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国家外汇管理局各省、自治区、直辖市、计划单列市分局，各全国性中资银行： 为支持外贸稳定发展，切实提升外汇服务实体经济质效，国家外汇管理局决定进一步深化贸易外汇管理改革，便利市场经营主体办理跨境贸易业务。现就有关事项通知如下： 一、扩大跨境贸易高水平开放试点地区范围 支持有实需、经营主体合规状况良好且符合国家战略发展方向的地区，履行相关报备手续后，按规定实施跨境贸易高水平开放试点。 二、拓宽跨境贸易高水平开放试点轧差净额结算业务种类 跨境贸易高水平开放试点地区优质企业与同一境外交易对手开展经常项目外汇业务时，试点地区符合条件的审慎合规银行，可在风险可控的情形下为优质企业办理以下情形的轧差净额结算，并按涉外收支管理信息申报有关规定进行实际收付数据和还原数据申报。 （一）境内外关联企业之间一般贸易收支轧差净额结算。 （二）货款与货物贸易运输相关费用、仓储费、维修费、赔偿等经常项下费用的收支轧差净额结算。 （三）销售货款与相关销售返利之间的收支轧差净额结算。 （四）运费、保费、清关费、速遣费、滞期费等运输相关费用之间的收支轧差净额结算。 （五）外汇局规定的其他情形。 三、简化优质跨国公司经常项目资金集中收付和轧差净额结算手续 审慎合规银行为跨国公司资金池主办企业和成员企业，办理经常项目资金集中收付和轧差净额结算业务时，符合以下条件的，可适用优质企业贸易外汇收支便利化政策（以下简称贸易便利化政策）或跨境贸易高水平开放试点措施（以下简称高水平开放试点）： （一）银行经备案可开展贸易便利化政策或高水平开放试点。 （二）跨国公司资金池主办企业已办理经常项目资金集中和轧差结算收支业务登记。主办企业原则上是贸易便利化政策或高水平开放试点的优质企业（主办企业是财务公司或自身无贸易涉外收支的，可不为前述所称优质企业）。 （三）跨国公司资金池成员企业原则上是贸易便利化政策或高水平开放试点的优质企业。 跨国公司办理上述业务时，应遵守贸易便利化政策或高水平开放试点有关规定，并在涉外收支申报交易附言中注明“贸易便利试点”或“高水平便利试点”。跨国公司办理经常项目轧差净额结算时，原则上每个自然月轧差净额结算不少于1次。 四、便利优质企业涉外员工薪酬用汇 允许审慎合规银行根据贸易便利化政策或高水平开放试点的优质企业提供的薪酬相关材料，为企业认定的涉外员工核定免审单金额，涉外员工个人在核定金额范围内可在银行办理购付汇或收结汇，免于提交单证。银行办理相关业务应在购/结汇备注栏标注“贸易便利试点薪酬”或“高水平便利试点薪酬”。 银行应为企业配套制定专属方案，明确适用的涉外员工范围及其薪酬发放安排，做好购付汇或收结汇金额动态管理，建立相关事中事后管理机制。 五、鼓励将更多贸易新业态主体纳入便利化政策范畴 支持审慎合规银行，将诚实守信、合规经营情况良好的跨境电子商务平台和外贸综合服务企业，及该跨境电子商务平台（外贸综合服务企业）服务的且经其推荐的诚信客户，纳入贸易便利化政策或高水平开放试点。 银行办理跨境电子商务、市场采购贸易、外贸综合服务等相关的贸易涉外收支时，应在涉外收支申报交易附言中注明“跨境电商”“市场采购贸易”或“外贸综合服务”。 六、优化外贸综合服务企业外汇资金结算 银行可凭外贸综合服务企业推送的交易电子信息，为外贸综合服务企业及其委托客户办理跨境电子商务收结汇，及货物出口在境外发生的仓储、物流、税收等相关费用对外支付；也可将上述仓储、物流、税收等相关费用与出口货款进行轧差结算，同时按涉外收支管理信息申报有关规定办理实际收付数据和还原数据申报。相关主体应符合以下要求： （一）银行满足客户身份识别、交易电子信息采集、真实性审核等条件，按规定向外汇局办理经常项目收支登记。 （二）外贸综合服务企业与委托客户签订综合服务合同（协议），提供报关报检、物流、退税、结算、信保等综合服务。 （三）外贸综合服务企业风险控制体系健全，具备“交易留痕、风险可控”等技术条件。 （四）外贸综合服务企业应向委托客户明示实际成交汇率，不得利用汇率价差非法牟利。 外贸综合服务企业依据客户委托代理、代办收付汇业务，均适用上述规定。 七、放宽服务贸易代垫业务管理 银行审核业务真实性和合理性后，可为境内机构办理以下贸易相关服务费用代垫业务： （一）具有贸易往来的境内外机构间代垫货物运输、仓储、维修、报关、检验、税收、保险等费用。 （二）境内国际寄递企业、物流企业、跨境电子商务平台企业为客户代垫跨境电子商务相关的境外仓储、物流、税收等费用。 上述代垫费用原则上不得超过12个月，超过12个月应报备所在地外汇局。银行应在涉外收支申报交易附言中注明“贸易相关服务费用代垫”。 八、便利承包工程企业境外资金集中管理 在多个国家（或地区）开展承包工程项目的境内企业，经所在地外汇局办理服务贸易外汇存放境外登记后，可在境外开立资金集中管理账户，用于跨国、跨地区集中管理和调配境外承包工程资金。其中，承包工程境外资金集中管理账户收入范围为从境外业主或境内划入有关工程款，从境外各承包工程项目账户划入资金，以及符合外汇局规定的其他收入；支出范围为向境内调回工程款、有关境外工程款支出，向境外各承包工程项目账户划转资金，以及符合外汇局规定的其他支出。 企业应按要求制定资金集中管理内部规范，并在每季后5个工作日内向所在地外汇局报告境外资金集中管理账户的主要收支信息和账户余额，以及相关对外承包工程项目资金使用情况。 九、完善经常项目特殊外汇业务处置机制 银行应建立经常项目特殊外汇业务处置制度，并事前向所在地外汇局书面报告。对于境内机构具有真实、合法交易背景的经常项目外汇业务，银行应坚持“实质重于形式”的审核原则，按照经常项目特殊外汇业务处置制度予以办理，并在涉外收支申报交易附言中注明“境内机构特殊外汇业务处置”。 银行办理本通知规定外汇业务时，应严格落实展业责任，开展交易真实性审核，通过事中事后筛查拦截异常交易，并及时报告。国家外汇管理局及其分局对银行办理本通知规定的外汇业务依法实施监督管理，对经常项目外汇收支业务的真实性、合规性开展监测核查。 本通知自发布之日起实施。《国家外汇管理局关于支持贸易新业态发展的通知》（汇发〔2020〕11号）同时废止。之前规定与本通知不符的，以本通知为准。收到本通知后，国家外汇管理局各分局应及时转发辖内地（市）分局、城市商业银行、农村商业银行、外资银行、农村合作银行。各全国性中资银行应及时转发下属分支机构。执行中如遇问题，请及时向国家外汇管理局反馈。 特此通知。 国家外汇管理局 2025年10月28日 2025-10-31/ningbo/2025/1031/2458.html
