Ministry of Commerce, Measures for the Administration of Outbound Investment
商务部境外投资管理办法
April 16, 2009 | BY
clpstaff &clp articles &Mofcom makes approvals for outbound investment faster and smoother.
Promulgated: March 16 2009
Effective: May 1 2009
Interpreting Authority: Ministry of Commerce (Mofcom)
Applicability: The term “outbound investment” refers to the establishment of an overseas non-financial enterprise or obtaining of an existing overseas non-financial enterprise's rights and interests such as ownership, controlling power and operation and management power by enterprises established in China in accordance with the law through means such as new establishment, mergers or acquisitions (Article 2).
The term “special purpose vehicles” refers to overseas companies listed overseas that are directly or indirectly controlled by enterprises for the purpose of realising the rights and interests in the domestic company that they actually own (Article 37).
Where previously promulgated provisions are inconsistent with these Measures, these Measures shall prevail (Article 41).
Enterprises' investment in Hong Kong, Macao and Taiwan shall, mutatis mutandis, comply with these Measures (Article 38).
Main Contents: Where the outbound investment of an enterprise falls into any of the following circumstances, the enterprise shall report it to Mofcom for check and approval:
(1) it invests in a country that has not established diplomatic relations with China;
(2) it invests in specific overseas countries or regions (specific list to be determined by Mofcom in conjunction with other relevant departments such as the Ministry of Foreign Affairs);
(3) the investment amount of the Chinese party is US$100 million or more;
(4) the investment involves the interests of multiple countries (or regions); or
(5) it establishes an overseas special purpose vehicle (Article 6).
If the outbound investment of a local enterprise falls into any of the following circumstances, the enterprise shall report it to the competent provincial-level commerce department for check and approval:
(1) the investment amount of the Chinese party is at least US$10 million and less than US$100 million;
(2) it invests in the energy or mineral sector; or
(3) it needs to attract investors within China (Article 7).
Related Legislation: State Council, Decision on Instituting Administrative Permits for Administrative Examination and Approval Items that Truly Need to be Retained (Revised), Jan 29 2009
Repealed Legislation: Provisions on Matters Relevant to the Check and Approval of the Investment in, and Establishment of, Enterprises Overseas, Oct 1 2004; and Circular on the Issuance of the Provisions on Matters Relevant to the Check and Approval of the Investment in, and Establishment of, Enterprises in Hong Kong and Macao by Mainland Enterprises, Aug 31 2004
clp reference:2130/09.03.16promulgated:2009-03-16effective:2009-05-01This premium content is reserved for
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