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Overseas Investment

Easseen Consulting has more than 10 years of overseas project investment consulting experience. It has long-term and continuous follow-up research on the policies of Latin American and Southeast Asian countries such as Mexico, the United States, Thailand, Vietnam, Indonesia, Cambodia, and Malaysia, and has a comprehensive and in-depth understanding of the politics, investment policies, finance and taxation of each country. , labor force and other business environment information, many listed companies have successfully invested and built factories overseas.

Relying on the company's long-term overseas investment experience for customers, it can provide full-process consulting services for companies that need to invest overseas, including overseas investment location screening, park selection, policy review, risk assessment, and project investment decision-making.

 
 
Overseas InvestmentODI Filing

According to my country's currently effective relevant laws and regulations, if a Chinese enterprise completes an Overseas Investment transaction, it needs to obtain approval or filing from the National Development and Reform Commission and the Commerce Department and foreign exchange registration from the Foreign Exchange Administration or a bank. If state-owned enterprises engage in fixed asset investment and equity investment overseas, they must also be supervised by the State-owned Assets Supervision and Administration Commission of the State Council. Among them, the National Development and Reform Commission mainly reviews investment projects from the perspective of Overseas Investment, the Commerce Department reviews from the perspective of Overseas Investment’s establishment of overseas enterprises, the Administration of Foreign Exchange/Banks mainly registers the purchase and payment of foreign exchange involved in Overseas Investment, and the State-owned Assets Supervision and Administration Commission The review is mainly conducted from the perspective of state-owned assets supervision and management. The "Overseas Investment Management Measures" (Ministry of Commerce Order No. 3 of 2014) implemented by the Ministry of Commerce on October 6, 2014 and the "Interim Measures for Overseas Investment Registration (Approval) Reporting" (Interim Measures for Overseas Investment Registration (Approval) Reporting) implemented on January 18, 2018 Issue [2018] No. 24) established a new management model. On December 26, 2017, the National Development and Reform Commission issued the "Management Measures for Enterprise Overseas Investment" from the past emphasis on ex-ante approval or filing supervision to comprehensive supervision during and after the event. Issues such as structure and Special Purpose Vehicle (SPV) investment are clearly stipulated.
Non-sensitive projects directly carried out by domestic investment entities shall be subject to registration management. Based on the principles of “one project, one filing” and “final purpose project filing”, platform companies without specific overseas business will not be subject to filing.
 

Overseas Investment Approved

According to the provisions of the "Overseas Investment Management Measures", enterprise Overseas Investment involving sensitive countries and regions or sensitive industries shall be subject to approval management.

Sensitive type items

Materials required for application approval

1. Sensitive countries and regions
(1) Countries and regions that have not established diplomatic relations with China
(2) Countries and regions where war or civil strife has occurred
(3) Enterprises’ investment in them needs to be restricted based on international treaties and agreements concluded or participated by China Countries and regions
(4) Other sensitive countries and regions
2. Involving sensitive industries include

 

When domestic investment entities go through the approval procedures for overseas investment, in addition to submitting the "Overseas Investment Application Form" and a copy of the business license in accordance with the current regulations, they also need to provide the following materials
(1) Articles of Association (or contracts, agreements) related to the establishment of overseas investment enterprises or mergers and acquisitions ) 
(2) Relevant board of directors resolutions or investment resolutions 
(3) The latest audited financial statements 
(4) Description of the implementation of preliminary work (including due diligence, feasibility reports, description of sources of investment funds, investment environment analysis and evaluation, etc.)
( 5) Commitment Letter of Authenticity of Overseas Investment 
(6) If it is an overseas investment in the category of mergers and acquisitions, the "Preliminary Report Form on Overseas M&A Matters" must be submitted online.    
According to the "Enterprise Overseas Investment Management Measures", the supporting format text of the National Development and Reform Commission's Enterprise Overseas Investment Management Measures, Specifically including 15 attachments.
 
