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I have not been blogging too much recently because I have spent time collecting my thoughts on the two biggest superhero movie events of the year so far. I desperately wanted to figure out how I could whittle my opinion down to…just that, an opinion, rather than a thesis and make it something that you guys can all read and form your own opinions on without falling asleep. So let's give it a try! Here are my two cents on Batman V Superman.
I am a DC guy…they have my favourite superheroes, they have my favourite villains and in a head on fight with the Avengers my money is on the Justice League all day every day…so I desperately want these movies to do well. Sadly, I can summarise my stance on Batman V Superman to the simple conclusion that it is a collection of bad ideas…or good ideas done badly. I also can only attribute this to the directing and writing of the movie, which is tragic because I actually really enjoyed Man of Steel and believe Zack Snyder and his team nailed it, despite its rather reserved response with critics and fans. So let's talk about the big bad idea shall we, because its big and we should get it out of the way early.
WHY the hell did they do the 'Death of Superman' storyline? Why? Confusing for several reasons, predominantly because it is much like having the two biggest heroes in the DC Universe collide, it seems somewhat futile given that we all know they are best friends and go on to establish the Justice League; although I shall argue that this was in fact a good idea despite this obvious drawback. However, including this storyline really makes the audience question why the hell they have bothered to watch this movie because what does killing Superman actually achieve? We know he comes back, what's they point? From a plot perspective, it's a waste of an incredible storyline line, the death of hope, because it is going to be undermined pretty soon! Also the premise of the movie, from Superman's perspective, is ideal; the world is now questioning who he is, what he can do and what he stands for, which is an important step in a universe set in "real life". However, before you have given the audience a chance to make up their mind you kill him off and expect us to believe that the world mourns for him when they were hating him quite profoundly only an hour ago? Finally, the writers were already using the 'Dark Knight Returns' story as inspiration for the movie. This is pretty heavy and important source material and could easily carry a movie by itself. I understand that they wanted to have a secondary bad guy for when the two good guys eventually team up but this is too much storyline and universe defining material to cram into one movie, so it was a very bad choice for the final act.
You may be thinking…there was infinitely more wrong with the movie, that cannot be all…but this is my perspective, using the 'Death of Superman' was the only truly bad idea the development team had in making this movie, everything else can be attached to a good idea just done spectacularly wrong. Let me explain…
The premise of Batman and Superman battling it out. Its good. The problem with Superman is he is really hard to identify with, because of his awesome power and the fact that he has arrived from space; this means that the majority of his major villains come from out of space and we consequently struggle to identify with him; at best we see him as a protector. However, Batman's purpose can be two-fold, firstly to provide Superman with a major character from Earth to fight and can represent a bridge between humanity and the great Kryptonian as we have come to identify Batman as 'one of us'. He may also be able to represent humanity when it comes to the fight itself, especially in a movie about finding where Superman fits into the world. He could represent humanity's opinion and resistance to the idea of Superman and represent an ideological problem for Superman instead of a physical one. So on this basis I like the idea of the two big guys going toe-to-toe, all be it I hate the title, it just lacks imagination and effort. I also want to say here that I actually liked the idea that Superman could talk Batman down from the fight by trying to connect the two characters through parentage as it truly goes to the route of the two characters. Superman's life lessons and 'boy scout' persona have come from the teachings of his loving parents. Batman's whole reason for fighting is centred upon his sense of injustice for his parents deaths and in this is where humanity and Kryptonian people's have common ground no matter how powerful they are. This is singularly one of the most original and in my opinion the best mechanism to defuse a fight between two characters in the superhero genre in movie history. However, how it was conveyed in dialogue and action was utter s***, and makes up some of the worst screenplay dialogue in movie history. Great idea though.
I also like a lot of the religious imagery used in dialogue between different characters, however, it should have been incorporated more intensely into the plot to really enhance the movie rather than giving gravitas to any individual moment. This mechanism is utilised through Lex Luthor who I feel was played well by Jesse Eisenberg although he crossed the line from powerful eccentric to psychotic eccentric and it was difficult to understand his motivations for taking down Superman at times. I wanted something ominous, something personal that makes you feel that he desperately wants to rip the heart out of the Man of Steel if only he could; yet I was left wanting. Within the plot I was also hoping for Lex to be more cunning and clever in his plans and devices, instead he ends up being locked up by the end of the movie and this moves away from the suave, hiding in plain sight, criminal mastermind that the comic book character certainly is. On a related note, the adaptation of Batman is too distant from the comic as well. I really like the idea of a more aggressive and brutal Batman however, you see him presumably killing the bad guys and branding them which is just too far beyond what I would expect from the character. I am all for breaking a few arms and dislocating shoulders but this level of violence just makes the character far less relatable which was a staple of the character that I have already mentioned, therefore this really does damage the character significantly.
My final point would be the poor use of females in the movie. Personally I did like the role of Wonder Woman and Gal Gadot played her well. I am glad she did not hide her natural accent entirely because it gives the character a different background and air of mystery which was the intention of the role. The reason why I would include her part in this section of my analysis is because the entire movie is stretched thin through overcrowding of the storyline, as previously mentioned, and consequently there is little backstory to really get to grips with in regards to any major character. This means that I cannot say with confidence that the mysterious aura there is around Wonder Woman is actually 100% deliberate or just happy coincidence. Nevertheless…Lois Lane. When she was introduced in Man of Steel, I loved her; strong, independent and determined. Then suddenly she went to clichéd damsel in distress who needed saving and along comes Superman. For me, they rushed the relationship between the two of them in Man of Steel and wasted the line 'I think that only counts when you're kissing a human' too early in the franchise. They should have been flirting and building a rapport until the end of this movie or should have at least delayed it. Now they have just turned the cliché dial to 11. The number of times Superman saves Lois, cradling her whilst flying and then kissing her is just sickening, then there is the 'I love you' but never going to see you again, self-sacrificing speech…there is no need for it and the relationship has worn thin on the audience before we have even explored it in any depth.
There are other more minor issues such as how the "dream sequence" was constructed; it made it seem like there was a dream within a dream which was just poor from all parties. Then there is the message from, we assume, Barry Allen/The Flash which is a good idea and I agree with other analyst stating that the "dream sequence" must be an alternate future which they are seeking to avoid. However, how this scene was devised so as to not visualise the powers of the Flash in a recognizable way. If I was to do it, I would have shown Barry Allen as not being viewable as he runs around the room shouting at Bruce Wayne, with lightning and streaks coming off of him as a more appropriate image rather than seemingly talking to Bruce through a portal which I cannot seem to make sense of in the world of the Flash and how he has been known to operate in using speed. There is also an issue of teasers, the "dream sequence" itself made suggestions towards Darkseid and towards the 'Injustice: Gods Among Us' storyline, it is good to not rule out either potential storyline to keep the fans guessing but there felt to be some confusion in the dialogue as if the two were crossing over which was baffling, unless Superman's reference to 'took her from me' is not Lois Lane, but the message from the Flash would suggest otherwise, so fans are just left confused by this scene rather than excited.
One final thing, I swear, is a problem that may arise for the future of the DCEU. This may be found during the production of Aquaman. Now in the little clips that we got to view of the other Justice League members, one such clip regarded Aquaman, as cool as it was it looks like it could present a problem depending on how they are going to produce those under water scenes. If we are honest…it did look like a guy holding his breathe which is not particularly natural for the King of the Seas, plus he cannot even exhale because he is meant to have gills and this would be an immediate weakness in the character; a major problem for actors who would usually time their lines and delivery upon their breathing pattern. Now, I would imagine that most of the Aquaman movie will have to be set under water…duh, but how are they going to have entire conversations under water when there seems to be a great strain on just getting these action shots. Can anybody help me out here with a movie shooting such scenes including smooth dialogue under water; I'm thinking Harry Potter and the Goblet of Fire regarding the lake scene but my mind is a blank otherwise?
So for me, Batman V Superman was a movie that promised much and had plenty of good ideas, around a big bad one, but were executed poorly leading to a diminished final cut that left audiences confused, frustrated and wondering why they needed to watch it. That is my two cents I hope it is of value to you, what did you think of the movie? Did you like the whole premise of the heroes fighting? Was the main issue, the directing? Screenplay? Acting? Let me know your perspective.