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2025年10月24日，国家外汇管理局党组书记、局长朱鹤新主持召开党组会议，传达学习习近平总书记在党的二十届四中全会上的重要讲话精神和全会精神，落实金融系统学习贯彻党的二十届四中全会精神会议要求，研究部署贯彻落实工作。国家外汇管理局党组成员参加会议。 党组成员一致认为，党的二十届四中全会是在向第二个百年奋斗目标进军的新征程上举行的一次十分重要的会议。习近平总书记在全会上发表的重要讲话，具有很强的政治性、思想性、引领性，为做好“十五五”时期各项工作提供了根本遵循。全会审议通过的《中共中央关于制定国民经济和社会发展第十五个五年规划的建议》，是乘势而上、接续推进中国式现代化建设的又一次总动员、总部署，是确保基本实现社会主义现代化取得决定性进展的纲领性文献，体现了以习近平同志为核心的党中央团结带领全党全国各族人民续写经济快速发展和社会长期稳定两大奇迹新篇章、奋力开创中国式现代化建设新局面的历史主动，必将对党和国家事业发展产生重大而深远的影响。 党组成员一致认为，“十四五”时期我国发展历程极不寻常、极不平凡，党和国家事业取得新的重大成就，根本在于以习近平同志为核心的党中央领航掌舵，在于习近平新时代中国特色社会主义思想科学指引。实践充分证明，“两个确立”对于我们应对各种风险挑战、推进中国式现代化建设具有决定性意义。 会议强调，“十五五”时期是基本实现社会主义现代化夯实基础、全面发力的关键时期。国家外汇管理局系统要坚持以习近平新时代中国特色社会主义思想为指导，把学习宣传贯彻党的二十届四中全会精神作为当前和今后一个时期的重大政治任务，准确把握“十五五”时期金融工作的主要目标和面临的形势任务，坚持稳中求进工作总基调，遵循“六个坚持”原则，时刻谨记金融工作的政治性、人民性，始终牢牢把握防风险、强监管、促高质量发展工作主线，构建“更加便利、更加开放、更加安全、更加智慧”的外汇管理体制机制，坚定不移走中国特色金融发展之路，助力金融强国建设取得新的重大进展。 一是坚持和加强党中央对外汇管理工作的集中统一领导。深刻领悟“两个确立”的决定性意义，增强“四个意识”、坚定“四个自信”、做到“两个维护”，持续深入贯彻落实好中央金融工作会议精神特别是习近平总书记关于做好金融外汇工作的系列重要讲话精神，持之以恒推进全面从严治党，切实把党的领导贯穿外汇管理工作各方面全过程。 二是服务经济高质量发展。坚持金融服务实体经济的根本宗旨，深入推进银行外汇展业改革和跨境贸易投资便利化改革，完善“越诚信越便利”的外汇政策体系，进一步加大外汇支持实体经济力度。以支持高水平科技自立自强为重点，做好金融“五篇大文章”。加强外汇管理政策评估和跟踪问效，让群众和企业有更多获得感。 三是助力扩大高水平对外开放。稳步扩大外汇领域高水平制度型开放，统筹推进人民币国际化与资本项目高质量开放。加强外汇政策供给，支持贸易创新发展，促进拓展双向投资合作空间。建设开放多元、功能健全、竞争有序的外汇市场，提高外汇市场资源配置效率。支持重点区域开放发展。支持高质量共建“一带一路”。 四是维护外汇市场稳定和国家经济金融安全。加强外汇市场“宏观审慎+微观监管”两位一体管理，完善跨境资金流动监测预警体系，保持人民币汇率在合理均衡水平上的基本稳定，强化外汇领域监管全覆盖，严厉打击外汇领域违法违规活动。完善中国特色外汇储备经营管理，保障外汇储备资产安全、流动和保值增值。 会议强调，国家外汇管理局系统要继续精准落实党中央决策部署，统筹发展和安全，扎实做好四季度工作，坚决完成好全年工作任务。加强外汇市场宏观审慎和预期管理，有效防范外部冲击风险。巩固严监管氛围，维护外汇市场健康秩序。加快推出多项外汇支持性政策，助力巩固拓展经济回升向好势头，为顺利开启“十五五”提供有力支持。 2025-10-30/ningbo/2025/1030/2455.html
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为深入贯彻落实党中央、国务院决策部署，进一步促进跨境贸易收支便利化，提升外汇支持外贸稳定发展的服务质效，日前，国家外汇管理局发布《国家外汇管理局关于进一步便利外汇资金结算 支持外贸稳定发展的通知》（汇发〔2025〕47号，以下简称《通知》）。《通知》主要内容包括： 一是推动便利化政策优化扩围。推动跨境贸易高水平开放试点优化扩围，在现有试点地区的基础上，进一步覆盖更多有实需、经营主体合规状况良好且符合国家战略发展方向的地区。拓宽试点企业经常项下资金轧差净额结算业务种类，支持货款与货物贸易相关运输、仓储、维修、赔偿等服务费用之间的轧差净额结算，降低资金结算费用。进一步简化优质跨国公司经常项目资金集中收付和轧差净额结算手续，支持银行按展业原则为其便捷办理经常项目外汇业务，更好释放外汇便利化政策集成效能。支持银行根据优质企业提供的薪酬材料，核定薪酬结购汇金额，为企业涉外员工便捷办理相关业务。 二是支持贸易新业态等创新业务健康发展。发挥优质电商平台和外贸综合服务企业的推荐增信作用，推动银行将更多贸易新业态相关的中小型企业纳入优质企业范围，适用更加便利的贸易资金结算政策。引导银行转变传统审单方式，凭外贸综合服务企业提供的订单、物流等线上生成的电子交易信息，通过系统自动批量审核，为贸易新业态主体便捷办理收付汇。督导银行建立经常项目特殊外汇业务处置机制，对于境内机构具有真实、合法交易背景的经常项目外汇业务，按照“实质重于形式”的原则，高效办理经常项下个性化、复杂化的创新外汇业务。 三是提升服务贸易企业资金使用效率。放宽服务贸易代垫业务管理，明确境内企业与交易对手方间代收代付货物运输、仓储、维修等费用，可直接在银行便利办理相关资金收付。支持承包工程企业跨国家、跨地区集中调配使用资金，有效盘活海外工程项目的“沉淀”资金，切实降低企业财务成本，助力高质量共建“一带一路”。 下一步，国家外汇管理局将继续深化外汇管理改革，进一步便利经营主体跨境贸易收支，不断提升跨境资金结算质效，切实服务实体经济高质量发展。 2025-10-31/ningbo/2025/1031/2459.html
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国家外汇管理局统计数据显示，2025年9月，银行结汇18809亿元人民币，售汇15183亿元人民币。2025年1-9月，银行累计结汇132747亿元人民币，累计售汇128261亿元人民币。 按美元计值，2025年9月，银行结汇2647亿美元，售汇2136亿美元。2025年1-9月，银行累计结汇18533亿美元，累计售汇17901亿美元。 2025年9月，银行代客涉外收入48409亿元人民币，对外付款48629亿元人民币。2025年1-9月，银行代客累计涉外收入420628亿元人民币，累计对外付款412029亿元人民币。 按美元计值，2025年9月，银行代客涉外收入6812亿美元，对外付款6843亿美元。2025年1-9月，银行代客累计涉外收入58705亿美元，累计对外付款57508亿美元。 附：名词解释和相关说明 国际收支是指我国居民与非居民间发生的一切经济交易。 银行结售汇是指银行为客户及其自身办理的结汇和售汇业务，包括远期结售汇履约和期权行权数据，不包括银行间外汇市场交易数据。银行结售汇统计时点为人民币与外汇兑换行为发生时。其中，结汇是指外汇所有者将外汇卖给银行，售汇是指银行将外汇卖给外汇使用者。结售汇差额是结汇与售汇的轧差数。 远期结售汇签约是指银行与客户协商签订远期结汇（售汇）合同，约定将来办理结汇（售汇）的外汇币种、金额、汇率和期限；到期外汇收入（支出）发生时，即按照远期结汇（售汇）合同订明的币种、金额、汇率办理结汇（售汇）。 远期结售汇平仓是指客户因真实需求背景发生变更、无法履行资金交割义务，对原交易反向平盘，了结部分或全部远期头寸的行为。 远期结售汇展期是指客户因真实需求背景发生变更，调整原交易交割时间的行为。 本期末远期结售汇累计未到期额是指银行与客户签订的远期结汇和售汇合同在本期末仍未到期的余额；差额是指未到期远期结汇和售汇余额之差。 未到期期权Delta净敞口是指银行对客户办理的期权业务在本期末累计未到期合约所隐含的即期汇率风险敞口。 银行代客涉外收付款是指境内非银行居民机构和个人（统称非银行部门）通过境内银行与非居民机构和个人之间发生的收付款，不包括现钞收付和银行自身涉外收付款。具体包括：非银行部门和非居民通过境内银行发生的跨境收付款（包括外汇和人民币），以及非银行部门和非居民之间通过境内银行发生的境内收付款（暂不包括境内居民个人和机构与境内非居民个人之间发生的人民币收付款），统计时点为客户在境内银行办理涉外收付款时。其中，银行代客涉外收入是指非银行部门通过境内银行从非居民收入的款项，银行代客对外支出是指非银行部门通过境内银行向非居民支付的款项。 2025-10-24/ningbo/2025/1024/2453.html
