business is revoked and such line of business is indicated in its name, it shall apply to the registration authority for change of enterprise name and other such registration particulars within one month of the date that its right to engage in such line of business is revoked.

Article 30 If an enterprise whose name was verified and approved by another administration authority for industry and commerce carries out deregistration procedures or has its business licence revoked, the registration authority shall send the particulars of the verification and approval of the deregistration or the administrative punishment decision to the administration authority for industry and commerce that verified and approved the enterprise name for record filing.

Article 31 An enterprise name shall not be verified and approved if:
(1) it is the same as the business name component of the enterprise name of another enterprise in the same industry, where such business name was verified and approved or registered by the same administration authority for industry and commerce, unless there is an investment relationship between the two enterprises;
(2) it is the same as the business name component of the enterprise name of another enterprise, where such business name was verified and approved or registered by the same administration authority for industry and commerce and complies with Article 18 hereof, unless there is an investment relationship between the two enterprises;
(3) it is the same as the original name of another enterprise, where such original name was changed less than one year ago;
(4) it is the same as the name of an enterprise which was deregistered or had its business licence revoked less than three years ago; or
(5) it violates other laws or administrative regulations.

Article 32 Administration authorities for industry and commerce shall establish archives for the verification and approval, and the registration, of enterprise names.

Article 33 The formats of the Notice of Preliminary Verification and Approval of the Enterprise Name, the Notice of Verification and Approval of the Change of Enterprise Name, the Notice of Rejection of the Enterprise Name and the forms for the verification and approval, and the registration, of enterprise names shall be centrally formulated by the State Administration for Industry and Commerce.

Article 34 The enterprise names of enterprises from foreign countries (regions) shall be afforded protection in accordance with the relevant provisions of international conventions, agreements and treaties to which China accedes.

Part Four Use of Enterprise Names

Article 35 A preliminarily verified and approved enterprise name may not be used in business activities or assigned during the period of validity.
An enterprise that changes its name may not use the enterprise name, the change of which is verified and approved, appearing on its Notice of Verification and Approval of the Change of Enterprise Name to engage in business activities, and may not assign such name, until the enterprise registration authority has verified and approved the change of registration.

Article 36 Enterprises shall display their enterprise name at their place of domicile.

Article 37 The enterprise name used on an enterprise seal, bank accounts or stationery, etc. shall be the same as that appearing on its business licence.

Article 38 The enterprise name used in legal documents shall be the same as the enterprise name appearing on the enterprise business licence.

Article 39 Enterprises shall use their names in good faith.

Part five Supervision and administration and handing of disputes

Article 40 The administration authorities for industry and commerce at each level shall supervise and administer the use of enterprise names by enterprises active in their respective jurisdictions according to law.

Article 41 If, during the course of its use, a registered enterprise name causes the public to be deceived or misled or the lawful rights and interests of a third party to be prejudiced, it shall be determined to be an inappropriate enterprise name and rectified.

Article 42 If a dispute arises between an enterprise and a third party over a name, the enterprise may apply to the administration authority for industry and commerce for handling, or it may initiate an action in the people's court.

Article 43 If an enterprise petitions the administration authority for industry and commerce to handle a name dispute, it shall submit the following materials to the administration authority for industry and commerce that verified and approved the third party name:
(1) an application;
(2) evidence of the qualifications of the applicant;
(3) evidence; and
(4) other relevant materials.

The application shall be signed by the applicant and stating such particulars as the details of the applicant and the respondent, the facts and cause of the name dispute, the claims, etc.
If an agent is appointed, the power of attorney and evidence of the qualifications of the agent appointed shall also be submitted.

Article 44 After accepting the enterprise name dispute, the administration authority for industry and commerce shall handle the case in accordance with the following procedure within six months:
(1) verification of the details of the enterprise name registrations carried out by the applicant and the respondent;
(2) investigation and verification of the materials submitted by the applicant and the details of the dispute;
(3) written notification of the respondent, giving details of the name dispute and requiring the respondent to submit a written opinion on the dispute issues within one month; and
(4) handling of the case in compliance with the principle of protecting industrial property rights and in accordance with the relevant regulations on the administration of the registration of enterprise names.

Part Six Supplementary Provisions

Article 45 The registration of the following types of names, which need to be registered with the administration authority for industry of commerce, shall be carried out with reference to the Administration of the Registration of Enterprise Names Provisions and these Procedures:
(1) names of enterprise groups, which shall be structured as follows administrative division indicator + business name + industry + the characters "group"; and
(2) the names of other organizations which, according to regulations, need to be registered with the administration authority for industry and commerce.

Article 46 The standard texts for application for preliminary verification and approval of enterprise name and opinion on the verification and approval of the change of enterprise name shall be centrally formulated by the State Administration for Industry and Commerce. Administration authorities for industry and commerce of all regions shall print the applications and opinions according to the standard texts.

Article 47 These Procedures shall be implemented as of 1 July 2004.