Post-maintenance of overseas equity investment

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Time: January 1 ~ June 30 each year

Reporting range and reporting object: domestic investment entities of overseas investment enterprises registered with ODI before December 31 of the previous year

If there are two or more domestic investment entities in an overseas investment enterprise, one of the domestic investment entities shall be identified as the subject of stock equity information reporting, and it shall report the relevant information to the foreign exchange bureau of the place where the overseas investment enterprise is registered, and the other domestic investment entities shall no longer report. The domestic investment entity with the largest shareholding ratio is, in principle, the reporting liability shareholder, and if the shareholding ratio is the same, one of the domestic investment entities may be agreed to be the reporting liability shareholder.

The domestic investment entity of an overseas investment enterprise shall submit it on its own or by entrusting an accounting firm or bank; the registration of the equity of the overseas investment stock of an individual overseas special purpose company shall be declared by the bank on its behalf.

Commission of Commerce:https://ecomp.mofcom.gov.cn/loginCorp.html

1. Monthly Report

Enterprises with a Chinese shareholding of 10% or more shall submit monthly reports within 5 natural days of the following month after the remittance of investment funds.

2, Small proportion of investment monthly report.

Enterprises with a Chinese shareholding of less than 10% after July 1, 2019 shall fill in a small proportion monthly investment report within 5 natural days of the following month after the remittance of the investment funds.

3. Semi-annual report

Enterprises that actually carry out foreign investment activities shall fill in the compliance report and obstacle report within 10 natural days after each half year. Enterprises that actually carry out foreign investment activities, the amount of Chinese investment is greater than or equal to US $0.1 billion and the proportion of Chinese shares is greater than 50% shall fill in the business report within 30 natural days after every six months.

Overseas economic and trade cooperation zones that have passed the assessment of the Ministry of Commerce and the Ministry of Finance shall fill in the cooperation zone situation report within 30 natural days after every six months.

4. Annual Report

Enterprises with a Chinese shareholding ratio of 10% or more shall submit the basic information, foreign investment flow, stock and other relevant information of the previous year before June 20 of each year.

Development and Reform Commission: Project Completion Reporthttp://jwtz.ndrc.gov.cn/jwtz/home?code=&state=123

Enterprises that have obtained the Notice of Filing of Overseas Investment Projects shall fill in the project completion report through the NDRC network system within 20 working days after the completion of the project (the completion of the construction project to which the project belongs, the delivery of equity or assets of the investment target, the completion of the expenditure of Chinese investment, etc.).

Administration of Foreign Exchange: Stock Registrationhttp://zwfw.safe.gov.cn/asone/

Enterprises that have obtained the ODI Foreign Exchange Business Registration Certificate shall submit information on the stock equity of overseas enterprises of the previous year through the capital project information system before June 30 of each year.

The code of the enterprise registration organization is: No. 9-17 of the unified social credit code of the business license.

User Code: quanyidj

Initial Password: 20150101Aa

Declaration content:

● Determine and fill in the shareholding ratio of domestic shareholders. If the overseas investment enterprise is held by multiple domestic investment entities, the shareholding ratio of all Chinese shareholders shall be calculated together.

: Fill in the assets, liabilities and equity data according to the relevant accounts in the consolidated financial statements of Level 1 overseas investment enterprises (including overseas special purpose companies, hereinafter referred to as overseas SPVs).

● Items such as "current assets", "non-current assets", "total assets of overseas investment enterprises", "short-term liabilities", "long-term liabilities", "total liabilities of overseas investment enterprises", "equity attributable to all shareholders of overseas investment enterprises" and "net profit attributable to all shareholders of overseas investment enterprises" are related to the consolidated financial statements of overseas investment enterprises (including overseas SPV) at Level 1 fill in the ledger account.

● Items such as "equity attributable to Chinese shareholders", "balance of undistributed profits attributable to Chinese shareholders" and "net profit enjoyed by Chinese shareholders" shall be calculated according to the proportion of Chinese equity or the agreed proportion (in accordance with the provisions of relevant laws and regulations).

: "Dividends payable by overseas investment enterprises to the Chinese side" fill in the dividends that have been declared but have not yet been paid to the Chinese side.

: "Total amount of profits distributed to Chinese shareholders" and "Total amount of profits remitted back to Chinese shareholders" shall be filled in according to the actual amount incurred in the previous year.

: If the foreign enterprise is a Tier 1 special purpose company, it is also required to fill in its interest in the subsidiary and fill in the relevant accounting accounts in the consolidated financial statements of the Tier 1 foreign SPV.

: The sample enterprises identified to participate in the stock equity sample survey shall also submit stock equity data on a quarterly basis. The content of data reporting is consistent with the ODI stock equity registration requirements.

Stock Registration Overtime

Timeoutfails to complete the registration of stock rights and interests as required, it shall be dealt with by the State Administration of Foreign Exchange in accordance with the Regulations on Foreign Exchange Administration and other laws and regulations,include, but are not limited to, the suspension of relevant foreign exchange operations and the transfer of penalties to inspection authorities.may apply for supplementary registration after the deadline, and if there are reasonable reasons and it is the first time to fail to declare in accordance with the regulations, they may apply to the foreign exchange bureau for supplementary registration with the relevant letter of explanation; if there is no reasonable reason, the foreign exchange bureau will first hand it over to the inspection department for investigation and accept the application for supplementary registration. According to the notice on further simplifying and improving the foreign exchange management policy for direct investment (Huifa [2015] No. 13): For the relevant market entities that have not been handled in accordance with the provisions of the preceding paragraph, the foreign exchange bureau shall exercise business control over them in the capital account information system, and banks shall not handle foreign exchange business under capital for them. After making a supplementary report as required and issuing a letter of explanation to the Foreign Exchange Bureau stating reasonable reasons, the Foreign Exchange Bureau cancels the business control and is responsible for the suspected violation of the Foreign Exchange Bureau.