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Hi there! Wow, firstly I am sorry for my lack of posting over the last couple of weeks. As most of you know, we are currently travelling, pretty much around the world, with our two little kids for a part business, part family, and part pleasure holiday. If you want to know more, check out this post. Given that this trip was never designed to be a 'relaxing' or 'disconnecting' type of holiday I always though I would continue to blog as per normal, but phew, I am not lying when I say that we I have had ZERO spare time. Different cities, time zones, small hotel rooms and varying climates will take a toll on anybody but with two babies under two in tow, it has been non-stop.
ANYWAY, we are on the tail end of our trip now and currently staying with a family friend of my husband in Charlotte, North Carolina (which is beautiful by the way) and I've managed to sneak a few spare minutes to dust off the laptop and get back to my beloved blog.
So, lets get into COATS! The bulk of our trip up until this point has been in Europe, mainly London and Paris and although they should now be in the full flight of spring, London in particular is still unseasonably cold. So I feel like I've been given a trial run of winter and of course, my winter wardrobe. Summer is by far my favourite season but as I'm getting older the cooler months are definitely growing on me. I think it's something about the ability to really 'dress' that has won be over. I mean Coats and Scarves and Gloves and my favourite- boots, what's not to love about that? We are lucky that Melbourne gets quite chilly and so even though gloves might not get much airtime, coats and scarves and beanies are still very much required.
Knowing that it was still going to be cold not only in Europe but also our final stop, the US, I made sure to pack my trusty DKNY coat. This coat has been a winter staple for me for almost 3 seasons now and is the perfect neutral piece for all occasions. You can see above how I styled in a few different ways, and I also wear it over dresses and skirts too. This coat held its own in London, Paris and NYC. Sorry for all the kids photobombs, they are pretty much attached to us 24/7 and a photo without them is near impossible!
If you are in the market for a new coat and will only have one or two main outerwear pieces I suggest you get a coat like this. Here are some of the features to look our for:
- A colour that will not date and will go with everything in your wardrobe
- A classic cut, preferably a longer silhouette
- One that is not overly embellished and has neutral details and fastenings i.e. buttons, belts, zips etc.
- Good quality materials that will with stand all weather conditions. Leather, wool and poly blends are all great options
- And finally buy one that you really really love. One thing that can be annoying about coat weather, is that no matter what you are wearing, once you put your coat on you can look the same day in, day out. So if you really love the way your coat looks then that will be less of an issue. Of course you can always mix up your scarves and footwear to keep things interesting too.
Check out these options (One, Two, Three, Four, Five, Six, Seven) for a great staple coat for you this winter. I'll be back to my normal posting schedule in a few weeks but I'll definitely try and pop in at least once before then. Thanks for your patience xx.

subset: commoncrawl


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Programs for the Family
Earlier this year there was a special meeting organized by Wind FM, FEBC Mongolia's main station, for men and fathers. This meeting addressed problems that occur in many Mongolian homes where men are alcoholics, abuse their family and neglect responsibilities. The FEBC team at Wind FM has long produced programs that give Biblical insight on to how to raise a Godly family, but much of the programs have been aimed at their principal audience, which are middle-aged women.
After receiving feedback from several listeners who said they wanted more family programming aimed at men, Wind FM has been preparing 3-4 new programs focusing on encouraging fathers. The programs center on preparing men to be better fathers in the eyes of God; good husbands, and faithful heads of their households.
Psychological Advice
Since 2014, Wind FM has focused on providing psychological education against divorce, which is a major problem in Ulaanbaatar, the capital. That's why 2 years ago, a women's psychological club was started under the supervision of a professional psychologist. At the club, women share their problems with one another and discuss how to solve them, while the psychologist also adds input as to the best approach.
Many domestic problems in Mongolia are kept in the dark, but by bringing the issues out into the light, Mongolian families can understand and address their problems.
Future Stations
In addition to these programs, the FEBC Mongolia team has been praying that God would open doors to launch new stations in other parts of the country. Three provinces in the easternmost part of Mongolia are being explored. Pray for these potential areas.


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COD Elite troubles due to exceeded expectations
If you're among the millions already occupying their time with Modern Warfare 3's online component, chances are you've run into some log-in troubles when it comes to the Elite service. Fear not, developer Beachhead is aware of and working on the issues.
"Registration requests for our new live service Call of Duty Elite are exceeding even our most optimistic expectations," says studio head Chacko Sonny, "which is creating a bottleneck and some players have not been able to register."
"We have already registered hundreds of thousands of players and we are working around the clock to increase our capacity as quickly as possible."
He further explains: "Please be assured your gameplay data is safe and that whenever you successfully register for Call of Duty Elite, all of your data will be waiting for you."
Just a bit of patience required then.


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Crushed to powder and cooked up in my dyeing kettle, that is!
It was my first time dying with cochinille and the result is gorgeous! A lovely pink and light purple. The picture on the left is how it looked in the kettle, and below is pretty close to the end result, big difference and a little bit disapointing at first, I kinda liked the bright purple/pink, but I think I prefer how it is now. I dyed 3 kinds of wool yarn, fingering and worsted and some kind of bulky yarn, and some racka wool.
Usually my unspun wool will get the darkest colour, that is because the dye can get into the fibres easier, but this time it ended up very light. It doesn't matter, I just wonder why?
Will definitely need to buy more cochinille because I love this, and want to experiment with other mordants.
While I was dying I carded the racka wool I had dyed before, onion yellow and madder orange. A tedious job, but very rewarding, those beautiful wools.. All ready to be felted.
This arived for me this morning!
I participated in a swap on Ravelry, and this is what my swap partner got me. My parcel for her hasn't arived yet so I will post pictures of what I made her later, but I'm so happy with my gifts, I just had to share! Lovely wool/cotton yarn in very pretty colours, autumn leaves coasters, a mug with a cute cozy, lots of chocolates (Flakes are my favourite but they don't sell any Cadburys in the Netherlands), tea from Yorkshire and Simply Crochet Magazine. Happy Amber is happy!
I promised a picture, but I'm afraid I deleted them. My swap partner took a picture though:


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About Just 'B'
Just 'B' exists to ensure people living in the Harrogate district get the professional support and information they need to cope with bereavement. Just 'B' offers support services to children, young people and adults who have been bereaved, as well as information and advice for professionals working with them. The service is suitable for people experiencing any type of bereavement, including suicide, road traffic accident or terminal illness.
Just 'B' offers professional support to an adult following the death of their significant person. For a child or young person we offer help before, during and after the death of their significant person. We are responsive to people's faith, individuality, culture and community.
Just 'B' is one of a range of services offered by Saint Michael's, the registered charity helping people in the Harrogate district to live with terminal illness and bereavement. It costs £4.4million a year to maintain services and we currently receive a £660,000 grant from the NHS. This means our ability to help people who are bereaved and the professionals who care for them depends heavily on the generousity of the public.
Meet our team
All work is carried out by qualified and experienced individuals and meets the standards set out by the National Institute of Clinical Excellence. Our counsellors also work within the BACP Ethical Framework for Good Practice.
Meet our team of dedicated bereavement support workers.


