State-owned Assets Supervision and Administration Commission of the State Council, Circular on Matters Relevant to the Exchange of State-owned Assets and Equity of Enterprises Directly under the Central Government

国务院国有资产监督管理委员会关于中央企业国有产权置换有关事项的通知

October 12, 2011 | BY

clpstaff &clp articles &

Restrictions imposed on exchange of state-owned assets and equity.

Clp Reference: 2140/11.09.07 Promulgated: 2011-09-07

Issued: Semptember 7 2011

Applicability: The term “exchange of state-owned assets and equity” means that an enterprise directly under the central government, when carrying out asset reorgnisation, exchanges the enterprise assets and equity it holds with those held by the enterprises in which it fully owns or has an absolute controlling stake (hereinafter, collectively referred to as “State-owned Entities”), or a State-owned Entity exchanges the enterprise assets and equity it holds with the assets and equity held by an enterprise in which the enterprise directly under the central government has de facto control, and the amount of cash to make up the price difference accounts for less than 25% of the total amount of the asset exchange (Article 1).

Main contents: The exchange of state-owned assets and equity shall adhere to the following principles:

(i) complying with relevant state laws and regulations and industry policies;

(ii) complying with the needs of the plans and structural adjustment for the state-owned economy;

(iii) beneficial to strengthening the enterprise's core business and optimising resource allocation, and enhancing its core competitiveness; and

(iv) the ownership of the subject matter of exchange is clear, and there is no legal obstacle to the delivery or transfer of the subject matter (Article 3).

Related legislation: PRC Law on State-owned Assets of Enterprises, Oct 28 2008; and Tentative Regulations for the Supervision and Administration of Enterprise State-owned Assets, May 27 2003, CLP 2003 No.6 p.36

clp reference:2140/11.09.07promulgated:2011-09-07

This premium content is reserved for
China Law & Practice Subscribers.

  • A database of over 3,000 essential documents including key PRC legislation translated into English
  • A choice of newsletters to alert you to changes affecting your business including sector specific updates
  • Premium access to the mobile optimized site for timely analysis that guides you through China's ever-changing business environment
For enterprise-wide or corporate enquiries, please contact our experienced Sales Professionals at +44 (0)203 868 7546 or [email protected]