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Measures of Guangzhou Municipality for the Management of Social Organizations

2024-03-28 15:56
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  (Issued on October 30, 2014 in accordance with Decree No. 108 of the People’s Government of Guangzhou Municipality and amended on September 30, 2015 in accordance with Decree No. 132 of the People’s Government of Guangzhou Municipality)

  Chapter I General Provisions

  Article 1 In order to promote the development of social organizations, strengthen the management of social organizations, promote the integrity and self-discipline of social organizations, and give play to the role of social organizations in social management services, these Measures are formulated in accordance with the Regulations on the Management of Registration of Social Organizations, Interim Regulations on the Management of Registration of Private Non-Enterprise Entities, Regulations on the Management of Foundations and other relevant laws and regulations and on the basis of the actual conditions of the reform in the management of the registration of social organizations in this Municipality.

  Article 2 The term “social organizations” herein refers to social groups, private non-enterprise entities and foundations registered within the administrative area of this Municipality.

  Article 3 These Measures shall apply to the registration, cultivation, supervision and management of social organizations within the administrative area of this Municipality.

  Article 4 The management of social organizations shall adhere to the principles of withdrawal of government functions from social organizations, clear rights and responsibilities, and self-governance according to law.

  Article 5 The municipal and district civil affairs authorities are the authorities managing the registration of social organization within the administrative area of this Municipality.

  Where the establishment of social organizations requires pre-approval according to laws and regulations, the relevant departments shall act as the competent authorities of such social organizations (hereinafter collectively referred to as the competent authorities), and perform the duties of the competent authorities in accordance with the law.

  The authorities in charge of education, religion, public security, justice, finance, health and price at all levels in this Municipality shall implement supervision and management of social organizations ex officio.

  Article 6 The management of social organizations shall follow the principle of equal emphasis on both cultivation & development and standardized management. Governments at all levels in this Municipality and the government sectors thereof shall promote the healthy and orderly development of social organizations, support and guide social organizations to participate in social management and public services, and enhance the ability of social organizations to resolve social conflicts, provide social services, and participate in social management.

  Chapter II Establishment Registration

  Article 7 Private non-profit education and training institutions, private non-profit medical institutions, private social welfare institutions, private museums and other social organizations subject to pre-approval as stipulated by laws and administrative regulations shall first obtain the corresponding license or approval document with the consent of the competent authorities before applying to the registration authority for establishment registration.

  Other social organizations other than those specified in the preceding paragraph may directly apply to the registration authority for establishment registration.

  Article 8 Within the same administrative area, two or more social organizations with the same or similar business scope may be established, but the names and logos of the social organizations shall be obviously different.

  Article 9 The number of members of social organizations established and registered in this Municipality shall not be less than 15.

  Article 10 The naming of a social organization shall comply with the provisions of laws and regulations without violation of social morality, public order and good customs, and shall abide by the following provisions:

  (1) The name shall be consistent with its business scope, member distribution, and activity area, and accurately reflect its characteristics.

  (2) “China”, “Nationwide”, “Chinese”, “Guangdong” and similar words shall not be used.

  (3) Social organizations with a trade name shall not use a political, religious or easily ambiguous trade name.

  (4) It shall not be the same as or obviously similar to the name of a social organization that has been legally registered or whose application for registration has been accepted by the registration authority.

  If the name as applied for registration by the social organization has any of the above circumstances, the registration authority will not register it.

  Article 11 A social organization shall have a fixed domicile, and the domicile must have a reachable postal address.

  Article 12 When a foundation applies for establishment registration, it shall provide the registration authority with a capital verification report issued by a qualified social capital verification institution.

  Social groups and private non-enterprise entities do not need to provide capital verification reports to the registration authority when applying for establishment registration.

  Article 13 To apply for the registration of a social group, the founder shall submit the following documents to the registration authority:

  (1) An application;

  (2) Certificate of the right to use the domicile to be registered;

  (3) Basic information and identity certificates of the founder and the proposed responsible person;

  (4) Draft articles of association.