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Fascinating insight into the logistic business delivery services.
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Wycliffe Well Holiday Park
One wonders if the fact that this is one of the highest ranking sites for reported UFO activity in the world has anything to do with the huge range of beers on offer. This well-catered park, with 24 ha of parkland, has an indoor swimming pool, 50 powered sites, restaurants, cabins and often hosts a 2 hr country and western singalong for free! It's just 25 km from the Devils Marbles on the Stuart Hwy, 131 km south of Tennant Creek.
Contact information
How to book: Stuart Hwy, Wycliffe (08) 8964 1966, 1800 222 195 www.wycliffe.com.au
See Also
- Wycliffe Well Holiday Park, Wycliffe Well, Caravan park
Want to see your campsite photos featured here? Send us your photos.
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DismissThis site uses cookies for adverts and to monitor site activity in order to help improve the site. See our Cookie Policy for more information. You can change cookie settings in your browser at any time. Otherwise, we'll assume you're OK to continue.
You can do IT is a regular feature of
laterlife.com aimed at trying to help laterlife visitors make the most of
Information Technology on or off the web.
Jackie Sherman who runs the You can do IT
Question & Answer section is an IT trainer and author. Jackie has spent her career in
education and specialises in teaching IT to adults. Her courses for adults include such
topics as MS Office, the Internet, e-mail and basic web page authoring.
Jackie has also written the two books shown here - you can find
more details about these by clicking on the cover images above. Jackie has also been running a course specifically for over
Via laterlife.com Jackie aims to particularly help those new to IT and the web to
build up knowledge and confidence, so no question is too basic. At the same time she will
cover Q&As for the more experienced user.
So if you
would like to ask a question of Jackie, why not email her email@example.com
or if you
have discovered something which may be of interest to others in making the most of the
web, then she would love to hear about that too email@example.com
Via laterlife.com Jackie aims to particularly help those new to IT and the web to build up
knowledge and confidence, so no question is too basic. At the same time she will cover
Q&As for the more experienced user.
A guide to part-time adult
computer courses..
enjoy using a computer and would quite like to take a qualification in IT. What would be an appropriate course for someone over 50
studying part-time?
A: There are a wide range of professional courses
available to adults that can be studied at home (via the Internet), at a local FE college
or through community education classes based in schools, libraries or village halls. Having taught many of these, I would probably recommend
one of the following:
a. For
beginners - you could try a free vision2learn course: Certificate for IT
Users that you study online with email support from a tutor. Find out more from their website www.vision2learn.com The course leads to an NCFE qualification and you can
progress to more advanced courses if you are competent in computer use. The course introduces
you to managing your work in folders, simple word processing, using email, computer
viruses, health and safety etc. and then offers a choice of using the Internet or looking
at spreadsheets and desktop publishing.
b. LearnDirect
have a huge database of IT courses and also offer their own at local centres (hubs) in
most towns. These range from introductory to
advanced courses and many can be studied online. You
may qualify for a subsidy or free course e.g. through the New Deal 50 plus and can find
out more from their website www.learndirect.co.uk
or phone them on 0800 100 900.
c. Two
OCR qualifications offered in many colleges and community classes can be taken over a
period of a few months: new CLAIT for beginners and CLAIT Plus for more advanced computer
users. These courses do not involve an exam as such
as they are assessed at the training centre through 2 or 3-hour worked assignments, and
involve sending off printouts as evidence that you an carry out the tasks. New CLAIT covers using a computer to produce a document, and then offers a choice of 4 different
applications e.g. word processing, email, spreadsheets, charts, desktop publishing,
presentations etc. CLAIT Plus requires expertise in
integrating a document and managing files, and then you have a choice of 3 units covering
the same packages at a more advanced level. Find
out more at www.ocr.org.uk
d. The
ECDL (European Computer Driving Licence) is a 7-module certificate course that can be
taken in any order and covers similar applications to CLAIT, at a level between new CLAIT
and CLAIT Plus. You have a logbook that is stamped
after success at each module, a test being taken online at your training centre, and when
all 7 have been passed you will receive your certificate. The
advantage of this qualification is that it is becoming a standard overseas as well as in
the UK. Details are available at www.ecdl.co.uk
e. Finally,
short courses are available within the community that are accredited by the Open College
Network (OCN). Details should be available in most
public libraries. These courses usually last
for 2 hours a week over 10 weeks and cover word processing, email and Web search and
health and safety, with other packages introduced depending on the interests of the
Click on a book or
magazine image above or below to see full details.
For a
wealth of books on the web and IT generally, visit Amazon and under the books section select
Computers and Internet.
Don't forget to visit the general laterlife features section called laterlife interest


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Canadian Journal of Gastroenterology
Volume 20, Issue 3, Pages 151-152
Sex and the Scope
1Division of Gastroenterology, University of Alberta, Edmonton, Alberta, Canada
2London Health Sciences Centre, London, Ontario, Canada
Copyright © 2006 Canadian Association for the Study of the Liver. This open-access article is distributed under the terms of the Creative Commons Attribution Non-Commercial License (CC BY-NC) (http://creativecommons.org/licenses/by-nc/4.0/), which permits reuse, distribution and reproduction of the article, provided that the original work is properly cited and the reuse is restricted to noncommercial purposes.
How to Cite this Article
Winnie Wong and Paul C Adams, "Sex and the Scope," Canadian Journal of Gastroenterology, vol. 20, no. 3, pp. 151-152, 2006. https://doi.org/10.1155/2006/731369.


