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出海有多难?87%出海失败案例都存在这9大问题
梧桐树下V· 2025-06-09 15:40
Core Viewpoint - By 2025, going overseas has become a "must-answer question" for most domestic companies, as overseas markets are significantly larger than domestic ones. However, the risks and difficulties associated with going overseas are greater than many anticipate due to trade wars, tariff barriers, and anti-globalization impacts. To enhance the success rate of overseas expansion, the "China Enterprises Going Overseas Guide" has been developed to outline common pitfalls and key considerations for companies [1]. Summary by Sections Section 1: Overview of the Guide - The "China Enterprises Going Overseas Guide" consists of 332 pages and 155,000 words, covering nine chapters that comprehensively address practical aspects of overseas expansion, including overseas layout, regulatory requirements, equity structure, approval processes, transaction documents, compliance risks, tax considerations, and regional country analysis [3]. Section 2: Equity Structure - Constructing a reasonable overseas equity structure is a critical step for successful expansion. The second chapter provides three structural diagrams to illustrate how companies should establish their overseas equity structure and the factors to consider. For instance, a case study shows how a company's natural person shareholders set up BVI, Cayman, and Hong Kong companies to transform the domestic operating entity into a wholly foreign-owned enterprise [10]. Section 3: Approval Processes - The third chapter focuses on the approval processes involved in overseas investment and financing. Companies must apply for record-keeping or approval from the National Development and Reform Commission and the Ministry of Commerce, obtaining necessary certificates before completing foreign exchange registration at banks [14][16]. Section 4: Transaction Structure - The fifth chapter discusses transaction structure arrangements and key agreements, such as investment agreements and letters of intent, along with critical clause settings within these agreements [22][24]. Section 5: Compliance Management - Compliance management is essential for companies going overseas. The seventh chapter outlines the current compliance landscape and necessary compliance guidelines, suggesting a six-step approach to build a compliance management framework that integrates compliance into business processes [26][29]. Section 6: Popular Destinations - The ninth chapter shares methods for gathering country information and outlines the basic conditions, import/export structures, important international agreements, legal systems, and foreign investment policies of five popular countries. For example, the UAE, as the second-largest economy in the Middle East, has energy products accounting for 40% of its exports, while machinery and electronics dominate imports at 35% [31].
新股消息 | 溜溜果园拟港股上市 中国证监会要求补充说明新增股东是否存在利益输送等事项
智通财经网· 2025-06-06 12:05
Group 1 - The China Securities Regulatory Commission (CSRC) has requested Liumei Guoyuan to provide supplementary explanations regarding new shareholders and potential conflicts of interest, as well as the progress of state-owned shareholders in fulfilling state asset management procedures [1][2] - Liumei Guoyuan has submitted an application for listing on the Hong Kong Stock Exchange, with CITIC Securities and Guoyuan International as joint sponsors [1] - The company is recognized as a leading enterprise in the Chinese fruit snack industry and a leader in plum products, focusing on promoting plum culture and offering natural and healthy snack options [2] Group 2 - The CSRC has outlined specific requirements for Liumei Guoyuan, including clarifying the reasons for inconsistencies in the identification of controlling shareholders and providing a conclusive legal opinion [2] - The company is expected to detail the specific amounts and proportions of funds raised for domestic and overseas investment projects, along with the status of relevant approvals and filings [2] - Liumei Guoyuan is committed to user information protection and data security, requiring clarification on the scale of user data collected and whether personal information is shared with third parties [2]
242家境内企业完成境外上市备案
Group 1 - The China Securities Regulatory Commission (CSRC) has reported that since the implementation of new regulations for overseas listings on March 31, 2023, 242 domestic companies have completed the filing for overseas listings by the end of April 2023 [2] - Among the 242 companies, 83 are technology enterprises, primarily in sectors such as information technology, biomedicine, new energy, and advanced manufacturing [3] - The CSRC aims to create a transparent, efficient, and predictable regulatory environment for technology companies seeking to utilize both domestic and international capital markets [3] Group 2 - The domestic capital market is becoming more accommodating for technology companies, with no mandatory profitability requirement for listing [4] - The CSRC has optimized the listing conditions for technology companies, allowing unprofitable companies and those with special voting rights to access the market [4] - As of now, nearly 2,700 companies in strategic emerging industries are listed on the Shanghai and Shenzhen stock exchanges, accounting for over 40% of the market capitalization [4] Group 3 - A new policy initiative has been introduced to support the development of long-term and patient capital, which includes measures to facilitate private equity fund acquisitions of listed companies [6] - The initiative aims to optimize the exit policies for private equity funds and promote the development of secondary market funds [6] - Encouragement for the development of secondary market funds for venture capital is expected to improve exit channels for venture investments [7]
健全跨境金融服务体系 持续深化资本市场高水平双向开放
Group 1 - The China Securities Regulatory Commission (CSRC) aims to enhance the quality and efficiency of overseas listing filings and optimize mechanisms for qualified foreign institutional investors (QFIIs) [1] - The continuous deepening of capital market opening will promote the internationalization of domestic financial institutions and attract more diversified foreign investment [1][4] - As of May 21, 2023, a total of 49 companies have received approval for overseas listing filings, with 143 companies still in the process [2][3] Group 2 - Contemporary Amperex Technology Co., Ltd. (CATL) has successfully listed on the Hong Kong Stock Exchange, raising a total of $5.29 billion, marking the largest IPO globally in 2023 [2] - The rapid completion of CATL's overseas listing in just 25 days sets a record for recent overseas filing processes [2][3] - The listing of CATL is expected to encourage other A-share companies to consider overseas listings, particularly those pursuing international strategies [2][3] Group 3 - The number of QFIIs has reached 881 as of April 2023, with 20 new institutions added this year, indicating a growing interest from foreign long-term investors [5] - The CSRC plans to further optimize the QFII access service and expand the investment scope for qualified foreign institutions [5][6] - Suggestions for improving the business environment for foreign institutions include easing restrictions on participation in derivatives markets and simplifying cross-border investment processes [6]
现在出海面临的风险和困难比大部分人想象的还要大
梧桐树下V· 2025-04-27 03:51
如果说2025年之前,出海还只是部分公司的选择, 那在2025年之后,出海已经成为了一个"必答题"。 因为对于国内大部分企业来说,海外市场都是远大于国内市场的。 然而,在贸易战、关税壁垒和逆全球化冲击下,当前企业出海的风险和困难比大部分人想象的还要大, 为了提升企业出海的成功率, 我们已经把企业出海最容易失败的地方和重点注意事项逐一梳理好了, 就在最新上线的 《中国企业出海指南》 中。 中国企业出海指南 1.纸质资料《中国企业出海指南》 2.线上课程《境内企业赴美国上市的法律实务解读》 3.梧桐定制笔记本1个 中国企业出海指南 新品特惠 扫码 立减20元 《中国企业出海指南》共有 332页 , 15.5万字 ,9个章节,主要从海外布局、监管要求、股权架构、 审批流程、交易文件、合规风险、税务考量、区域国别等角度出发,全景式梳理了企业出海的实务要 点。 境外投资的主要法律文件 操作时间境外投资敏感类项目 0 限制/禁止开展的境外投资 商务流程 ODI备案/核准流程 境外投资的常见流程与风险 ⊙ 没有办理ODI备案的后果 发改委备案/核准 3. 境外投资的境 商务部备案/核准 内审批流程 外汇登记 境外投资的境内 ...