  Article 14 To apply for the registration of a private non-enterprise entity, the founder shall submit the following documents to the registration authority:

  (1) An application;

  (2) Certificate of the right to use the domicile;

  (3) Basic information and identity certificate of the proposed responsible person;

  (4) Draft articles of association.

  Private non-enterprise entities that are subject to pre-approval as specified in the first paragraph of Article 7 herein shall also submit relevant licenses (duplicates) or approval documents from the competent authorities.

  Article 15 To apply for the registration of a foundation, the founder shall submit the following documents to the registration authority:

  (1) An application;

  (2) Draft articles of association;

  (3) Capital verification certificate and domicile certificate;

  (4) List and identity certificates of directors, and personal profiles of the proposed chairman, vice-chairman and secretary-general.

  Article 16 The founders or organizers of social groups, private non-enterprise entities and foundations (hereinafter collectively referred to as founders) shall submit relevant documents for establishment registration to the registration authority within 15 days after the preparatory meeting for establishment is held. If the submitted documents are incomplete, the registration authority organ shall issue a Notice of Supplementation and Correction of Documents within 5 working days; if the submitted documents are complete, the registration authority shall make a decision of approval or disapproval of establishment registration within 20 working days from the date of accepting the application for establishment registration of a social organization. In case of disapproval, the reasons shall be explained in writing.

  Article 17 Social groups and foundations may establish branch (representative) offices.

  A branch (representative) office does not have legal personality, and its legal responsibility is borne by the social organization that has established it.

  Article 18 If a social organization changes its name, domicile, legal representative and so on after its establishment registration, it shall go through internal procedures in accordance with its articles of association, and apply to the registration authority for change registration within 30 days after completing the internal procedures. The registration authority shall complete the processing within 10 working days from the date of receiving the qualified application documents.

  Article 19 If a social organization falls under any of the following circumstances, it shall apply to the registration authority for de-registration:

  (1) It has fulfilled the purpose stipulated in the articles of association of the social organization, or any cause of dissolution stipulated in the articles of association arises;

  (2) Separation or merger;

  (3) Self-dissolution;

  (4) Termination due to other reasons.

  Article 20 Before going through the de-registration procedures, a social organization itself shall form a liquidation group to conduct liquidation, clear up the creditor’s rights and debts, write off the fiscal bills, deal with the aftermath, and report to the registration authority (a social organization registered for establishment with pre-approval as stipulated by laws and regulations shall report to the competent authorities); after the social organization establishes a liquidation group, it shall not carry out other activities in the name of the organization except to carry out liquidation work.

  The social organization shall go through the de-registration formalities with the registration authority within 15 days from the date of liquidation, and the registration authority shall complete the procedures within 10 working days from the date of receipt of the application documents.

  For a deregistered social organization, its branch (representative) offices shall be deregistered at the same time.

  Chapter III Internal Governance

  Article 21 A social organization shall establish an internal management system with the articles of association as the core, as well as mechanisms for democratic election, democratic decision-making, democratic management, democratic supervision, honesty and self-discipline, and incorruptness.

  The articles of association of a social organization are the basic basis for the internal governance of the social organization, and shall conform to relevant laws and regulations.

  The registration authority shall formulate a sample of the articles of association for social organizations, clarifying the purpose, business scope, conditions for serving as the responsible person, and procedures for the appointment and removal of the responsible person of social organizations.

  Amendments to the articles of association of a social organization shall be approved by voting in accordance with the procedures specified in the articles of association and reported to the registration authority for approval.

  If the contents stipulated in the articles of association of a social organization conflict with laws and regulations, the conflicting part shall be invalid.

  Article 22 Social organizations shall adhere to the principle of withdrawal of government from social organizations. Current civil servants of the State are not allowed to concurrently hold a position in industry associations, non-local chambers of commerce, private non-enterprise entities and foundations. Those who really need to hold concurrent positions after retirement shall be examined and approved in strict accordance with relevant regulations.

  Article 23 Social organizations may establish decision-making, executive and supervisory bodies based on actual conditions and in accordance with the principles of clear powers and responsibilities, mutual constraints, and coordinated operation.