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This is a complimentary recording: We are pleased to have Kristina Koehler-Coluccia join us from Koehler Group—recently acquired by CSC®—to share her expertise in establishing a legal presence in China. Establishing a legal presence in China is not as straightforward as incorporating an entity in the United States. There are several aspects that require due consideration, including:
- The general business scope and activity of the entity, which needs to be clearly defined from the start of the incorporation
- The physical office requirement for the entity as its registered place of business
- The structure and budget for the investment that need to be carefully thought through
- The opening, operation, and maintenance of three sets of bank accounts in China for continuous operations
To view the next webinar in this series, please click here to watch, "Expansion into China - Corporate compliance in China: Secure your investment."
Webinar Transcript*
*This is a direct transcription and may contain inaudible portions
Anu: Welcome to our webinar "Establishing a Legal Presence in China." My name is Anu Shah, and I will be your moderator.
Joining us today is Kristina Koehler-Coluccia. Kristina is one of the leading experts in entity incorporation in China. Since 2003, she has advised and represented Western clients with their business interests in China. She has worked on numerous complex transactions including foreign direct investments, corporate restructuring, company liquidations, and M&A deals. She frequently advises on and represent foreign clients in tax, accounting, and trade-related matters.
With that, let's welcome Kristina.
Kristina: Anu, thank you very much. I'd just like to wish everybody here today a happy New Year, and thank you for joining me in presenting the topic of establishing a legal presence in China.
Before we begin, I'd just like to introduce my firm, Koehler Group. Koehler Group has been acquired by the CSC in October 2015. Our main focus is on inward investment into the Asia-Pacific region. We assist U.S. investors with their market entry into three jurisdictions: Hong Kong, Singapore, and China.
Our firm was established in 1979, and since then we have grown to having just over 120 professionals located throughout our 10 offices in the three jurisdictions. Our main objective is to help foreign investors not only with their market entry, but also to develop aftersales solutions for their accounting tax needs.
One of our unique advantages is that we speak not only of the local dialects in the three jurisdictions that we operate in, but we also have Western account managers that speak a variety of European languages.
Without further ado I'd like to begin today's presentation, which is "Establishing a Legal Presence in China."
The key point to remember when establishing an entity in China is that there are tremendous resources and information available through the Internet and through the web. The key point here to remember is that what you read on the Internet is not actually what occurs in the Chinese market. It's truly advisable to any company that's looking to investment in China to consult ether with a legal law firm or an advisory firm that's located there.
Before we begin on the topic of the types of entities that exist in China, I just want to do a poll to see the sectors that the attendees are in, and also follow up on what you're interested in doing in the Chinese market.
Anu: Thank you to everyone who's participating in the poll question. This is a freeform answer that will ask you to submit your sectors in. Give you all a moment to type in your answer.
Thank you to all that participated. We're going to go ahead and put another poll question up for you. This one's a multiple choice question and you can make more than one selection. What are you looking to do in the Chinese market? We'll give you all a moment to make your selection.
Thank you, again, for participating. We'll turn it over to Kristina.
Kristina: Thanks, Anu. What's come out of these two polls is the fact that everybody seems to be in completely different sectors and industries, everything from legal, M&A, investment advisory, all the way to energy sector, high tech, clean tech, NGOs, etc. It doesn't really help me to focus the presentation since there's such a variety of sectors, but I will advise on certain aspects that you need to know in certain industries.
On the second poll, what's interesting to note is that actually a third of you would like to set up consulting or advisory, a third of you are interested in trade, which involves sales and distribution, and a third of you are interested in manufacturing in China.
In all industries or sectors that you're looking to go into, what's important is to understand the types of entities that exist in China. On the slide in front of you, you'll see two types. One is wholly foreign owned enterprise, and the other is foreign invested commercial enterprise.
If you've already done some research online, you'll find that these two terms come up quite frequently. If it were up to me, these terms would be completely deleted, because when you're establishing an entity in China, you are actually establishing a limited liability company. For the presentation, I'll be using the term LLC quite frequently, which also relates to establishing an LTD.
Let me explain the two different terms that you're seeing here on the screen so that you can relate it potentially to the research that you've done. A wholly foreign owned enterprise simply means that you're establishing an LLC that is owned by a foreign investor.
For the purpose of this webinar, let's say it's a U.S. investor. They are 100% owning the shares of the wholly foreign owned enterprise. Similarly, with the foreign invested commercial enterprise, it's 100% owned by a foreign investor, in this case a U.S. investor, but the entity in itself is an LLC or LTD.
Under each category, you'll see a variety of types of sectors and industries. Ultimately, this is referring to the business scope of the company. I will highlight business scopes on another slide further along in the presentation, but this is really important to remember. What you're seeing on the slides here today is my interpretation of the regulations in China. For me, under a wholly foreign owned enterprise, this would mean a management consulting company, information tech, recruitment, architecture, design, and logistics. As you can see, it's anything that's related to service.
If you're looking at a foreign invested commercial enterprise, this is a relatively new term in the history of China's legal system, because it was only established in 2008 when the Chinese government permitted foreign investors to handle important export functions and activities themselves. Under that category, I've listed wholesale trading, retail trading, ecommerce and manufacturing.
Just to add a note here, the regulations and laws in China are not black and white as they would be in the U.S. or in Europe. There is lot of room for interpretation, and in a lot of instances, one would assume it's very grey. Again, the interpretation that you're seeing here on screen is mine and mine alone. This is how I would define the types of entities that are existing in China.
Let's reiterate. You have the wholly foreign owned enterprise and the foreign invested commercial enterprise. They are 100% owned by a U.S. investor, but ultimately, they're a limited liability company.
There are obviously other entities that exist in China, and the key is knowing what they are. I've listed them here. I'm going to explain a little bit how they relate to U.S. or foreign investors.
The next one you have is domestically invested enterprise, which means that be shareholder is 100% owned by a mainland Chinese individual or a group of individuals.
You may be wondering why I have actually listed that here. Most companies that approach me for incorporating their entities in China wish they had incorporated yesterday, which means they're in a rush. in order to establish an entity in China, you need at least a period of six to eight months to have all the legal activities completed.
Most people can't wait that long. They have contracts in place, they have bids that they want to win, they have projects that need to be processed, or they have secondees that they want to send to China. They need a legal entity ASAP.
What a lot of them do is they'll interview for either general managers in China or sales managers. Although they've only known these people for a very short period of time, they will rely on them to establish a domestically invested enterprise, where the U.S. investor has no right or no say, but is silently investing capital, in order to be able to have a presence in China to process all the deals that are going through.
Is it a method that I would recommend? Absolutely not. I've seen too many of these instances where things have gone wrong, but naturally the investor is always right and they'll generally do what they think is best. Honestly, you really need to think that plan through. You need to do a due diligence on the individuals that are there, and really make sure if that's an investment way or strategy for the long term.
The next is a joint venture. In China, a joint venture is known as having two shareholders, one being a foreign investor, so let's say the U.S. investor, and the other being a mainland Chinese investor.
The most frequently asked questions I get on joint ventures is, "Do they still exist? Are they still common? Is it a method that I would recommend?" Joint ventures are not as common anymore as they used to be. People are much more careful in taking that route.
My recommendation for doing a joint venture would be, one, that you are an industry or sector that's still restricted in China, and you're required to having mainland Chinese joint venture partner to delve into that sector. The second would be that you're late in the market. You have a lot of competitors that are already in China, and you need a partner on the ground that has already done the research, has already got contacts, maybe is already selling, distributing, or producing in the market, and you see the viability and the advantage of forming a relationship with that mainland Chinese investor in order to be able to grow the business. Really, only in those two scenarios would I recommend companies to take the joint venture route.
Foreign invested partnerships are something similar to a joint venture structure, but you would have maybe only foreign invested individuals or entities coming together. It's not as common and not really used a lot, but it is a form that can be used.
Last but not least is representative offices, which historically were really the main form of entity that was utilized to enter the Chinese market. A representative office is a liaison office of the shareholding company. As it says, liaison office means it cannot do very much. In China, it actually really only means you have the ability to hire mainland Chinese staff legally by having this type of entity. Otherwise, you can't negotiate contracts. You can only act as a liaison with suppliers and with customers as a relationship manager basically. Any other type of operational activities would not be permitted.
Whenever you're establishing an LLC or an LTD in China, the key component is the Articles of Association. The first step is really obtaining from the Administration for Industry and Commerce, or the AIC, which is the government body in China that approves all applications for China entities whether they're domestically owned entities or foreign invested entities, draft documentation that needs to be filled out and completed in order to be able to then submit those documents and register your company.
One of the key documents is the Articles of Association, which basically is your company's by-laws, and the regulations you want to instill in your company throughout the term of your Chinese subsidiary's operation.
The draft documentation that's provided by the Administration of Industry and Commerce is extremely superficial in terms of all the chapters and all of the clauses. It's highly advisable to go to a law firm or to go to a business advisory firm to get a better understanding of what needs to be added into those draft articles to make sure that the by-laws are bulletproof in all types of scenarios.
On this slide, I've listed areas that, for me, are most critical when creating an Articles of Association for a company establishment. There are two main parts that a lot of people don't even think about.
One is an exit strategy. If the Chinese market is not useful for me, or I have been cheated on, or I have been sued, how can I exit the market? You certainly want clauses in the Articles of Association that give you the ability to exit the market easily.
The other is, again, a long-term plan. It's if you want to sell the shares of your company and you want to do a share transfer. All these long-term goals and objectives, or scenarios, should really be thought about when drafting the Articles of Association.
The next critical point is the business scope. I have actually touched on it when looking through the types of entities that exist in China. As I mentioned, you're creating a limited liability company in China. Whether you want to call it a wholly foreign owned enterprise or a foreign invested commercial enterprise, ultimately you are establishing an LLC.
The critical point is understanding what activities and functions you want this entity to be. For me, I can compare it to Hong Kong. In Hong Kong, when you establish a company, you can be extremely vague in your business scope. You can write general trade, and you can do services. You don't have any additional licenses that would need to be applied for.
In China, it's a completely different issue. The key point to remember is that, at the end of the year, you are required to do a financial audit. The auditor, by going through the various trade transaction service agreements, will double-check whether what you are doing is included in your business scope.
On the slide in front of you, I've actually added two samples, one for a management consulting company and one for a wholesale trading company.
A management consulting company, you'll see I've added investment consulting, enterprise planning, trade information consulting, environmental consulting, and scientific and technical consulting. Most certainly you might not be doing all of these functions, but it is recommended to keep everything inside for a long-term forecast in case at some eventual point you want to do one of these services.
I'll give you an example of Koehler Group. We're a management consulting company in China. We have all of these items inside. I certainly don't do scientific consulting, but I do have additional items in my business scope relating to bookkeeping, payroll, and tax. As such, I've had to apply for additional licenses in order to be able to add those three items into my business scope.
Whatever you want to do, you should really list out all the activities and see what requires additional licenses, what can be approved, or more importantly, if you are restricted in some of those activities.
In terms of trade or even manufacturing, one of the key points here is you need to list the products that you're going to be trading in, that you're going to be selling, or that you're going to be manufacturing.
One of the documents that needs to be provided is a list of HS codes, which are custom codes that are assigned to the products you want to import, export, sell, distribute, or manufacture. It's important to know, again, what are you looking to sell, produce, or buy in the short and in the long term?
I've added here, also, representative offices. You'll hear throughout my presentation that I'm quite negative on representative offices. I actually personally wish the Chinese government would remove them as an option for foreign investors, primarily because if you've already made a decision to go into the Chinese market, then you're already committing to the market, you're investing in the market, and you're taking a risk.
A representative office, quite frankly, besides being able to employ mainland Chinese people, is useless, because all you can do is market research. You can have a showroom, you can go to tradeshows with that company name of the rep office, you can find suppliers, find customers, but you can do no negotiation. You can't sign any agreement. You actually have to stay away from being considered operational.
Many of you may then ask, "How can the Chinese government really find out if an operational or not?" Surprise, surprise, they can make government visits without letting you know. If they feel that you have a size of an office which is operational, they may confiscate computers and look at an emails to see how operational you've actually been. It is a key point when establishing your rep office whether it really fits what you're doing or not.
Throughout my 13 years of working in the Chinese market, I obviously have a lot of frequently asked questions that are provided to me. I thought it would be good, during this presentation, to highlight some of those.
The first is, "Can I change, update, add, or remove items from my business scope?" The simple answer is yes. As we all know, China is not simple. It's quite bureaucratic. Whenever you want to do any type of change, you have to keep in mind the timeframe required to make that change. As a rule of thumb, any change you want to do, business scope, for example, takes approximately eight to 12 weeks to obtain the approval from the Administration of Industry and Commerce.
To make things even more complicated, a lot of people change their strategies over time. If today you're planning on setting up a consulting company, what about tomorrow when now you want to do trade, you want to buy and sell, you want to import and export, you want to start manufacturing locally, or you want to have a retail shop, whether a live one or an ecommerce one? What can you do about your business scope? This one makes it a little bit complicated because there are certain stipulations that the Administration of Industry and Commerce says.
When you are a consulting company, and you want to go and add trade to your business scope, usually there are no issues. You're already in a commercial office building. You're potentially not going to move offices unless you want warehouse space. The issue comes when you want to do manufacturing and you want to be in a manufacturing facility, which means you have to change your registered office address.
If you want to add retail, you have to show to the Administration of Industry and Commerce a Retail Lease Agreement. If you want to do ecommerce, you have to apply for an Internet Content Providing license. There are all these additional items you need to consider whenever you want to make changes, as well.
The key point for many companies today that have initially established representative offices is "What happens if I want to go from a rep office to an LLC, whatever that LLC might be, such as consulting, trade, manufacture?" The key point is you can't convert. If you actually want to establish a rep office today, and in five years, you now want to manufacture, it's a brand new application procedure. That's what makes a lot of difficulties and adds cost to your long-term strategy in the Chinese market.
Investment capital requirements is a key component for me, primarily because prior to March 2014, in many different sectors and types of entities, there were different minimum requirements for investment capital. Just as a note, in China, investment capital is known as registered capital. There's a different terminology associated with it.
Due to these minimum qualified amounts that were indicated by the Chinese government, many investors, whatever size you can think of, became quite lazy to create business plans, P&L forecasts, and cash analyses, so they just said, "We'll invest what we have to invest, we'll set it up, and we won't think of." I used to get so frustrated because I knew that, six months later, they were going to get into cash difficulties.
It is so important for any company that is going into China to make sure they create a business plan, they calculate how much their startup capital they need in order to run their business, they really do a cash flow analysis, and they really do a P&L forecast.
As of March 1, 2014, the PRC Company Law was updated, and it abolished the minimum investment requirements. They did that, to my pleasure and to my relief, in order to push companies to do real business plans when entering the Chinese market.
A lot of companies, when they come to China, always have a very negative point of view on China. I don't, obviously, having lived there for such a long time and dealing with business there. I am so impressed by the developments that have occurred in the Chinese market. One of the changes that occurred now almost two years ago, I'm thrilled by, and it has really changed the perspectives of many investors that have gone into the market.
Just to look briefly at some of the questions that I get from investors entering the Chinese market: Are you able to increase the registered capital? Yes, you are, but you don't want to increase it too much because, at the end of the day, that's also your liability. It's also your working capital. You really need to create a balance in terms of what your registered capital should be against your working capital needs, and also what your liability should be for the entity.
Are there differences from city to city based on this new regulation? Yes, there are differences, which obviously doesn't make things easy for anybody, especially if you are in sectors that are restricted or in sectors that require additional licensing. You definitely need to see whether that additional licensing will require specific minimum registered capital amounts. Although the general law is that there is no minimum, there are city-to-city requirements, there are sector-to-sector requirements, and you really should research that prior to entering the market.
Are you able to decrease the registered capital? In the Articles of Association, there is a clause which states that you're not permitted to decrease it. The reasoning behind it is that the Chinese government is saying, "You've made a business plan. You're entering the market. If you say you need this capital, you should really be investing this capital."
However, it could very well be that you win a deal and you just don't need the capital or cash anymore for the investment. You're able to sustain yourself throughout the term of your startup. The answer to the question is actually, in the Articles of Association, no, you cannot decrease, but there are special applications you can make in order for you not to have to transfer the remainder of the registered capital that hasn't been transferred yet.
Are you able to use the capital as working capital? You must. You must use that capital as working capital.
Does a representative office have registered capital? It does not. A representative office, as I said, is just a liaison office. What happens month-to-month is that the office in China will say to the head office in the U.S., "I need cash," and they will then be remitting it. That's usually a very simple process.
Once you know how much capital you want to invest, the next step is understanding bank accounts in China. For me, the critical point about bank accounts in China is not only what type of accounts you need to open, but it's also who's going to operate those accounts. Who is physically going to go to the bank counter to get cash? Are you going to have petty cash? These are all questions you need to consider in terms of the operations, particularly when you're a startup.
There are three types of account that you must open when opening an account in China. The first is a capital account, which basically means that all investment capital, registered capital, and loans that you might apply for would go into that account. At some point, that account will be at zero. Just keep that in mind.
The registered capital, because it's working capital, will then be transferred into the settlement account. The settlement accounts basically are made up of a renminbi basic account and multicurrency accounts. You're using those accounts for all types of trade transactions, paying expenses, etc.
Then, every month, there are tax declarations that need to be made, and tax liabilities that will be incurred, and you will need to transfer from the settlement account money into the tax account. As such, the tax account needs to be opened up so that the tax bureaus have the ability to deduct the tax amount directly, without you actually having to pay it as a TT transfer.