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日前，国家外汇管理局公布了2025年9月银行结售汇和银行代客涉外收付款数据。国家外汇管理局副局长、新闻发言人李斌就2025年9月外汇市场形势回答了记者提问。 问：能否介绍一下9月我国外汇市场运行情况？ 答：9月我国外汇市场平稳运行，主要呈现两个特点。 一是跨境资金流动保持活跃、均衡态势。9月企业、个人等非银行部门跨境收入和支出合计为1.37万亿美元，环比增长7%。经常项下和资本项下跨境收支均保持增长态势，显示我国涉外经济稳健发展。受十一假期对跨境收付的季节性影响，9月跨境资金小幅净流出31亿美元，10月以来已转为净流入。分项目看，我国外贸稳步增长，9月货物贸易项下资金净流入保持高位；服务贸易、投资收益等项下跨境资金流动较为平稳。 二是外汇市场供求较为平衡。9月银行代客结汇和售汇环比均明显增长，企业等主体根据自身需求灵活开展外汇买卖。9月结售汇顺差为510亿美元，其中上中旬净结汇较多，下旬结售汇差额趋向均衡。10月以来银行代客结汇和售汇大体相当，外汇市场供求基本平衡。 今年前三季度我国涉外收支总规模为11.6万亿美元，创历史同期新高。跨境资金净流入1197亿美元，银行结售汇顺差632亿美元，均高于上年同期水平。总的来看，面对复杂多变的外部环境，今年以来我国外汇市场稳健运行，市场预期平稳，供求基本平衡，外汇市场保持着较强的韧性和活力。 2025-10-24/ningbo/2025/1024/2454.html
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国家外汇管理局统计数据显示，2025年9月，中国外汇市场（不含外币对市场，下同）总计成交26.87万亿元人民币（等值3.78万亿美元）。其中，银行对客户市场成交4.43万亿元人民币（等值0.62万亿美元），银行间市场成交22.44万亿元人民币（等值3.16万亿美元）；即期市场累计成交9.87万亿元人民币（等值1.39万亿美元），衍生品市场累计成交17.00万亿元人民币（等值2.39万亿美元）。 2025年1-9月，中国外汇市场累计成交230.10万亿元人民币（等值32.11万亿美元）。 2025-11-07/ningbo/2025/1107/2460.html
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2025年9月，我国国际收支货物和服务贸易进出口规模47362亿元，同比增长6%。其中，货物贸易出口23744亿元，进口17062亿元，顺差6682亿元；服务贸易出口2680亿元，进口3876亿元，逆差1196亿元。服务贸易主要项目为：旅行服务进出口规模1891亿元，运输服务进出口规模1869亿元，其他商业服务进出口规模1078亿元，电信、计算机和信息服务进出口规模682亿元。 按美元计值，2025年9月，我国国际收支货物和服务贸易出口3718亿美元，进口2946亿美元，顺差772亿美元。 2025-11-07/ningbo/2025/1107/2461.html
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Provincial, autonomous regions, and municipal branches, foreign exchange administration departments, the Shenzhen, Dalian, Qingdao, Xiamen, and Ningbo branches of the SAFE, and all designated Chinese-funded foreign exchange banks: To give full play to the decisive role of the market in resource allocation, support implementation of China's "going-global" strategy, make full use of domestic and overseas resources and markets, further streamline and offer conveniences for cross-border capital transactions involved in investment and financing activities by domestic residents via SPVs (special purpose vehicles), serve the development of the real economy, and improve the level of convertibility of cross-border and financial transactions in good order, issues regarding foreign exchange administration of overseas investments and financing and round-trip investments by domestic residents via SPVs are notified as follows, in accordance with the Regulations on Foreign Exchange Administration of the People's Republic of China: I. The "special purpose vehicle” (SPV) herein refers to overseas companies directly incorporated or indirectly controlled by domestic residents (including domestic institutions and individual domestic residents) using the assets or rights and interests of domestic companies that they legally possess or the