  Article 24 The member (member representative) assembly of a social organization, the administrative council (board of directors) of a private non-enterprise entity, and the administrative council of a foundation are the decision-making bodies of social organizations, and mainly perform the following duties:

  (1) Decide on the business scope and job functions;

  (2) Elect or remove the responsible person of the social organization;

  (3) Review the annual work report and annual financial report of the organization;

  (4) Make resolutions on the changes of organization registration items, establishment of branch (representative) offices, dissolution, liquidation and termination of the organization, etc.;

  (5) Amend or revoke inappropriate decisions made by the executive body, supervisory body and other bodies of the organization;

  (6) Formulate or revise the articles of association and election methods of the organization;

  (7) Other major matters.

  If the articles of association of a social organization provide otherwise, such provisions shall prevail.

  Article 25 The executive body of a social organization shall be decided by the decision-making body of the social organization and specified in the articles of association, responsible for implementing the resolutions of the decision-making body, putting forward work suggestions and reporting work to it, managing internal departments and full-time staff, and deciding on specific work.

  Article 26 An industry association or chamber of commerce shall set up a board of supervisors, and a foundation shall set up a board of supervisors or have supervisors. Directors shall not concurrently act as supervisors.

  The board of supervisors (or supervisors) is (or are) the supervisory body (or supervisory personnel) of a social organization. The supervisory body (or supervisory personnel), under the leadership of the decision-making body, performs the internal supervisory duties of the organization, mainly assuming the following duties:

  (1) Report annual work to the decision-making body and report major matters in a timely manner.

  (2) Supervise the election and dismissal work within the organization.

  (3) Supervise the implementation of the decisions of the decision-making body by the executive body.

  (4) Examine the financial and accounting information of the organization. When necessary, report the situation to the registration authority and the taxation and accounting authorities, and assist the above-mentioned departments in supervision and inspection.

  (5) Supervise the organization’s compliance with laws, regulations and articles of association. When the acts of the responsible person, members and staff of the organization cause damage to the interests of the organization or violate laws, regulations and the articles of association, require them to make corrections, and report to the decision-making body and relevant government departments if necessary, and assist relevant departments to investigate and deal with them in accordance with the law.

  (6) Have the right to raise questions and suggestions to the decision-making body and the executive body.

  (7) Responsible for the corruption prevention and control work of the organization.

  Article 27 The legal representative of a social organization shall be the responsible person of the organization, which shall be specified in the articles of association.

  Article 28 A social organization shall establish an internal information disclosure mechanism, and disclose its major activities, financial status, work report and other information to the members of the organization at least once a year.

  Social organizations that have accepted donations and funding shall, within 15 working days after accepting donations and funding, release to the public the information on donations and materials accepted through the municipal social organization supervision and information release platform, and disclose the relevant information on the use of donations and funding in the annual report.

  Article 29 Industry associations and chambers of commerce shall take the following measures to strengthen industry incorruptness construction and standardize industry management:

  (1) Establish an incorruptness supervisory body, formulate industry conventions, codes of conduct, and service standards, and strengthen industry incorruptness and self-discipline;

  (2) Report the dishonest and corrupt behaviors of member units to the market supervision department in a timely manner, and assist the market supervision department to deal with them;

  (3) Lawfully incorporate the records of dishonest and corrupt behaviors of member units into the social credit information system;

  (4) Other industry incorruptness construction measures stipulated by laws and regulations.

  Social organization registration authorities, competent authorities and relevant administrative authorities shall take measures to regulate the service and charging behaviors of industry associations, chambers of commerce and other social organizations.

  Article 30 The assets and income of social organizations shall be fully used for the business scope and the development of public welfare undertakings stipulated in the articles of association, unless otherwise stipulated by laws and regulations.

  The property disposal of social organizations shall conform to the purpose and business scope of service activities stipulated in their articles of association, and shall not be distributed among their members.

  Article 31 Social organizations shall implement the accounting system for private non-profit organizations stipulated by the State, set up accounting bodies or assign accounting personnel, and conduct accounting in accordance with the law; if they do not have such conditions, they shall entrust an intermediary agency that has been approved to engage in accounting agency service as an agent for bookkeeping.

