The Best Way to Send a Draft Contract to Your China Counterparty

Home | China Law Blog | The Best Way to Send a Draft Contract to Your China Counterparty The other day I cleaned up and revised the various email templates our China lawyers sometimes use to answer frequently asked questions sent to us by our clients and potential clients. One of the common questions we get from clients is on how to send to the Chinese side of a deal the contracts our lawyers have drafted. Our standard answer is the following: It is usually best for you to send a draft contract to the Chinese side as an already signed PDF. You achieve two goals by doing it this way. First off, the Chinese side cannot easily modify this without you seeing the modifications they have made. It is not unusual for Chinese companies to sign and return your signed Word document as though they did not make any changes when they actually did. Using a PDF makes this less likely. Second, sending the contract this way essentially tells them, "please execute this without any changes so we can move forward quickly." If you send them a Word document you are all but inviting them to make changes to it. I note though that in the last few years it has become customary to use a Word document for China contracts because Chinese companies have started to make a lot of changes to their contracts. This is actually a good thing because it means they now take their contracts seriously and that in turn means they realize Chinese courts have gotten better at enforcing them. This means they don't typically sign a contract planning to breach it. So the current best strategy is for you is to send them a signed PDF. Then, if they ask for it in Word format you can and should send them that. Just don't send the Word document until they ask for it! Your thoughts? Check Out Our China Law Services Share Twitter Facebook LinkedIn E-mail Comment Dan Harris Dan Harris is a founding member of Harris Sliwoski, an international law firm where he mostly represents companies doing business in emerging market countries. Most of his time is spent helping American and European companies navigate foreign countries by working with the international lawyers at his firm in setting up companies overseas (WFOEs, Subsidiaries, Rep Offices and Joint Ventures), drafting international contracts, protecting IP, and overseeing M&A transactions. In addition, Dan writes and speaks extensively on international law, with a focus on protecting foreign businesses in their overseas operations. He is also a prolific and widely-followed blogger, writing as the co-author of the award-winning China Law Blog. Harris Sliwoski Attorney Read more posts [email protected] Read More Basics of China Business Law, China Business Related Posts September 15, 2026 Your AI-Drafted China Contract Says It Needs a Lawyer. Listen to It. September 11, 2026 Forensic Accountants in China Business Litigation: How True Numbers Can Tell the Wrong Story September 4, 2026 China NNN Agreement or Trademark Registration? You Usually Need Both September 1, 2026 AI Didn't Replace Lawyers. It Gave Us the 48-Page Contract. August 27, 2026 Do I Need a China NNN Agreement or a China Manufacturing Agreement? Usually Both. August 26, 2026 China’s New Overseas Investment Rules: Can Your Chinese Investor Actually Get the Money Out? August 24, 2026 International IP Protection for Startups: What to Protect and Where August 19, 2026 The Documents Are the International Deal August 19, 2026 China Supplier Fraud in Yiwu: Why We Recommended the Police, Not a Lawsuit August 17, 2026 China Trademark Registration: Why U.S. Companies Need More Than a Filing Agent August 10, 2026 Buying Expensive Equipment from China: Seven Questions to Answer Before You Pay August 7, 2026 DDP Shipping Risks: What Boise Cascade’s Guilty Plea Means for U.S. Buyers August 6, 2026 Protecting Your Artwork Internationally: What Artists Need to Do Before the Work Travels August 5, 2026 Your China Employee Signed the Vacation Policy. You Can Still Lose. July 29, 2026 The RedNote Contract Lesson for Companies Doing Business in China Leave a comment Cancel reply