overseas assets or rights and interests they legally possess for the purpose of investments and financing. "Round-trip investments" herein refer to the direct investment activities directly or indirectly carried out by domestic residents in China via SPVs, i.e., activities to incorporate foreign-funded companies or projects (hereinafter referred to as “foreign-funded companies”) in China through incorporation or M&As and to obtain rights and interests such as ownership, control rights, and management rights. "Domestic institutions" herein refer to legal persons of enterprises and public institutions and other economic organizations duly incorporated in China; "individual domestic residents" refer to Chinese citizens who have an ID card, military ID card, or armed police ID card, which are for Chinese residents, as well as foreign individuals who do not have a legitimate ID card for Chinese residents but reside in China because they have economic interests in China. "Control" herein refers to operating rights, income rights, or decision-making rights of SPVs obtained by domestic residents through acquisitions, trusts, entrusted holdings, voting rights, buy-backs, and convertible bonds. II. The SAFE and its branches (hereinafter referred to as the “SAFE”) shall manage registration of the SPVs incorporated by domestic residents. This Circular shall apply to the registration and related foreign exchange administration of SPVs incorporated by individual domestic residents, while registration and related foreign exchange administration of SPVs incorporated by domestic institutions shall be conducted in accordance with the existing regulations and this Circular. III. Domestic residents shall apply to the SAFE to register foreign exchange for overseas investments before contributing money to SPVs using legitimate domestic and overseas assets or rights and interests. Where legitimate domestic assets or rights and interests are used, domestic residents shall apply to the foreign exchange bureau that has jurisdiction in the area where the SPV is registered or where the assets or rights and interests are located; where legitimate overseas assets or rights and interests are used, domestic residents shall apply to the foreign exchange bureau that has jurisdiction in the area where the SPV is registered or where his or her residence is registered. Individual domestic residents shall submit the following materials to register foreign exchange for overseas investments: 1. A written application and the Registration Form for Foreign Exchange for Overseas Investments by Individual Domestic Residents. 2. The personal identification documents for individuals. 3. The registration documents of the SPV and evidence of the SPV's shareholders or actual controllers (such as the stock transfer book or the subscriber book). 4. The resolution of the domestic and overseas relevant authorities of companies agreeing to the overseas investments and financing (providing a written statement of the owner’s agreement with the overseas investments and financing if the company has not been incorporated). 