Here are most frequently asked questions. Should you use a foreign bank or a local Chinese bank, and what are the differences? I certainly hope there are no banks online, because, for me, I would honestly say out of efficiency purposes, choose the closest bank branch that is near your office in China. Open up with them, because you will realize how old-fashioned the systems are in China and how often you or whoever is operating the account will actually need to go to the bank in order to do certain transfers.
Whether you use a foreign bank or a Chinese bank, there really are no differences. They all have online banking capabilities. Most people speak English, which is usually a big concern for my clients. They also have telephone banking opportunities.
For me, actually, the key point is that most foreign banks don't always have all the capabilities as the Chinese banks do, primarily because the foreign banks have to go through approval processes with the People's Bank of China whereas the local Chinese banks are state-owned and they can pretty much do everything that they're permitted to do in the Chinese market.
When you're opening the account in China, the legal representative has to show their passport. They do not physically have to be in China. What a lot of our clients do is they send their original passport by registered mail just so they can avoid the trip of going to China.
Having said that, though, you should definitely research which bank you want to operate with, and definitely go to China, visit the bank, and get a feel for who you want to work with and who you feel the most comfortable with.
The next points are really related to the operation and understanding who's going to be the contact person for the bank. Who is going to operate the account? Who's going to do the transfers? Online banking exists, but one key point that people forget is that, when you write the name of the beneficial owner for the transfer, it has to be written in Chinese characters. You definitely do need somebody there who can write that.
Koehler Group, as well as many other service providers in China, offers solutions and outsourcing services to aid clients in that respect. Particularly if you're a startup in China, you've hired someone, and you definitely don't trust them yet with access to the bank account, you may want to outsource that function initially until you feel more comfortable with the staff that are on the ground.
Corporate credit cards are a very Westernized concept, and doesn't really exist in the China market. Some banks do operate, others don't. Again, it's important to meet with the banks, understand their capabilities, and understand what your needs are in the Chinese market.
As I mentioned, most people are very negative about the Chinese market, about setting up a legal presence in the Chinese market, and about the bureaucracy that's involved. I've even heard comments saying, "The Chinese government doesn't want foreign investors. If they had a choice, they'd kick everybody out. It's just simply not the truth.
I think the next slides really highlight how the Chinese government is improving the application process and the investment opportunities that exists in China.
As of October 1, 2015, so just three months ago, the Chinese government came out with a new system whereby they have one code that is associated with three government bureaus. They have now what is called the USCC system. What this basically means, and I'll portray this by showing the actual application procedure for establishing a company, is that they've eliminated the step of the enterprise code certificate and the tax certificate. Everything is now combined when you do the business license application. What this means is that rather than the application procedure taking six months, it can now take approximately five months.
Many of you will say, "One month out of six months, what does that actually mean?" This is a huge drive for China to improve things and make things better, and to eliminate certain procedures in the application phase.
For me, again, not only is the elimination of the minimum requirements of investment gone, but now you have better and more improved application procedures, as well. It's just phenomenal how the processes are going.
Although I'm not really touching on accounting and tax today, the strives of the tax authorities to improve accounting and tax regulations has just been phenomenal in a very short period of time.
Again, be optimistic about China. The opportunities are there for U.S. investors. Don't be scared or have this fear that, because China is so far away, things are bureaucratic and complicated. They're not. Things are definitely improving over a period of time.
Corporate structure is a very important aspect for me when I'm advising my clients on incorporating in China, primarily because a lot of investors are scared about being in the corporate structure for a Chinese entity. They say, "I don't want to be there. I will be the first person put in jail if something goes wrong." That's a very negative point of view because really, ultimately, what could go wrong?
Corruption in China has been reduced tremendously that nobody is going to be sent to jail. You might get a slap on the hand if you've done something wrong, just like you might get a slap on the hand in the U.S. if you've done something wrong, but it doesn't mean you can't be part of one of these corporate structures.
What I've seen with a lot of clients is they'll just try to find anyone who wants to take that role, including individuals that know nothing about the China business, they're not part of the China team, and hence, because of that, they're willing to take on that role because they have no clue what's going on. That's really not the right way to take this. If you're going to have a board of directors, an executive director, a GM, a legal rep, or a supervisor, you really need to choose the right people that fit those roles, and that can aid the company in developing and in growing.
For me, I think that's really one of the most critical decision making processes, to find the right people. Part of Koehler Group's services is obviously to aid you in understanding what those roles are, what they entail, what each of these decisions mean, in order to be able to guide you in finding the right people within your organization to take on those responsibilities.
For representative offices, which is a little bit different than LLC, you just have to appoint a chief representative. For representative offices, this is slightly different because, in the end of the day, the chief representative of a rep office is liable to pay personal income tax in China. For all the positions of an LLC, they don't have this liability. For a chief representative, even if you don't reside in China, you have to pay income tax. Again, that's a huge negative for me in terms of establishing a representative office in China.
Anu: Thank you, Kristina. Folks, we'd like to ask you another poll question. On the screen we'd like to know which city in China are you looking to establish? There are three different tiers as your options, and also an option to select, "Undecided." We'll give you all a moment to make your selection.
Thank you to everyone that participated.
Kristina: The outcome really is that the majority of you are either undecided, or you're inclined to go into one of the Tier 1 cities of Shanghai, Beijing, Guangzhou, Shenzhen, Chongqing, or Tianjin. Why is this so important? Why am I placing such a focus on where do you want to be?
The key point is the following quote: One office address means one legally registered company, which obviously is very different in the U.S. where you can establish as many companies as you like in one registered office location. In China, the Chinese government is trying to have companies invest in operational entities, meaning that, when you go to the Chinese market, you are going to employ people through that entity, you're going to be active through that entity, and you're going to be operational through that entity. They have the saying "One office address is for one legally registered company."
For a lot of startups, what we recommend to them is, particularly if they're planning on remaining a smaller size, usually my threshold or rule of thumb is, if you have four employees or less, go into a business center. At that point, you don't have to invest in the renovation of an office, you don't have to buy furniture, and really business centers offer you the flexibility to expand or downsize as you're developing in the market, particularly during the startup phase.
Registering your office address is relatively complex in China, and you may think, "Why?" Let me give you the following tidbits. The first is changing your office address, which sounds like a relatively simple procedure, but in China, if you are located in Shanghai, there are approximately 12 to 15 districts in China. If you want to move from one district to another district, you need to do a tax closure audit in your original district, and reopen in the new district that you want to establish yourself in. Sounds bureaucratic, sounds crazy, but it is what it is. You have no choice around it. It's very important, when you've already decided on a location, to decide what district you're going into in that location.
My recommendation again is to review the districts. Visit the various districts. You may start off in a very small office, but you need to see whether that district can actually help you to expand and grow if you need to so that you don't have to do disclosure audits.
The other key point is, if you want to or if you have established your business in Shanghai, and after a year and a half or two years, and trust me, this is a true case study, you have decided that actually Shanghai was completely the wrong place to establish your business and that you should have gone to Beijing or Shenzhen, what can you do? Unfortunately, in China, you cannot simply move your company from one municipality to another, or from one city to another. You have to set up a brand new entity in that city, and you have to take in the timeframe. If you want to establish a brand new entity, it does take approximately five months.
You need to keep in mind the research that you have to do when going into the market. Choose the right location. In that location, choose the right district.
A lot of companies expand over time. For example, Koehler Group, we've expanded tremendously. We have not only our head office in Shanghai, but we also have a branch office in Beijing, a branch office in Shenzhen, and a branch office in Guangzhou. The key point here is understanding what those branch offices should do. Should they be operational? Should they be non-operational? Basically, the difference revolves around the accounting principles and tax principles, and whether you want those branch offices to invoice or not.
Just know that at some point you may want to expand in China from just one location to several locations, and it is feasible, but it does require applications for branch offices.
Changes to your legal entity. Whether you're in the U.S., Europe, or anywhere in the world, any time there's a change to your structure, you do need to update it with the Administration of Industry and Commerce. If you want to change your business scope, your registered capital, the corporate structure, or the office address, you have to make sure that you do that timely, primarily because, again, at the end of the year, the auditor is going to review all these items and they're going to check whether you've updated the company appropriately and on time. If you haven't, you will get a slap on the hand and penalties may also arise. You certainly want to do those things on time.
I'm going to focus a little bit now on representative offices. My focus is primarily on the fact of the business scope, what you're permitted to do, and what you're not permitted to do.
Primarily, as I mentioned earlier, it's a liaison office. All you are permitted to do are liaison functions. As such, anything that revolves around being operational could result in penalties, and in worst case scenarios could result in the suspension or revocation of your registration certificate and ultimately could result in the chief representative being blacklisted by the Administration of Industry and Commerce, meaning that that individual would not be permitted to be in any other corporate structure in China.
There are a lot of surprise visits that are done by the Chinese government. Usually, the rep office name will be picked out of a hat and will then be investigated. In addition to that, if you have employees on staff that you're planning on firing, or the relationship has gone sour, you can pretty much be assured that that employee will go to the Chinese government and denounce you if you are doing things outside of your business scope.
That all leads me into really why an LLC is better off for you versus a representative office. I've listed five various reasons here. Primarily, most companies will look at cost. What is my annual budget going to be to manage and run an LLC versus a representative office?
Obviously, if you have an LLC, costs are going to be higher because, quite frankly, you're going to be legally operational, and you should be doing certain invoicing and certain accounting functions that a representative office is not permitted to do because it's purely a cost center.
When you're looking at annual budgets, obviously LLCs will be automatically more expensive than representative offices, but not by much. If you look at representative offices and what they have to do, from a corporate compliance standpoint, it's very different from an LLC.
On an annual basis, a representative office has to actually notarize, by the Chinese embassy in the U.S., the shareholder's company kit, all the documents associated with the company kit, like memorandums of understanding, all the business licenses, etc., which can be a nuisance. I certainly do know that the Chinese embassy and the consulate here charge a pretty penny for those notarizations to occur. Keep that in mind in terms of corporate compliance requirements and accounting and tax requirements.
I am going to end the presentation on maybe a sad note in terms of looking at liquidation and RO closures. Obviously, whenever somebody is planning on investing in the Chinese market, they're not planning at some point to liquidate it, but it's important to know what the procedures are. When you're liquidating a company in China, the entire process takes about 18 to 24 months. You do need to make a business plan and understand whether a LLC is important for you or not. A closure of a rep office usually only takes nine to 12 months, which is, again, not a short period of time, but it is much less than the liquidation.
The reason for the length of time is primarily because the tax bureau is investigating the last three to five years of operation, and making sure that there are no outstanding tax liabilities for the entity. Obviously, for an LLC, that investigation is a much lengthier process than it would be for a representative office that's purely a cost center. It is something to think about.
On a high note, let me end the presentation with my top 10 tips for establishing a legal presence in China. The first is do your market research on what the right structure is for you, but do your market research also on whether there are true opportunities for your company in China.
The second is establish the right culture from Day 1. I can't emphasize this more. When you are investing in the Chinese market, you are a guest in the Chinese market. You are going to China because you see the opportunities there, and you're planning to make a profit out of your investment in China. Don't expect that the mainland Chinese will become Americanized, or will adapt to the American culture. I can tell you now they won't. You will need to adapt yourself to that market. You will need to change certain things within your organization to be able to adapt that new subsidiary into your own culture.
You really need to be aware of the cultural differences. Mind you, it doesn't mean that the mainland Chinese are not curious about the Americans or want to understand how the processes are done. It's just that it has to be done very carefully.
Avoid a lack of attention and communication with your partners and the teams in the local market in China, which is much easier to say than to do, particularly with the 13-hour time zone difference. It doesn't mean you can't travel there. The amount of companies I've seen where the management doesn't go and see what is happening or occurring is too many. With the time zone issue as a problem, you really need to go often enough. It doesn't have to be one individual. It can be a variety of individuals from a variety of departments that go.
Ethical situations, for me, is always a big issue because investors come and they say, "This is China. It's permissible." No, it's really not. As common sense would say, what you wouldn't do in the U.S., you don't do in China. Absolutely not. Don't think that just because it's China you can get away with it. In a majority of cases today, you can't get away with it. Stick to your ethics. Make sure you don't do things under the table.
Dealing with inexperienced foreign and local staff. Again, this is really for budgeting reasons that a lot of people hire new graduates to go into China to run and manage a business, or they hire local staff that are not even familiar with their sector. I would always say, as the investment goes, really try to find the right people from Day 1, and build around that. You really want to have the right philosophy and the right mentality. You want experienced people who know your product and know your service line in order to be able to be successful in the market. You don't want those people to come in at a later stage. You want them there really from Day 1.
I should've put Point 6 as Point 1. Register your intellectual property. If you have not invested in China yet, but you have done business in China, you've been at trade shows in China, or you've passed out your name cards in China, please make sure you register your trademarks in China. If you haven't done that, do that today. It's extremely simple. It's inexpensive, and it's a very simple process to get done.
With additional licenses, understand, based on activities that you want to do, whether there are restrictions or any additional licenses that you need to apply for, because that will really cater then to the application procedures that are involved.
Be aware for government interaction. I didn't see too many people polling for wanting to be in the Tier 3 or Tier 4 cities, where primarily most governments in those areas are trying to attract foreign investment in order to bring up their standard of life and look good amongst all the other cities in China that they have foreign investors located there and they'll make a lot of promises. They'll say, "You get five years' rent-free land," or they will say, "You get 0% profits tax on your first three years of profitability." Don't believe any of the promises unless they're written down on paper, signed by the government official, and more importantly chopped by the government office. If that's not done, don't believe in the promises, and certainly don't make budget surrounding those promises.
The appointments of the directors and senior management personnel all relates to the corporate structure that you're trying to develop in the Chinese market. Make sure you select the appropriate people.
Point 10, again, for many it may sound silly, but for me, I think it's really vital: Obtain advice and pay for it. Make sure you don't just rely on new employees that say that they can do what they promised they'd do, like, "I know a government official that can set up the company in two days." Really, they can't. In two days, you know the company is unestablished, but you have a team of suddenly five employees that are not properly employed.
Go to a variety of lawyers. Similar as when you would find out you're sick and you want to have second and third opinions, do the same in China. Meet with a variety of lawyers. Meet with a variety of advisors. Meet with headhunters. Meet with a variety of corporate service providers that can assist you and aid you in the establishment of your business in China, particularly during the startup phase where it's critical to have all of the processes and internal control systems implemented.
Anu: Great. Thank you, Kristina. That was great.
We will now open up the Q&A session, and we're also going to put up one more poll question on the screen for you. Would you like to be contacted by a Global Subsidiary Management specialist? Please click one of the options on your screen if you're interested in learning more about this service.
Also, just as a reminder, you can download a copy of today's materials from the Handouts box. If you'd like to see what other webinars CSC offers, click on the free education webinars link in the "Join Us For More" box.
Let's take some questions from the audience. Ann is asking, "Am I able to convert my representative office to a limited liability company?"
Kristina: No. Actually, a representative office cannot be converted to a limited liability company. If you would want to set up an LLC, that would be a brand new establishment that would need to occur. You would then ultimately have to close down the representative office once that LLC is established.
The key point around that, though, and where it gets then a little bit complex, is that most likely you have negotiated a long-term agreement for your lease, and you would want that LLC to be registered in that representative office location. As I mentioned earlier, one company, one registered office address. You'd probably have to move the rep office to a new location and put the LLC then in that office where you're operational.
Anu: Great. Thank you. London is asking, "Do you provide consulting services for NGOs interested in moving into China or Hong Kong?"
Kristina: Yes, we do. NGOs is a very particularly sector in China, as well as in Hong Kong, but we do offer advisory on that.
Anu: Amy is asking, "Have there been any advancements in being able to protect intellectual property?
Kristina: Yes. The trademark law has been updated, and I believe there are going to be further updates that will occur in 2016. One of the key changes that has occurred, or improvements that, from my perspective, have occurred, is that previously it took about 18 months to register a trademark in China, and now that's just been reduced to nine months. That's, again, another phenomenal update in terms of the speed that things are progressing.
Anu: Chanel is asking, "Can a WFOE also handle import and export functions, or can that only be done through FICE?"
Krisina: Again, I really hate the terminology WFOE and FICE. An LLC can do import and export. You just need to make sure you add that into your business scope. From my interpretation, a FICE is handling import and export functions whereas the WFOE is doing more service-oriented functions.
Anu: Thank you. Dan is asking, "Do we have to have a location? Can we manage client location remotely and use local companies when assistance is required?"
Kristina: I think that requires a little bit more information from my side, so we'll follow up on that.
Anu: We'll follow up offline. Thank you. Cindy is asking, "Has international investments slowed in China given the economic slowdown in China?"
Kristina: No, it hasn't. I was on a panel of experts just six weeks ago, and this question also came up. There's still 7% growth in China. That's still phenomenal. Where else in the world do you see 7% growth? Yes, previously the growth in China was double digits, which, again, is outstanding and phenomenal, but the fact that it has slowed down, it's still 7%.
When people constantly ask me, you know, "Have you seen a slowdown? Are people not investing anymore?" people are still investing. People are still going into China. It's new opportunities for foreign investors, particularly in areas where China really needs help. If you look at the clean technology sector, high technology, urbanization, architecture, all of the areas that China is not yet mature on, all the foreign investors are diving into that area in order to win those opportunities and win those bids for those projects.
Anu: Excellent. Again, thank you, Kristina. That is all the time we have today. If we didn't get your question, we will contact you with a response after the webinar. Thank you to everyone who joined us today. We hope to see you next time.


