EXCHANGE OF INFORMATION (TAX MATTERS) (MACAO SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA) ORDER

OF THE PEOPLE’S REPUBLIC OF CHINA)

SUBSIDIARY LEGISLATION 123.153

EXCHANGE OF INFORMATION (TAX MATTERS)

(MACAO SPECIAL ADMINISTRATIVE REGION OF

THE PEOPLE’S REPUBLIC OF CHINA) ORDER

*

LEGAL NOTICE 449 of 2013.

The title of this order is the Exchange of Information (Tax

Matters) (Macao Special Administrative Region of the People’s

Republic of China) Order.

Article 2

AGREEMENT

BETWEEN

THE GOVERNMENT OF MALTA

AND

THE GOVERNMENT OF THE MACAO SPECIAL ADMINISTRATIVE REGION

OF THE PEOPLE’S REPUBLIC OF CHINA

CONCERNING THE EXCHANGE OF INFORMATION ON TAX MATTERS

MACAO SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC

OF CHINA,

DESIRING to facilitate the exchange of information with respect to taxes, have

agreed as follows

Article 1

Object and scope of the agreement

The competent authorities of the Contracting Parties shall provide assistance

through exchange of information that is foreseeably relevant to the administration

and enforcement of the internal laws of the Contracting Parties concerning taxes

covered by this Agreement. Such information shall include information that is

foreseeably relevant to the determination, assessment and collection of such taxes,

the recovery and enforcement of tax claims, or the investigation or prosecution of

tax matters. Information shall be exchanged in accordance with the provisions of this

Agreement and shall be treated as confidential in the manner provided in Article 8.

The rights and safeguards secured to persons by the laws or administrative practice

of the requested Party remain applicable to the extent that they do not unduly prevent

or delay effective exchange of information.

Article 2

Jurisdiction

A requested Party is not obligated to provide information which is neither held by

its authorities nor in the possession or control of persons who are within its

jurisdiction.

Article 3

Taxes covered

1. The taxes which are the subject of this Agreement are taxes of every kind

and description imposed in the Contracting Parties.

2. This Agreement shall also apply to any identical or any substantially similar

taxes imposed after the date of signature of the Agreement in addition to or in place

of the existing taxes. The competent authorities of the Contracting Parties shall

notify each other of any substantial changes to the taxation and related information

gathering measures covered by the Agreement.

Article 4

Definitions

1. For the purposes of this Agreement, unless otherwise defined

OF THE PEOPLE’S REPUBLIC OF CHINA)

the term "Contracting Party" means Macao or Malta as the context

requires;

the term "Macao" means the Macao Special Administrative Region of

the People’s Republic of China; used in a geographical sense, it means

the peninsula of Macao and the islands of Taipa and Coloane;

the term "Malta", when used in a geographical sense, means the Island

of Malta, the Island of Gozo and the other islands of the Maltese

archipelago including the territorial waters thereof, and any area outside

the territorial sea of Malta which, in accordance with international law,

has been or may hereafter be designated, under the law of Malta

concerning the Continental Shelf, as an area within which the rights of

Malta with respect to the seabed and sub-soil and their natural resources

may be exercised;

the term "competent authority" means

(i)

in Macao, the Chief Executive or his authorised representative;

and

(ii) in Malta, the Minister responsible for finance or his authorised

representative;

the term "person" includes an individual, a company and any other body

of persons;

the term "company" means any body corporate or any entity that is

treated as a body corporate for tax purposes;

the term "publicly traded company" means any company whose

principal class of shares is listed on a recognised stock exchange

provided its listed shares can be readily purchased or sold by the public.

Shares can be purchased or sold "by the public" if the purchase or sale

of shares is not implicitly or explicitly restricted to a limited group of

investors;

the term "principal class of shares" means the class or classes of shares

representing a majority of the voting power and value of the company;

the term "recognised stock exchange" means any stock exchange agreed

upon by the competent authorities of the Contracting Parties;

the term "collective investment fund or scheme" means any pooled

investment vehicle, irrespective of legal form. The term "public

collective investment fund or scheme" means any collective investment

fund or scheme provided the units, shares or other interests in the fund

or scheme can be readily purchased, sold or redeemed by the public.

Units, shares or other interests in the fund or scheme can be readily

purchased, sold or redeemed "by the public" if the purchase, sale or

redemption is not implicitly or explicitly restricted to a limited group of

investors;

the term "tax" means any tax to which the Agreement applies;

the term "applicant Party" means the Contracting Party requesting

information;

m) the term "requested Party" means the Contracting Party requested to

provide information;

the term "information gathering measures" means laws and

administrative or judicial procedures that enable a Contracting Party to

OF THE PEOPLE’S REPUBLIC OF CHINA)

obtain and provide the requested information;

the term "information" means any fact, statement or record in any form

whatever.