5. Evidence regarding the assets or rights and interests that the individual domestic resident directly or indirectly possesses in the domestic enterprises that plan to conduct overseas investments and financing, or of the overseas assets or rights and interests that the individual domestic resident legally possesses. 6. Mandatory supporting materials if the above materials do not adequately prove the authenticity of the transactions or the consistency of the application materials. Domestic institutions shall register foreign exchange for overseas investments in accordance with the Circular of the SAFE on the Release of Regulations on Foreign Exchange Administration for ODI by Domestic Institutions (Huifa No. 30 [2009]). Domestic residents must carry out the foreign exchange registration process for overseas investments before engaging in any subsequent business. IV. Domestic residents and their incorporated SPVs shall not threaten China's sovereignty, safety, or public interests; shall not violate China's laws and regulations; shall not damage relationships between China and other countries (regions); shall not violate the international treaties to which China is a signatory; and shall not be involved in technology or product exports that are prohibited by China for exported. The registration of overseas SPVs that cannot prove that their investment and financing activities are in conformity with the laws and regulations as required by the relevant industry authorities. V. In the event of any alteration in the basic information, such as shareholders, name and operating duration of the individual domestic residents, or key information, such as increases or decreases in capital, or equity transfers, swaps, consolidations, or splits, the registered overseas SPVs shall timely submit a change in the registration of the foreign exchange for overseas investments with the foreign exchange bureaus. Domestic residents must register the change in the foreign exchange for overseas investments before conducting any subsequent business (including re-exchanges of profits and bonuses). VI. If non-listed SPVs want to motivate directors, supervisors, and senior management of the domestic enterprises under their direct or indirect control or personnel who have employment or labor relationships with them using their equities or options, before performing their rights the relevant individual domestic residents shall submit the following materials to the foreign exchange bureau to register the SPV’s foreign exchange: 1. A written application and the Registration Form for Foreign Exchange for Overseas Investments by Individual Domestic Residents 2. Evidence of the registration of foreign exchange business for overseas investments by registered SPVs. 3. Materials issued by the relevant domestic enterprises regarding the employment or labor relationship with the individual. 4. Evidence issued by the SPV, or its actual controller, of the authenticity of the rights and interest motivation. 