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Absence of disturbed axonal transport in Spinal and Bulbar Muscular Atrophy
AbstractSpinal and bulbar muscular atrophy (SBMA), or Kennedy's disease, is a late onset motor neuron disease (MND) caused by an abnormal expansion of the CAG repeat in the androgen receptor (AR) gene on the X-chromosome, encoding a polyglutamine sequence (poly-Q) in the protein product. Mutant poly-Q expanded AR protein is widely expressed but leads to selective lower motoneuron death. Although the mechanisms that underlie SBMA remain unclear, defective axonal transport has been implicated in MND and other forms of poly-Q disease. Transcriptional dysregulation may also be involved in poly-Q repeat pathology. We therefore examined axonal transport in a mouse model of SBMA recapitulating many aspects of the human disease. We found no difference in the expression levels of motor and the microtubule associated protein tau, in spinal cord and sciatic nerve of wild-type (WT) and SBMA mice at various stages of disease progression. Furthermore, we found no alteration in binding properties of motor proteins and tau to microtubules. Moreover, analysis of axonal transport rates both in cultured primary motoneurons in vitro and in vivo in the sciatic nerve of adult WT and mutant SBMA mice, demonstrated no overt axonal transport deficits in these systems. Our results therefore indicate that unlike other motoneuron and poly-Q diseases, axonal transport deficits do not play a significant role in the pathogenesis of SBMA.
After reading the above, I asked our biology professor for a translation. As usual, he did a great job in explaining how the process works and what this research meant.
"There has been speculation that the reason that the motor neurons die in Kennedy's Disease is that the transport of materials to the end of the axon is blocked. The motor neurons are the cells that tell muscle to contract. They have a cell body (main part of cell with all the usual cell parts) is in the spinal cord. Each cell also has a long tube-like process called an axon that connects to the muscle cell. Thus, the axon is a long continuation of the motor neuron - it is very long and thin (can be over 2-3 feet long in some instances). Since the cell body is where the cell machinery exists, the cell must be able to transport needed chemicals to the end of the axon - this is axonal transport. If this transport were to be blocked, then the axon, and thus the cell, would no longer function. This paper apparently has evidence that this axonal transport is NOT defective in Kennedy's Disease."
I am not certain how this helps, but I am certain that it might be beneficial for researchers in their work. The better we understand what works and what doesn't has to be helpful as they search for a treatment.


