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Shenzhen Overseas Investment Filing (ODI)

Aiming to establish a company overseas, Domestic enterprises engaged in mergers and acquisitions or investment projects, Organize business, development and reform, Filing or approval pathways for foreign exchange and other links.

Service Overview

Overseas investment filing usually involves development and reform, business and foreign exchange and other links, Is it specifically filing or approval?, With the investment entity, Investment Destination, industry, The project structure is related to the investment method.

Newly established overseas enterprise, mergers and acquisitions, The handling methods of capital increase and reinvestment may be different., Sensitive countries and regions, Sensitive industries also need to be checked individually.

This page is used to organize project paths and prepare materials., No commitment to record filing, Approval or fund remittance result.

Shenzhen Overseas Investment Filing (ODI): Processing conditions, List of Materials and Official References

Overseas investment filing (ODI) in Shenzhen is managed by the Shenzhen Municipal Bureau of Commerce / Shenzhen Municipal Development and Reform Commission / Shenzhen Branch of the State Administration of Foreign Exchange. Is it applicable, Handle according to which category of matters, Depends on the subject qualifications, Business activities and actual location/personnel arrangements; Newly established under the same name, change, continue, Cancellation handled separately, Cannot replace each other.

30 Second key point

  • Competent authority: Shenzhen Municipal Bureau of Commerce / Shenzhen Municipal Development and Reform Commission / Shenzhen Branch of the State Administration of Foreign Exchange
  • First, look at the conditions: The domestic entity has been established for a certain period of time, Has actual business operations and tax records (required in some cases).
  • Business Filing: 10–20 working days
  • Validity period: Filing is valid for a long time, Changes in investment amount and project content require modification.
Supervisory/Approval Authority
Shenzhen Municipal Bureau of Commerce / Shenzhen Municipal Development and Reform Commission / Shenzhen Branch of the State Administration of Foreign Exchange
Main basis
Measures for the Administration of Overseas Investment by Enterprises (Order No. 11 of the National Development and Reform Commission); Measures for the Administration of Overseas Investments (Ministry of Commerce Order No. 3 of 2014)
Handling method
Online declaration + window/on-site verification (depending on the matter)
Validity period
Filing is valid for a long time, Changes in investment amount and project content require modification.

Scope of application: First determine which category it belongs to

Situations that usually require handling:

  • Domestic enterprises plan to set up companies abroad, Acquiring equity or engaging in physical operations
  • Enterprises that need to remit funds abroad for investment

Easily mistaken as needed, But situations that should be verified separately:

  • Goods trade exports only, Does not involve the establishment of overseas entities
  • Individual overseas investment (according to personal foreign exchange management), Another path)

Core Conditions (Checked Item by Item)

  1. The domestic entity has been established for a certain period of time, Has actual business operations and tax records (required in some cases).
  2. Overseas investment projects do not belong to sensitive countries/regions and sensitive industries.
  3. The source of funds is legal, Possess the corresponding investment capability.
  4. Complete filing/approval by the business department and filing/approval by the Development and Reform Department, Handle foreign exchange registration again.

List of materials and common return points

Organize according to acceptance criteria; portion, The requirements for original document verification shall be subject to the current list of the accepting authority.
Material Key Points / Common Reasons for Returned Items
Overseas Investment Registration Form
Business License and Audit Report
Articles of Association and Investment Agreement of Overseas Enterprises
Board of Directors/Shareholders' Meeting Resolution
Explanation of the Source of Funds and Supporting Documents
Preliminary Work Description (Mergers and Acquisitions)

Review and On-site Inspection Focus Points

  • The commercial and development & reform filings need to be completed separately., Cannot process foreign exchange registration if any one is missing.
  • Sensitive industries (real estate, hotel, cinema, sports club, Entertainment industry) restrictions are strict.
  • Shell investment, Applications without actual business purposes will be subject to intensive review..

time limit, Validity Period and Subsequent Obligations

project illustrate
Business Filing 10–20 working days
Development and Reform Filing 7–20 working days
Foreign exchange registration 5–10 working days
Validity and Renewal Filing is valid for a long time, Changes in investment amount and project content require modification.
Ongoing obligation Annual reports on overseas investment and registration of existing equity must be submitted.