  Social organizations shall ensure that the accounting documents are legal, authentic, accurate and complete, and keep them as long-term archives.

  When a social organization elects or changes its legal representative, it shall submit an audit report issued by a qualified accounting firm to its registration authority 15 working days in advance.

  Chapter IV Cultivation and Support

  Article 32 The municipal and district people’s governments shall include the funds for supporting the development of social organizations in the annual budgets of the civil affairs authorities, which shall be used to support social organizations to effectively undertake the transfer of government functions, purchased services and entrusted matters with authorization, and support social organizations to cultivate service brands and provide public goods and public welfare support.

  Article 33 Registration authorities at all levels shall guide the establishment of social organization cultivation and incubation bases at the corresponding levels; relevant competent authorities shall, according to actual needs, guide the establishment of social organization cultivation and incubation bases in relevant fields and industries.

  Various social organization cultivation and incubation bases shall give priority to cultivating and incubating social organizations of public welfare, charity and social service, provide office space, policy consulting, project planning, talent training, institution incubation, small grants and other support services for resident social organizations or public service projects, and guide their daily activities.

  Social organization cultivation and incubation bases may apply for a one-time financial subsidy in accordance with relevant regulations. Finance authorities at all levels in this Municipality shall provide support for the daily operating expenses of the social organization cultivation and incubation bases under their jurisdiction, include them into the fiscal budget, and allocate work expenses.

  Article 34 The municipal institutional establishment authority is responsible for regularly compiling a catalogue of functions to be transferred from the government at the corresponding level to social organizations, and making it public, so as to gradually enable social organizations to undertake administrative services undertaken by the government in accordance with the law.

  Article 35 The municipal finance authority is responsible for regularly compiling a catalogue of services to be purchased by the government at the corresponding level from social organizations, and making it public. Governments at all levels in this Municipality shall encourage and guide social organizations to participate in social management and provide public services in an orderly manner, and support social organizations to carry out public services.

  Article 36 The municipal civil affairs authority is responsible for regularly compiling a catalogue of social organizations qualified to undertake government functions and purchased services in this Municipality, make it public and implement dynamic management.

  For functions to be transferred from governments at all levels in this Municipality and the government sectors thereof to social organizations and services to be purchased from social organizations, best social organizations shall be selected from the catalogues specified in the preceding paragraphs by competitive means, such as bidding.

  Article 37 Social organizations are entitled to preferential tax policies in accordance with relevant national regulations.

  The municipal finance authority and the municipal taxation authority shall examine and confirm the tax-exemption qualifications of non-profit organizations applied for by social organizations that have been approved for establishment registration by the registration authority every year, and make them public.

  Article 38 When drafting local regulations, government rules, public policies and industry development plans related to social organizations, governments at all levels and relevant authorities in this Municipality shall seek opinions from relevant social organizations.

  Chapter V Supervision and Management

  Article 39 The registration authority shall perform the following supervision and management duties:

  (1) Be responsible for the registration or filing of the establishment, change and cancellation of social organizations;

  (2) Conduct grading evaluation of social organizations;

  (3) Supervise and inspect the daily activities of social organizations;

  (4) Impose administrative penalties on the illegal acts of social organizations;

  (5) Guide and manage social organizations in a classified manner;

  (6) Other duties stipulated by laws and regulations.

  Article 40 The competent authorities shall perform the following duties:

  (1) Be responsible for the review for establishment registration, change registration and cancellation registration of some social organizations;

  (2) Supervise and guide social organizations to abide by the Constitution, laws, regulations and national policies, to establish and improve internal governance and incorruptness mechanisms, and to carry out activities in accordance with their articles of association;

  (3) Assist the registration authority and other relevant departments in investigating and punishing the illegal acts of social organizations;

  (4) Other duties stipulated by laws and regulations.