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Learn about two things Jim Henson did to make it possible for him to achieve success…
I still remember when Jim Henson died. I was 8 years old and I felt devastated when my parents told me. Growing Up, Sesame Street and The Muppet Show were a big part of my life and my favorite toy was a stuffed Kermit the frog that I would always carry around.
The next day after he died, the Toronto Star newspaper had a big picture of Jim Henson surrounded by his muppets on the front page, and I clipped that out and kept that for a long time on my bulletin board. It's amazing when you can grow up and find out things about a person that makes them even seem more remarkable, and in this case Jim Henson definitely fits the bill. If you hear from his colleagues and co-workers, you'll often hear how soft-spoken he was. Oftentimes at meetings, people would have to lean in because he would barely speak about but whisper.
And when it comes to sales, we often don't think of salespeople as being very soft-spoken. But Jim Henson was able to sell his Muppet Show, Sesame Street and characters to a wide variety of buyers.
There's a couple of reasons from reading about Jim Henson that I think were why he was able to succeed without being the stereotypical salesperson. First one was that he definitely believed in what he was doing. He was a very strong visionary and he was also very good at his craft, the puppeteerian.
The Muppet Show was rejected for, I think, 9 years before it was finally picked up and that's a long time to keep going with hope that there will be light at the end of the tunnel. In fact, one of the networks that rejected him is known for saying, "Why would adults want to watch puppets?" I know in my own life that if I don't believe in what I'm doing, it's definitely a lot more difficult to keep going.
I remember at one job I was working at, I've been working there about 6 months and when I started, I was pretty excited about starting because it was a new start-up and the founders had previously launched and sold a big business in Victoria, where I was living at the time. So I was excited to work for them, but it turned out that the work that I was doing was just not interesting for me. They were just wanting to make silly quizzes for Facebook and basically advertising supported sites that were tricking people into clicking on ads, or deceptively trying to get money from them.
And I remember sitting at breakfast table one morning and completely not interested in going to work. I sat there for maybe 20 or 30 minutes, thinking, "I just do not want to go to work today." It was the only time in my career that I can recall being that down about work, and luckily I quit about a week later and felt much, much better about it.
The second thing that Jim Henson had going for him was his huge network of support around him. He's known for having a famous manager, Bernie Brillstein, in Hollywood, who very much complimented Jim and would very much support him throughout his career. I think they worked together for over 20 or 30 years, which is remarkable partnership for a Hollywood star.
In my own life, I'm lucky and grateful to have the support of my wife. I know I had started on projects. Before getting married, I'd started and attempted a few projects that didn't really go anywhere. In fact, I always regretted that I gave up a little too early and didn't stick with them enough. Because after shutting them down, sometimes I would be talking with people about them and they would say, "Oh, that sounded like a great idea, it sounded interesting." Whenever someone would say that, I would always feel this twinge of regret that maybe I gave up a little too early.
But since getting married, I've been lucky to have the support of my wife where she'll say stuff like, "Well, you know, if this doesn't work just try something new and keep going until you get success," or even the fact that I'm currently taking 6 months off to work on touching base, thought I'll go full-time.
And I think for when it comes back to Jim Henson, the support that he was able to surround himself with is no more evident than at his memorial service after his death, where thousands of people turned up and in one of the final acts of the memorial service, all of the puppeteers come on stage and sing a final song as a tribute to Jim Henson.
If just one person believes in you,
Deep enough, and strong enough, believes in you,
Hard enough, and long enough,
Before you knew it, someone else would think,
"If he can do it, I can do it."
Making it, two whole people who believe in you,
Deep enough, and strong enough, believe in you,
Hard enough, and long enough,
There's bound to be some other person who believes in making it a threesome,
Making it three…
People you can say, believe in me.
And if three whole people,
Why not four?
And if four whole people,
Why not more,
And more, and more…
And when all those people believe in you,
Deep enough, and strong enough, believe in you,
Hard enough, and long enough,
It stands to reason you yourself will start to see what everybody sees in you…
And maybe even you, maybe even you…
Can believe in you…too.