Cost structure (listed separately), Avoid vague punches

Filing is free of charge; audit, Legal opinions are charged to third parties; Consulting service fees are quoted based on project complexity.

Risk and Responsibility Boundaries

  • Funds remitted without filing, Constitutes illegal overseas investment.
  • Overseas reinvestment and round-trip investment require separate compliance (including 37 Official Document.

Official Basis and Verification Entry

Basis / Entrance Issuing Authority Verification method
Administrative Measures for Overseas Investment by Enterprises Order No. 11 of the National Development and Reform Commission Enforcement 2018-03-01; The current valid text shall prevail
Administrative Measures for Overseas Investment Ministry of Commerce Order No. 3 of 2014 Enforcement 2014-10-06; The current valid text shall prevail
Unified Platform for the Ministry of Commerce Business Systems — Visit
State Administration of Foreign Exchange — Visit

Date of consultation of the above materials: 2026November 12. The provisions of the regulations shall be based on the officially published current text.; Service guidelines have regional differences and version updates, The actual acceptance requirements shall be subject to the standards of the accepting authority at the current period..

illustrate: This page is a guide for handling conditions and organizing materials, Does not constitute legal advice, Regulatory approval or approval commitment. Submit application, On-site verification, The issuance of certificates and the decision to open accounts are both independently made by the competent authority or the bank.; Specific scope of services, The costs and deliverables shall be subject to written authorization..

Scope of Services

52Consulting scope of agency websites regarding the path and documentation organization for overseas investment projects, The specific approval level is checked according to the project situation..

Investment Structure and Project Assessment

Verify investment entity, Overseas structure, Investment method, Destination, Industry and sources of funding.

Filing or approval path

Sorting out development and reform, business and foreign exchange and other links, Determine possibly applicable filings, Approval or registration matters.

Project Materials and Follow-up Reports

Organize project description, Investment Agreement, Decision documents and financial materials, and prompt subsequent reporting matters.

Required Documents

First explain the investment structure and project background, Then determine the official list according to the applicable path.

  • Domestic enterprise business license, Equity structure, Financial statements and credit information.
  • Explanation of Overseas Investment Projects, Investment Agreement, Articles of association or merger documents.
  • Resolution of the board of directors or shareholders' meeting, Explanation of Sources of Funds and Investment Paths.
  • Destination, industry, Counterparties and project progress information.

Application Process

The following is the sequence for project verification and declaration connection, The specific procedures shall be implemented in accordance with the requirements of the competent authorities..

Project and Architecture Verification

Confirm investment entity, Overseas structure, Investment Methods and Project Background.

Determine the filing or approval path

Check development and reform, business, Foreign exchange and other aspects as well as potential sensitive factors.

Prepare project materials

Organize Investment Agreement, Decision document, Source of funds and project description.

declare, Registration and Follow-up Reporting

Complete the declaration or registration according to the procedure, And prompt subsequent reports and maintenance matters.

Key Considerations

Overseas investment involves multiple regulatory authorities, Filing, Approval and foreign exchange registration cannot substitute for each other. Enterprises should ensure the investment background, The source of funds and project information are genuine, whole, explainable.

Follow-up reports may still be involved after the project is completed, Change or cancellation matters, It should be handled in accordance with current regulations and the requirements of the competent authorities..

FAQs

Different applicable situations, Usually related to project sensitivity, It is related to the investment entity and the investment method, It should be judged according to the current catalog and rules.
The project structure and transaction documents are different, The data and audit focus points will also be different..
The destination is just one of the factors to consider, It also depends on the industry, main body, Source of funds and project structure.
Depends on the complexity of the project, material, Review and Correction Situation by the Competent Authority, Cannot make a unified commitment.
It is also necessary to handle relevant registration or reviews according to foreign exchange and bank requirements., Filing cannot be equated with the transfer of funds..
May need to submit follow-up reports as required, Change or cancel information, Subject to the current regulations.
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