两部门发布关于境内企业境外上市资金管理有关问题的通知

Core Viewpoint - The People's Bank of China and the State Administration of Foreign Exchange have issued a notification regarding the management of funds for domestic enterprises listed overseas, aiming to enhance the convenience of cross-border financing and support high-quality economic development [1]. Group 1: Registration and Management - Domestic enterprises must apply for overseas listing registration within 30 working days after the first trading day or after the completion of any over-allotment, providing necessary documentation to their local bank [2]. - The People's Bank of China and the State Administration of Foreign Exchange will supervise and manage the registration, account opening, cross-border receipts and payments, and currency exchange related to overseas listings [1][2]. Group 2: Changes and Repurchases - Any changes in the domestic enterprise's name, registered address, or shareholder information must be reported to the local bank for registration within 30 working days after the change [3]. - Domestic enterprises can use both domestic and overseas funds for repurchasing their overseas shares, but must apply for registration with the local foreign exchange bureau before the repurchase [4]. Group 3: Fund Management and Usage - Funds raised from overseas listings should generally be returned to China promptly, unless used for specific overseas investments, which require prior approval [6]. - The use of raised funds must align with the contents disclosed in the prospectus or other official documents [5]. Group 4: Shareholder Transactions - Domestic shareholders must register any reduction in overseas listed shares within 30 working days before or after the reduction [6]. - For increasing holdings, domestic shareholders must apply for registration 20 working days prior to the intended increase [7]. Group 5: Compliance and Regulations - Financial institutions must ensure compliance with the notification's requirements regarding fund management, including authenticity and legality of transactions [10]. - Violations of the notification may result in corrective measures or administrative penalties by the People's Bank of China and the State Administration of Foreign Exchange [11]. Group 6: Implementation and Transition - The notification will take effect on April 1, 2026, and previous regulations inconsistent with this notification will be abolished [11].