  Article 41 Social organizations shall abide by the provisions of the Constitution and laws, and shall neither violate social morality, public order and good customs nor engage in the following acts:

  (1) Force entities and individuals to join or restrict their withdrawal from social organizations, unless otherwise provided by laws and regulations;

  (2) Impose property or personal punishment on members of the organizations;

  (3) Force entities and individuals to make donations or accept apportionments of donation;

  (4) Make use of overseas donations or funding to engage in activities endangering national security, and non-religious social organizations make use of overseas donations or funding to engage in religious activities;

  (5) Carry out evaluation, compliance and commendation activities outside of members of social organizations;

  (6) Acts unrelated to the purpose and articles of association of the social organizations.

  Article 42 If a social organization is subject to any of the following major matters, it shall report in writing to the registration authority and relevant competent authorities 15 days in advance, and submit relevant information such as the content, method, scale, participants, time, place and funds of the activities:

  (1) Hold a general meeting of members (member representatives);

  (2) Establish an economic entity;

  (3) Accept overseas donations or financial aids;

  (4) Foreign-related (including Hong Kong, Macao and Taiwan regions) activities;

  (5) Fundraising activities targeted at the public conducted by foundations and public welfare and charitable organizations.

  Article 43 Where the original responsible person or the relevant staff of a social organization refuse to go through the transfer procedures, and illegally hold the certificates, seals or relevant documents of the social organization after the change of the responsible person according to law, the registration authority shall announce that such certificates, seals or relevant documents are invalid.

  Article 44 Social organizations shall implement an annual reporting system. Social organizations shall submit annual reports before March 31 each year. Except for the re-election of the responsible person or change of the legal representative of a social organization, the annual report does not need to include a financial audit report.

  Article 45 A classified evaluation system and dynamic evaluation shall be implemented for social organizations.

  A social organization evaluation mechanism of government guidance, departmental coordination and social participation shall be established, and third-party evaluation agencies are encouraged to participate in the evaluation of social organizations.

  Article 46 The social organization grading evaluation results shall serve as an important basis for the government to transfer functions to social organizations and purchase services from them; if the grading evaluation results of a social organization reach 3A or above stipulated in the Measures for the Management of Social Organization Evaluation of the Ministry of Civil Affairs, it shall have the priority to undertake government functions and purchased services under the same conditions.

  Article 47 The municipal civil affairs authority shall establish a municipal social organization information release platform to promptly and accurately disclose to the public the registration management information of social organizations and other information that shall be announced and made public in accordance with the law.

  Registration authorities at all levels in this Municipality shall establish and improve registration archives and statistical systems of social organizations.

  Article 48 The registration authority and relevant government sectors shall promptly release to the public the social organizations’ compliance with laws and regulations, honesty and trustworthiness, incorruptness and other information, and incorporate such information into the social credit management system in accordance with the law.

  Chapter VI Legal Liability

  Article 49 If a social organization falls under any of the following circumstances, the registration authority shall cancel its registration in accordance with Article 32 of the Regulations on the Management of Registration of Social Organizations, Article 24 of the Interim Regulations on the Management of Registration of Private Non-Enterprise Entities and Article 41 of the Regulations on the Management of Foundations:

  (1) Fraudulently get registered causing its failure to meet the requirements for establishment registration as stipulated by laws, regulations and these Measures;

  (2) Fail to carry out activities within one year from the date of establishment registration;

  (3) Meet the cancellation conditions but refuse to go through the cancellation procedures.

  Article 50 If a social organization falls under any of the following circumstances, the registration authority shall give a warning and order it to make corrections or stop its activities, and may order the removal of relevant responsible personnel in accordance with Article 33 of the Regulations on the Management of Registration of Social Organizations, Article 25 of the Interim Regulations on the Management of Registration of Private Non-Enterprise Entities and Article 42 of the Regulations on the Management of Foundations; in case of severe violation, its registration shall be revoked:

  (1) Violate Article 18 herein by failing to go through the change registration procedures;

  (2) Violate Article 30 herein by embezzling, privately allocating or misappropriating the assets or accepted donations or financial aids of social organizations;

  (3) Violate Item (1) of Article 41 herein by forcing entities and individuals to join or restricting their withdrawal from social organizations;

  (4) Violate Item (2) of Article 41 herein by imposing property penalties on members of the organizations;

  (5) Violate Item (3) of Article 41 herein by forcing entities and individuals to make donation or accept apportionments of donation;

  (6) Violate Item (5) of Article 41 herein by conducting evaluation, compliance and commendation activities outside of members of social organizations.