2. As regards the application of this Agreement at any time by a Contracting

Party, any term not defined therein shall, unless the context otherwise requires, have

the meaning that it has at that time under the law of that Party, any meaning under

the applicable tax laws of that Party prevailing over a meaning given to the term

under other laws of that Party.

Article 5

Exchange of Information Upon Request

1. The competent authority of the requested Party shall provide upon request

information for the purposes referred to in Article 1. Such information shall be

exchanged without regard to whether the conduct being investigated would

constitute a crime under the laws of the requested Party if such conduct occurred in

the requested Party.

2. If the information in the possession of the competent authority of the

requested Party is not sufficient to enable it to comply with the request for

information, that Party shall use all relevant information gathering measures to

provide the applicant Party with the information requested, notwithstanding that the

requested Party may not need such information for its own tax purposes.

It is hereby declared

(a) that the arrangements specified in the Agreement set

out in the Schedule to this Order have been made with

the Government of the Macao Special Administrative

Region of the People’s Republic of China with a view

to preventing fiscal evasion in relation to taxes of

every kind and description imposed by the laws of the

Macao Special Administrative Region of the People’s

Republic of China;

(b) that it is expedient that those arrangements should

have effect following the entry into force of the

Agreement and in accordance with the relevant

provisions of the Agreement;

(c) that the Agreement shall enter into force on such date

as may be announced by notice in the Government

Gazette.

*not yet in force.

OF THE PEOPLE’S REPUBLIC OF CHINA)

If specifically requested by the competent authority of an applicant Party,

the competent authority of the requested Party shall provide information under this

Article, to the extent allowable under its internal laws, in the form of depositions of

witnesses and authenticated copies of original records.

Each Contracting Party shall ensure that its competent authorities for the

purposes specified in Article 1 of the Agreement, have the authority to obtain and

provide upon request

information held by banks, other financial institutions, and any person

acting in an agency or fiduciary capacity including nominees and

trustees;

information regarding the ownership of companies, partnerships, trusts,

foundations, "Anstalten" and other persons, including, within the

constraints of Article 2, ownership information on all such persons in an

ownership chain; in the case of trusts, information on settlors, trustees

and beneficiaries; and in the case of foundations, information on

founders, members of the foundation council and beneficiaries. Further,

this Agreement does not create an obligation on the Contracting Parties

to obtain or provide ownership information with respect to publicly

traded companies or public collective investment funds or schemes

unless such information can be obtained without giving rise to

disproportionate difficulties.

The competent authority of the applicant Party shall provide the following

information to the competent authority of the requested Party when making a request

for information under the Agreement to demonstrate the foreseeable relevance of the

information to the request

the identity of the person under examination or investigation;

period of time with respect to which the information is requested;

OF THE PEOPLE’S REPUBLIC OF CHINA)

a statement of the information sought including its nature and the form

in which the applicant Party wishes to receive the information from the

requested Party;

the tax purpose for which the information is sought;

the reasons for believing that the information requested is foreseeably

relevant to the administration and enforcement of the tax law of the

applicant Party, with respect to the person identified in subparagraph a)

of this paragraph;

grounds for believing that the information requested is held in the

requested Party or is in the possession or control of a person within the

jurisdiction of the requested Party;

to the extent known, the name and address of any person believed to be

in possession of the requested information;

a statement that the request is in conformity with the law and

administrative practices of the applicant Party, that if the requested

information was within the jurisdiction of the applicant Party then the

competent authority of the applicant Party would be able to obtain the

information under the laws of the applicant Party or in the normal

course of administrative practice and that it is in conformity with this

Agreement;

a statement that the applicant Party has pursued all means available in

its own jurisdiction to obtain the information, except those that would

give rise to disproportionate difficulties.

The competent authority of the requested Party shall forward the requested

information as promptly as possible to the applicant Party. To ensure a prompt

response, the competent authority of the requested Party shall

Confirm receipt of a request in writing to the competent authority of the

applicant Party and shall notify the competent authority of the applicant

Party of deficiencies in the request, if any, within 60 days of the receipt

of the request.

If the competent authority of the requested Party has been unable to

obtain and provide the information within 90 days of receipt of the

request, including if it encounters obstacles in furnishing the

information or it refuses to furnish the information, it shall immediately

inform the applicant Party, explaining the reason for its inability, the

nature of the obstacles or the reasons for its refusal.

Article 6

Tax Examinations Abroad

1. A Contracting Party may, in accordance with its internal laws, allow

representatives of the competent authority of the other Contracting Party to enter the

jurisdiction of the first-mentioned Party to interview individuals and examine

records with the written consent of the persons concerned. The competent authority

of the second-mentioned Party shall notify the competent authority of the first-

mentioned Party of the time and place of the meeting with the individuals concerned.

2. At the request of the competent authority of one Contracting Party, the

competent authority of the other Contracting Party may allow representatives of the

competent authority of the first-mentioned Party to be present at the appropriate part

of a tax examination in the second-mentioned Party.