5. Mandatory supporting materials if the above materials cannot adequately prove the authenticity of the transactions or the consistency among the application materials. Participation in equity incentive plans of overseas listed companies by individual domestic residents shall be handled in accordance with the relevant regulations on foreign exchange administration. VII. The transfer of funds raised overseas by SPVs back to China shall be handled in accordance with the regulations on foreign investments and external debt management in China. Foreign-funded companies incorporated through round-trip investments shall undergo the relevant foreign exchange registration in accordance with the existing regulations on foreign exchange administration for FDI, and shall truthfully disclose such information as the actual controllers of the shareholders. VIII. The transfer back to China of the profits and bonuses received by domestic residents from SPVs shall be handled in accordance with the regulations on foreign exchange administration under the current account. The transfer of foreign exchange income back to China due to capital changes shall be handled in accordance with the regulations on foreign exchange administration under the capital account. IX. Domestic residents shall promptly submit authenticity evidence and go through the alteration or writing-off registration procedures with the foreign exchange bureau if they no longer possess the registered SPV's rights and interests or they no longer need to register the SPV due to transfers of shares, bankruptcy, dissolution, liquidation, the maturity of the operating duration, or a change in identification. X. Domestic enterprises controlled by domestic residents, directly or indirectly, can lend money to registered SPVs in accordance with the existing regulations, provided that the demand is true and rational. XI. Domestic residents can repurchase remitted capital for the incorporation, share repurchases, and the delisting of SPVs, provided that the demand is true and rational. Domestic residents shall submit a statement to the foreign exchange bureau to explain why it has contributed money to the SPV using legitimate domestic and overseas assets or rights and interests but has not registered foreign exchange for investment as required. The foreign exchange bureau shall carry out the registration based on the principles of legitimacy and rationality, and shall impose administrative penalties on those domestic residents who violate the regulations on foreign exchange administration. XIII. The BOP statistics shall be declared in accordance with the existing regulations for cross-border receipts and payments between domestic residents and overseas SPVs. XIV. The SAFE shall regularly analyze the overall situation of the overseas investments and financing and round-trip investments by domestic residents through SPVs, pay close attention to their impact on the BOP, and enhance interim and post regulation. XV. If domestic residents or the domestic companies that they control, directly or indirectly, remit capital to SPVs through false or structured transactions, they shall be punished by the SAFE in accordance