  If social groups or private non-enterprise entities commit the acts specified in the preceding paragraph and obtain illegal business turnover or illegal gains, such business turnover or gains shall be confiscated, and a fine ranging from one to three times the illegal business turnover, or three to five times the illegal gains shall be imposed.

  Article 51 If a social organization falls under any of the following circumstances, the registration authority shall give a warning and order it to make corrections or stop its activities within a time limit; in case of severe violation, a fine ranging from RMB 20,000 to 50,000 shall be imposed:

  (1) Violate Article 28 herein by failing to disclose its major activities, financial status, work report and other information to the members of the organization once a year or failing to release to the public the information on donations and materials accepted within 15 working days after accepting donations or funding and disclose the relevant information on the use of donations and funding in the annual report;

  (2) Violate Article 42 herein by failing to report major matters;

  (3) Violate Article 44 herein by failing to submit an annual report.

  Article 52 If a social organization falls under any of the following circumstances, the registration management authority shall ban it and confiscate its illegal property in accordance with Article 35 of the Regulations on the Management of Registration of Social Organizations, Article 27 of the Interim Regulations on the Management of Registration of Private Non-Enterprise Entities and Article 40 of the Regulations on the Management of Foundations:

  (1) Conduct activities in the name of social organizations without registration;

  (2) Social organizations whose registration has been cancelled continue to carry out activities in the name of social organizations.

  After an illegal social organization is banned, the registration authority shall dispose of the illegal property confiscated according to the relevant national regulations; the confiscated illegal gains and the money from disposal of the confiscated property according to law shall be turned over to the national treasury. If an illegal social organization continues to carry out activities after being banned, the registration authority shall promptly notify the relevant authorities to jointly investigate and deal with it.

  Article 53 If a social organization violates Item (4) of Article 41 herein by making use of overseas donations or funds to engage in activities that endanger national security, the registration authority shall impose a fine of RMB 50,000 on the organization, and may order it to replace its responsible personnel; in case of severe violation, its registration shall be cancelled. The relevant responsible personnel shall be dealt with in accordance with Article 22 of the Detailed Rules for the Implementation of the Law of the People’s Republic of China on the National Security. If a crime is constituted, criminal responsibilities shall be investigated for in accordance with the law. If a crime is not constituted, the national security organ shall give a warning or admonishment or order to sign a statement of repentance.

  If a non-religious social organization violates Item (4) of Article 41 herein by making use of overseas donations or funds to engage in religious activities, the religious affairs authority shall order it to stop such activities in accordance with Paragraph 2 of Article 43 of the Regulations on Religious Affairs of the State Council; if there are illegal gains, the illegal gains shall be confiscated; in case of severe violation, a fine ranging from one to three times the illegal gains may be imposed concurrently.

  Article 54 Where the registration authorities, other relevant authorities or legally authorized organizations and their staff violate the provisions of these Measures by abusing their powers, neglecting their duties or engaging in malpractices for personal gains, the directly responsible supervisors and other directly responsible personnel shall be punished according to law; those suspected of committing a crime shall be handed over to judicial organs for handling according to law.

  Chapter VII Supplementary Provisions

  Article 55 People from Hong Kong, Macao or Taiwan who invest in establishing economic entities in this Municipality and have such entities registered with the administration for industry and commerce of this Municipality may hold leadership positions and non-leadership positions of social organizations in this Municipality other than the positions of legal representatives after obtaining the approval of the relevant authorities in accordance with relevant regulations.

  Article 56 The term “responsible person of a social organization” herein refers to a member of the organization who holds the position of secretary general or a higher position if such an organization is a social group, including but not limited to the president, vice president, chairman of the board of supervisors and secretary general; or a member of the organization who holds the position of chairman, director or supervisor if such an organization is a private non-enterprise entity; or a member of the organization who holds the position of chairman, vice-chairman or secretary-general if such an organization is a foundation.

  Article 57 These Measures shall come into force on January 1, 2015.