OF THE PEOPLE’S REPUBLIC OF CHINA)

3. If the request referred to in paragraph 2 is acceded to, the competent

authority of the Contracting Party conducting the examination shall, as soon as

possible, notify the competent authority of the other Party about the time and place

of the examination, the authority or official designated to carry out the examination

and the procedures and conditions required by the first-mentioned Party for the

conduct of the examination. All decisions with respect to the conduct of the tax

examination shall be made by the Party conducting the examination.

Article 7

Possibility of Declining a Request

1. The requested Party shall not be required to obtain or provide information

that the applicant Party would not be able to obtain under its own laws for purposes

of the administration or enforcement of its own tax laws. The competent authority of

the requested Party may decline to assist where the request is not made in conformity

with this Agreement.

2. The provisions of this Agreement shall not impose on a Contracting Party

the obligation to supply information which would disclose any trade, business,

industrial, commercial or professional secret or trade process. Notwithstanding the

foregoing, information of the type referred to in Article 5, paragraph 4 shall not be

treated as such a secret or trade process merely because it meets the criteria in that

paragraph.

3. The provisions of this Agreement shall not impose on a Contracting Party

the obligation to obtain or provide information, which would reveal confidential

communications between a client and an attorney, solicitor or other admitted legal

representative where such communications are

a)

produced for the purposes of seeking or providing legal advice; or

b)

produced for the purposes of use in existing or contemplated legal

proceedings.

4. The requested Party may decline a request for information if the disclosure

of the information would be contrary to public policy (ordre public).

5. A request for information shall not be refused on the ground that the tax

claim giving rise to the request is disputed.

6. The requested Party may decline a request for information if the information

is requested by the applicant Party to administer or enforce a provision of the tax law

of the applicant Party, or any requirement connected therewith, which discriminates

against a resident or a national of the requested Party as compared with a resident or

a national of the applicant Party in the same circumstances.

Article 8

Confidentiality

Any information received by a Contracting Party under this Agreement shall be

treated as confidential and may be disclosed only to persons or authorities (including

courts and administrative bodies) in the jurisdiction of the Contracting Party

concerned with the assessment or collection of, the enforcement or prosecution in

respect of, or the determination of appeals in relation to, the taxes imposed by a

Contracting Party. Such persons or authorities shall use such information only for

such purposes. They may disclose the information in public court proceedings or in

judicial decisions. The information may not be disclosed to any other person or

entity or authority or any other jurisdiction without the express written consent of

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the competent authority of the requested Party.

Article 9

Costs

Incidence of costs incurred in providing assistance shall be agreed by the

competent authorities of the Contracting Parties.

Article 10

Implementation Legislation

The Contracting Parties shall enact any legislation necessary to comply with, and

give effect to, the terms of this Agreement.

Article 11

Mutual agreement procedure

1. Where difficulties or doubts arise between the Contracting Parties regarding

the implementation or interpretation of this Agreement, the respective competent

authorities shall endeavour to resolve the matter by mutual agreement.

2. In addition to the agreements referred to in paragraph 1, the competent

authorities of the Contracting Parties may mutually agree on the procedures to be

used under Articles 5 and 6.

3. The competent authorities of the Contracting Parties may communicate with

each other directly for purposes of reaching agreement under this Article.

Article 12

Entry into Force

1. Each of the Contracting Parties shall notify the other in writing of the

completion of the procedures required by its law for the entry into force of this

Agreement.

2. The Agreement shall enter into force on the thirtieth day after the receipt of

the later of these notifications and shall thereupon have effect for taxable periods

beginning on or after the first day of January of the year next following the date on

which the Agreement enters into force, or where there is no taxable period, for all

charges to tax arising on or after the first day of January of the year next following

the date on which the Agreement enters into force.

Article 13

Termination

1. This Agreement shall remain in force until terminated by a Contracting

Party. Either Contracting Party may terminate the Agreement by giving written

notice of termination to the other Contracting Party. In such case, the Agreement

shall cease to have effect on the first day of the month following the end of the

period of six months after the date of receipt of notice of termination by the other

Contracting Party.

2. In the event of termination, both Contracting Parties shall remain bound by

the provisions of Article 8 with respect to any information obtained under the

Agreement.

In witness whereof the undersigned being duly authorised thereto have signed the

Agreement.

OF THE PEOPLE’S REPUBLIC OF CHINA)

Done at Beijing this 30 day of May 2013, in duplicate in the English, Chinese and

Portuguese languages, all texts being equally authentic. In case of any divergence,

the English text shall prevail.

For the Government of

For the Government

Malta

of the Macao Special

Administrative Region of

the People’s Republic of China

Dr. Joseph Cassar

Tam Pak Yuen

Ambassador of Malta to

Secretary for Economy and Finance

the People’s Republic of China