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1、Unit 3 Joint VenturePart One Warm-up What should be paid attention to when you want to set up a joint venture? Discuss this question with your partners in groups.Key to the Question in Warm-upIn a cooperative venture, parties involved may operate as separate legal entities(独立法人) and bear liabilities
2、 independently rather than as a single entity. A cooperative venture can be registered as a limited liability entity resembling an equity joint venture in operations, structure, and status as a national legal entity. There is no minimum foreign contribution required to initiate a cooperative venture
3、, allowing a foreign company to take part in an enterprise where they preferred to remain a minor shareholder. The contributions made by the investors are not required to be expressed in a monetary value and can include excluded in the equity joint venture process can be contributed such as labor, r
4、esources, and services. Profits in a cooperative venture are divided according to the cooperative venture contract rather than by investment share, allowing a more flexible schedule for return on investment where one investor provides cash while the other partys investment is primarily in kind. Grea
5、ter flexibility in structuring a cooperative venture is permissible to include structure of the organization, management, and assets. There is no term for unlimited terms in cooperative ventures, but no provisions for the term of the duration. The term of the cooperative venture contract may be rene
6、wed subject to consent of parties involved and approval from examination and approval authorities. The foreign investor is permitted to withdraw their registered capital or a portion thereof from the cooperative venture during the contract. Because of unique privileges and added features offered to
7、the foreign party in a cooperative venture, trade unions must represent employees. Reference:http:/ Two Situational DialoguesDialogue 1 cooperation ku,prein n. 合作合作 international cooperation 国际合作 development cooperation 发展合作 economic cooperation 经济合作;合作经济 The success of our plan rests on your cooper
8、ation. 我们的计划成功与否取决于你的合作。investment investmnt n. 投资投资 Investment income 投资收益 International Investment 国际投资 This is an investment that returns a good interest. 这是一项可获得丰硕利润的投资。preferential ,prefrenl adj. 优惠的优惠的 preferential policy 优惠政策 preferential price 优惠价 preferential terms优惠条件 We will make you a co
9、mpensation of 6% and give you some preferential terms later on. 我方将向贵方赔偿6%,并且在以后的生意中给你们一些优惠条件。Part Two Situational DialoguesDialogue 2responsibility ri,spnsbilti n. 责任责任 He could not retreat from his responsibility in this accident. 在这次事故中他不能逃避他应负的责任。 I accept this responsibility as part of my job.
10、作为我工作的一部分,我接受这一责任。approval pruvl n. 许可许可 Approval Certificate 批准证书 Administrative Approval行政审批 Approval Date批准日期 They create the full design of the book and send it to you for feedback and approval. 他们创建这本书的整个设计并且发给你来获得反馈和批准。registration redstre()n n. 登记登记 Marriage without registration is not recogn
11、ized by law. 法律不承认未经登记手续的婚姻。 The process consists of two phases: installation and registration. 这个过程由两个阶段组成:安装 和注册。transportation trnspte()n n. 运输运输 transportation business 运输业 transportation engineering 运输工程 urban transportation城市交通 railway transportation铁路运输 The baggage was being rapidly stowed aw
12、ay for transportation. 行李正迅速被装好收起以便运输。Part Two Situational DialoguesDialogue 3status stets n. 地位地位 status bar 状态栏 social status 社会地位 People do want to get their financial affairs in order if possible. But it is not money or status that holds the true importance for them. 如果可能的话,人们真的想将财务事务处理有序,但是对他们来
13、说真正重要的东西并不是金钱或地位。participationpr,tspen n. 参与参与 participation rate参与率 full participation完全参与 partial participation部分参与 I will do my best to stave off his participation. 我会尽力阻止他的参与。Part Three Classroom ActivitiesActivity 1 One of your customers would like to establish a computer joint venture in China
14、, you must tell him the matter about the foreign proportion of investment, and the term of contract. Try to make a dialogue based on the given situation.Sample dialogue (part 1) A: Wed like to establish a computer joint venture. Is there any regulation on the foreign proportion of investment? B: Yes
15、. The lowest proportion shall be 25%, but there isnt upper limit. A: We are prepared to contribute 55%. Must we invest in cash only? B: The parties to the venture may contribute cash, capital goods and industrial property right, etc. as their investment.Sample dialogue (part 2) A: Good. Well invest
16、machinery and equipment estimated at about 40% of the total investment. B: We will provide the factory building, premises, some machinery and equipment. The right to use the site is also a part of our investment. A: How long will the joint venture be? B: We can temporarily fix the term for 10 years
17、first. So long as we can run the plant well, the period can be prolonged later. A: Good. Were very interested.Activity 2 If you plan to establish a joint venture with your customer, and the total amount of investment goes to $6,000,000, do you know the investment proportion of the two parties? Discu
18、ss this topic with your partners and then make a dialogue to show what and how you discussed.Sample dialogue (part 1) A: How much would the total amount of investment come to? B: A total amount of $6,000,000 would be large enough for the construction funds and circulation capital. A: If the total am
19、ount of investment goes to $6,000,000, the registered amount should be $3,000,000, accounting for 50%.Sample dialogue (part 2) B: What about the investment proportion of the two parties? A: Its stipulated that the low limit for the foreign party is not less than 25% of the authorized capital. There
20、is no top limit. B: We shall invest 60%. As for the products, we would sell 50% on the international market. A: Could you raise the percentage to 70 so as to ensure the foreign balance and cover your profit? B: Yes, I agree. Lets settle it down.Activity 3 If you want to establish a joint venture in
21、China, What do you have to do? Discuss this topic with your partners and then make a dialogue to show what and how you discussed.Sample dialogue (part 1) A: What do I have to do if I want to start a joint venture in China? B: First of all, youll have to do a market research to choose the right proje
22、ct and seek a suitable Chinese partner. A: Do we sign an agreement with the Chinese company? B: Not an agreement, but a letter of intent. Then your Chinese partner shall submit the project proposal to the authorities concerned for examination and approval. Thats only the first stage of requirements.