 
Due Diligence Report
 
Generally speaking, overseas target companies give domestic investors a relatively short period of time to conduct due diligence, usually 2-8 weeks, depending on the transaction model and the complex procedures of due diligence. For domestic investors, they also want to save costs as much as possible before deciding whether to invest. In order to meet the above conditions, we usually recommend that domestic investors divide their due diligence into two steps. The first step is to conduct core due diligence on the target company or target project, and investigate whether the target company has major risks that may hinder the transaction, such as whether the target company has major liabilities, contingent liabilities, major contract risks, major litigation risks, and Other major risks that hinder the realization of the investment purpose. In the second step, after completing the due diligence on major risks, if no above-mentioned major risks are found in the target company or target project and the decision is made to proceed with the transaction, the domestic investor can further identify or supplement the information based on the previous investigation. Conduct additional investigations on the information you understand.
 
 
Overseas financial and tax due diligence content
1. Scope of financial due diligence
(1) Basic information 
about the target company (2) Main financial and accounting policies of the target company
(3) Income statement, balance sheet and cash flow statement		   2. Tax due diligence
(1) The tax compliance of the target company
(2) The tax benefits enjoyed by the target company, and review legal compliance and whether there is a risk of back payment of taxes
(3) Whether the target company carries out tax planning And confirm legality and compliance
(4) How the target company handles related-party transactions, advance pricing arrangements and transfer pricing tax arrangements, focusing on reviewing the signed related-party transaction contracts, advance pricing arrangement agreements and transfer pricing agreements.		   3. Financial and tax due diligence methods
(1) Financial and tax information is provided by the target company
(2) Review tax-related information uploaded to the online database
(3) Interview with the financial and tax personnel of the target company via phone or video conference
(4) Via email Inquire with the target company
(5) The target company hires a third-party independent auditor to issue an audit report and a principal draft
(6) Inquire with the target company’s suppliers and other partners for confirmation, and make inquiries with the local departments of the target company, etc.
 
 
 
 
Due Diligence Report
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FeasibilityResearch Report

Feasibility Research Report is a specific, in-depth and detailed technical demonstration and economic evaluation of the investment policy, industry market, feasibility and necessity, technical solutions, investment economic benefits, etc. of the project before the implementation of the overseas project.
The main content requires comprehensive and systematic analysis as the main method, economic benefits as the core, focusing on various factors affecting the project, and using a large amount of data to demonstrate whether the proposed project is feasible.
Provide a comprehensive analysis and evaluation of the entire feasibility study, pointing out the advantages, disadvantages and suggestions.
Feasibility study is a decisive work before determining the construction project. It is a scientific demonstration of comprehensive technical and economic analysis of the proposed project before investment decision-making.
In investment management, feasibility study refers to the investigation, analysis and comparison of the natural, social, economic and technological aspects related to the proposed project, and the prediction of the socio-economic benefits after completion. On this basis, comprehensively demonstrate the necessity of project construction, financial profitability, economic rationality, technological advancement and adaptability, and the possibility and feasibility of construction conditions, thereby providing a scientific basis for investment decisions.
Feasibility studies serve as the basis for construction project investment decisions and the preparation of feasibility research reports. Feasibility study is the first step in project investment. Project investment decision-makers mainly decide whether and how to invest in a construction project based on the evaluation results of the feasibility study. Therefore, it is the main basis for project investment.
Feasibility Research Report and project application report used for approval of Overseas Investment projects. When enterprises implement the going global strategy and make industrial investments abroad, they need to prepare a feasibility Research Report or project application report and submit it to the National Development and Reform Commission or the province. Municipal Development and Reform Commission.

 


The Overseas Investment Project Feasibility Research Report prepared by Easseen Consulting provides a multi-dimensional analysis of the political environment, investment policies, fiscal and taxation policies, fire protection and environmental protection, labor laws, etc. of the investment destination to help investors better understand local relevant policies. . At the same time, Easseen Consulting's investment calculation model is used to calculate and analyze investment benefits, which facilitates investors to understand investment returns, reduce project investment risks, and comprehensively evaluate the feasibility of overseas investments.