2025年3月1日起《企业境外投资管理办法》开始实施。该办法旨在加强境外投资宏观指导,优化境外投资综合服务,Improve full-process supervision of overseas investment,促进境外投资持续健康发展,维护我国国家利益和国家安全。
在国家对境外投资的规范化
Require
逐步提高的前提下,如何在监管政策下提高境外投资企业合规化经营水平与投融资能力,有效提升境外投资竞争力,这成为对外投资企业广泛关注的问题,而解决这些问题首先需要通过境外投资备案在现行的中国法律法规体系下,Overseas investment by domestic institutions will generally involve filing and approval by three departments,即国家发展改革部门、国家商务主管部门以及国家外汇主管部门。
In the current overseas investment practice,In principle, the overseas investment reviews of the commerce authorities and the National Development and Reform Commission are independent of each other.,There is no mutual precondition,可以分别报送。After obtaining the "Corporate Overseas Investment Certificate" and the "Registration Notice",Only domestic enterprises can carry out foreign exchange registration for overseas direct investment.。Therefore, approval and filing are crucial throughout the entire overseas investment process.。
企业境外投资证书:是指在中华人民共和国境内依法设立的企业(以下简称企业)through new、Owning non-financial enterprises overseas or acquiring ownership of existing non-financial enterprises through mergers, acquisitions and other means、control、Behavior of operating management rights and other rights and interests。
境外投资备案申报条件:1)Comply with the definition of "overseas investment":Overseas investment refers to,Enterprises established in accordance with the law within the territory of the People's Republic of China,through new、Owning non-financial enterprises overseas or acquiring ownership of existing non-financial enterprises through mergers, acquisitions and other means、control、Behavior of operating management rights and other rights and interests;2)Subject and establishment time
Require
:All enterprises established in accordance with the law within the territory of the People's Republic of China can apply for overseas investment。
However, companies established less than one year ago,Unable to provide complete audited financial statements,Generally cannot pass the approval or filing of the approval department;3)Shareholder background、Source of funds、investment authenticity
Require
:Unable to specify the background of domestic shareholders or partners、Source of funds(For example:Own funds、bank loan、以募集资金等合规方式获取的资金)and the authenticity of overseas investment projects.,很难通过审查4)Six types of overseas investment that have attracted recent attention:Large non-main business investment、Partnership’s foreign investment、Delisting of overseas listed Chinese-funded enterprises and other types of real estate、entertainment industry、Investment in sports clubs and other fields,受到主管部门严格审核境外投资备案申报所需材料:(one) 企业开展实行备案管理的境外投资1)《境外投资备案表》(企业应通过“管理系统”按
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Fill in and print,并加盖印章及企业法人签字);2) Enterprise business license、Copy of organization code certificate;3) 申请并购或收购类境外投资的企业需提交合作协议或相关合同;4) 省属国有企业需提交省国资委同意企业到境外开展投资业务的函件3.境外投资备案申报流程步,National Development and Reform Commission project approval—apply to the development and reform department and committee departments for projects,Submit project information,Domestic investors sign all required legal documents,Pending approval or filing by the development and reform department,Issuing approval documents or filing notices。
Step 2,Ministry of Commerce approval and issuance of license - Commerce department approval or filing,发放《企业境外投资证书》,Enterprises should invest overseas within 2 years of receiving the certificate。Step 3,Registration with the Administration of Foreign Exchange - Banks release foreign exchange,Supervision by the State Administration of Foreign Exchange。Investment amount of more than 5 million US dollars,Need to report to foreign affairs department。After review by the foreign affairs department,Issue "Foreign Exchange Registration Certificate for Overseas Direct Investment" to domestic enterprises。
以上是审批步骤,The materials that need to be submitted include the details of the overseas company,Audit report of domestic main company,好是盈利状态,And a business license、Bank account opening、Official seal, etc.。Our company has successfully applied for overseas investment registration certificates for hundreds of companies from all regions across the country.,Have a professional writing team,The writing specialist is very experienced in writing overseas investment filings,Accurately grasp the review priorities of government departments。
Maintain close cooperation with accounting firms (audit reports) and law firms (M&A due diligence),Better than peers in price and time,Save you cost and time。And in case the application is unsuccessful due to our company's fault,A full refund will be given,You have absolutely no worries。Related products:深圳境外投资备案好通过吗
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