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Tuesday Smiles
Our Pink Puck readers are the best, we received an email with this photo attached this morning: "Saw this photo on my timeline and thought it was too cute not to share with my favourite site! Wishing you all a nice Tuesday. An avid Pink Pucker, Michelle, Smiths Falls, Canada" Since it brightened our day, we thought it may do the same for some of you. Puppies and hockey combined are a guaranteed smile.


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No Asylum – Chapter 1
August 26, 2010
"There you are!"
Pressing close against the soot-streaked brick wall to his right, Chris slipped closer to the end of the alley. Carlyle's car was parked facing the ocean; the Bishada was all sleek scarlet curves amidst the industrial greys and hard angles of the wharves. Dirty, distorted guitar strains leaked from the stereo, quivering the air around the vehicle.
"What are you two doing in there? Bet I can guess…" He licked his lips unconsciously, shoving stray strands of titian hair back off his face as he ducked behind a stack of cardboard boxes left to rot in the rain and the sea air, finally close enough for the mic to start picking up. Without taking his eyes from the car, Chris started to wrangle his camera from the bag at his hip, the telephoto lens frankly gratuitous at this range but too cumbersome to remove without his full attention.
Whatever the couple in the car had been discussing, it seemed to have lost their interest. That happened a lot with these two, Walsaw noted, the detail on the heavy lens strong enough to pick up the sheen of moisture on Phorbes' lips as she tipped her head back to sigh, closing her eyes, or the individual strands of light gold that wove through Carlyle's fingers as he stroked her hair, mouth caressing the upraised line of her throat. The torn blue paper of an airmail envelope lay limply in the man's hand. "Probably the only limp thing in that car right now," Chris mused, as he reflexively pressed the shutter key.
In the car, the man froze, lifting his head and looking about. Phorbes seemed oblivious, murmuring some pleasantry that was drowned out by the sudden alarm klaxons in Chris' head. He remembered what he'd said to his partner only this morning. "Be careful. Get anywhere near Phorbes while he's there and he'll kill you. No hesitation, no doubt."
"Stay in the car!" The driver's side door flew open and the Englishman was out, his N-TEC assault rifle all but leaping into his hands from under the seat, eager to see action again. Phorbes' reaction was almost as slow as Walsaw's, her eyes flipping open, body stiffening in fear. "Ian? What's wrong?" The ex-cop had no time to watch her further as he abruptly realised he wasn't zooming in; Carlyle was bearing down on him fast with his weapon ready.
The camera slammed hard into his chest as he let it drop and swing on its straps. Grunting in pain, Chris leapt to his feet, but they disagreed with his dignity and sprinted back down the alley. Bracing himself against the cover provided by the building wall at the corner of the alley, Walsaw cursed himself, dragged his pistol from its holster and swung back into Carlyle's path.
An inch closer and he'd have been inhaling N-TEC. The two men faced each other across the barrels of their guns, eyes locked.
"You're…. You're under arrest!" The hesitation felt less than manly and Chris was mortified to find himself blushing. In all his time watching these two, he'd become too caught up in what they didn't do – the casual murders, the reckless carnage, mayhem and destruction that was so rife in this city was missing from their lives and it had made it too easy to forget quite how ruthless they could be when the situation demanded it.
Images flashed through his head of the three bullet-riddled bodies the coroner's team had dragged from the apartment over a Korean laundrette. They'd weighed in at three pounds over their natural weight from all the lead. The rest of them was splashed over the living room walls like a fresh coat of paint.
"They're never more dangerous than when they're protecting each other." Chris grimaced at himself. "I should listen to my own bloody briefings."
"I don't know who the fuck you are, mate, but… Under arrest?" Carlyle's eyebrows rose, whether in surprise at Chris' identity or scepticsm at his ability to arrest anyone with a rifle up his nose, Walsaw didn't know.
Past the liverpudlian's broad shoulders, he could see one wide, blue eye peeking around the corner into the alley, half-hidden by a wind-swept mass of blonde hair. His stomach clenched in a flutter of hope before a slight shift in Carlyle's weight brought his attention back to this mexican stand-off.
Somewhere in a dark corner of Chris' mind, he wished he'd brought a bigger gun. The pistol was making him feel like the only entrant in a dick-waving contest that hadn't been mistaken for a tripod.
"You shot at an officer of the law! That is a criminal offense!" Not his snappiest dialogue but that N-TEC made it hard to think.
"You were eavesdropping. What if you had a gun?" The Englishman's stance hadn't changed, but the adrenaline-shot climate was calming. Walsaw started to feel more in control.
"I have a badge, and a gun… and cuffs… Now put that gun down and surrender." A tiny scrunch on the broken tarmac made him flick his eyes to the end of the alley as Phorbes stepped out into the open, the butt of a sniper rifle resting against her shoulder, the muzzle looking past Carlyle's left ear, straight into Chris' right eye.
…never more dangerous…
Carlyle's head tipped quizically to one side, lips starting to quirk in a smile. Control was slipping away again.
"I said surrender!" He barked the command, more for the benefit of Phorbes than her mate, who seemed to be getting more cocky by the heartbeat.
"Why're you following us, mate?" The N-TEC didn't shift a milimetre. Chris steadied his hand on the pistol, which had started to waver left to answer the threat from the sniper rifle. Instinct told him that pointing a gun at Phorbes right now would cost him a lot more than an arrest.
She looked terrified. Portrait of a heavily-armed damsel in distress.
"You are harboring a fugitive…" His eyes flicked back to look at Phorbes and she wasn't there. His head whipped wildly left and right. Nothing. "Shit!"
"I think you've got the wrong couple." Chris whirled back to Carlyle, every fibre in his body wanting to punch that smug grin right off the man's face.
"I have the right one… trust me. One last warning! Put it down!" He could hear the panic in his own voice. Where the hell had she gone? This was a fucking dangerous area, even for San Paro. Assailants could lurk anywhere in the empty warehouses and abandoned buildings.
The car. She must have gone back to the car, belatedly obeying her lover's instruction.
"Okay, okay." Carlyle gently set the N-TEC down, raising his hands obligingly, but the infuriating grin just got wider. Did he know where Phorbes was? "Nice ponytail."
"Good, glad you know when to give up…" He craned his neck to one side. There was no sign of her in or near the car. "Shit! She ran!"
"Going for the porn producer look?"
Chris bolted forward, shouldering his way past Carlyle, running to the Bishada. Nothing to the left. Nothing to the right. She was gone. A howl of frustration tore out of him.
He spun back to the Englishman… only to find himself staring at empty space. On the road beyond the alley, a yellow Kurai burned into the distance, the sounds of laughter drifting back to him on the wind.


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Telecoms workers need a wide range of fall protection equipment, all of which is available in ready to use work kits.
Typical requirements include work positioning, fall arrest (with both lanyard or vertical system), adjustable restraint equipment for roof safety and rescue and evacuation systems.
The following are examples of product used in this industry:
- MICRON self rescue evacuation system
- Rescue stretcher
- Anchor line, 11 mm, karabiner – 10m
- Tower rescue and evacuation descender
- Combination harness
- Karabiner, alloy, D, extra wide
- Twin Lanyard, 1.5 m
- Fall arrest block- 15, recovery
- Twin Lanyard, 1.25 m


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U.S. Tour '99
Las Vegas, Nevada
Around the Hotel
June 7-8, 1999
Around the Hotel
Click on any photo for a larger version.
Andre in the casino (nice shirt!)
That's Nicolas in the white shirt in the background
Nicolas proposes marriage to both Lauren and Georgia
Pacheco in the casino
Patchai in the pool:
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