23、Sample dialogue (part 2) A: What is involved in the second stage? B: You should prepare three documentsa feasibility study, a contract and articles of association, and send them to the same authorities for approval. A: How long will it take for all these documents to be approved? B: According to the
24、 existing rules, a project proposal will take no more than 20 days, and the feasibility study and so on, 30 days. A: Thank you for your explanation.Part Five HomeworkTask 1 Your cooperator would like to establish a joint venture with your company. After visiting your sports shoe factory, you get dow
25、n to talking about the investment details, such as investment proportion and contract period. Try to make a dialogue based on the given situation.Sample dialogue (part 1) A: Now, lets discuss about the investment details. B: OK. A: We think that we need a total of 100 million dollars investment. It
26、is enough to provide construction funds and circulation capital for a sports shoe factory. B: I agree. How much would Chinese side invest in the joint venture? A: We are planning to invest 55%, which includes land, factory building, labor recruit and cash.Sample dialogue (part 2) B: That is acceptab
27、le. We will provide the rest 45% in terms of cash, technology authorization, equipment and training. A: It sounds good. How long will the joint venture last? B; Do you have any suggestions? A: I suggest 10 years as a start. If we operate it well, we can extend our joint venture. B: I agree. Wish we
28、have a successful cooperation. A: I believe so.Task 2 After having decided to establish a joint venture with your cooperator, you are going to talk about the board of directors. Make a dialogue in pairs according to the given situation.Sample dialogue (part 1) A: Now this afternoon, we will take on
29、some tough ones. Shall we first talk about the issue of board of directors? I suggest the total number of the seats of directors be six: four from our factory and two from your company. B: The shares of our investment basically determine that. So I dont have any argument about this arrangement at al
30、l.Sample dialogue (part 2) A: Okay. Now I am thinking of this question: how long do you think the term of the directors, chairman and vice chairman should be? Would a two-year period be reasonable? B: From the perspective of the continuity and stability of companys policy, I think four years is bett
31、er. A: I think ifs reasonable. Thats decided then, and Ill include it in the contract.Task 3Translate the following sentences from Chinese into English.Key to the CE Exercises (1)We are thinking of cooperating with you to set up a sports shoes factory by way of joint venture in Quanzhou. (2)China is
32、 a perfect place for foreign investment. The government provides preferential treatment for foreign investors. (3)According to Chinese laws and regulations, the proportion of investment contributed by foreign side cannot be more than 49 %. (4)Foreign side can provide technology and equipment as inve
33、stment. Chinese side could provide land, factory building and labor as investment. (5)Since last time I have got necessary information about setting up a joint venture, I come here to discuss with you the responsibility of our two sides.Key to the CE Exercises (6)You should provide land, factory bui
34、lding and recruit labor force. (7)We need your technology documents of installation, calibration, production and quality control. (8)I think it is the best way to settle all the disputes through negotiation between us. (9)Although our products have covered the color TV market of almost every big cit
35、y in China, we still sense a fierce competition in this field. (10)The board of directors on our side has also the intention to cooperate with you to set up a joint venture in China.Task 4Translate the following sentences from English into ChineseKey to the EC Exercises (1)您能具体说说如果我们建立合资工厂的话,我们能享受哪些优惠待遇吗? (2)外国投资者可以在缴税后将利润汇回本国。 (3)总体来说,我方负责申请投资许可、工商登记和生产许可。 (4)我们也需要贵
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