with Article 39 of the Regulations on Foreign Exchange Administration of the People's Republic of China. Domestic residents who fail to carry out the foreign exchange registration, to truthfully disclose information on the actual controller of the companies that make the round-trip investments, or make false commitments shall be punished by the SAFE in accordance with Paragraph 5 of Article 48 of the Regulations on Foreign Exchange Administration of the People's Republic of China. Domestic residents who fail to carry out the foreign exchange registration, to truthfully disclose information on the actual controller of the companies that make the round-trip investments, or make false commitments but have capital outflows shall be punished by the SAFE in accordance with Article 39 of the Regulations on Foreign Exchange Administration of the People's Republic of China. If these residents have capital inflows or foreign exchange settlements, they shall be punished by the SAFE in accordance with Article 41 of the Regulations on Foreign Exchange Administration of the People's Republic of China. Domestic residents and SPVs that fail to declare the required BOP statistics for cross-border receipts and payments shall be punished by the SAFE in accordance with Paragraph 1 of Article 48 of the Regulations on Foreign Exchange Administration of the People's Republic of China. XVI. This Circular will come into force on the day of its release and the Circular of the SAFE on Foreign Exchange Administration for Financing and Round-Trip Investments by Domestic Residents via Overseas SPVs (Huifa No. 75 [2005]) shall be repealed. Where there is any discrepancy between the previous regulations and this Circular, this Circular shall prevail. Upon receipt of this Circular, the branches and foreign exchange administration departments of the SAFE shall immediately forward it to the central sub-branches, sub-branches, urban commercial banks, rural commercial banks, foreign banks, and rural credit cooperatives, and the Chinese banks shall forward it immediately to the branches under its jurisdiction. Please contact the Capital Account Administration Department of the SAFE if any problems are encountered in implementation of this Circular. Appendices: 1. Operating Guide for Foreign Exchange Administration of Round-trip Investments 2. Application Form for Direct Investments of Foreign Exchange under the Capital Account State Administration of Foreign Exchange July 4, 2014 FILE: Operational Guidelines for Businesses Involved in Foreign Exchange Administration for Round-trip Investments FILE: Application Form for Foreign Exchange Transactions under Direct Investments of the Capital Account 2014-11-28/en/2014/1128/749.html
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The SAFE branches and foreign exchange administration departments in Tianjin, Liaoning, Jiangsu, Hubei, Guangdong, Sichuan, Beijing, Chongqing, Heilongjiang, Zhejiang, Fujian, Guangxi, and Guizhou province (autonomous regions and municipalities directly under the Central Government), and the SAFE branches in Shenzhen and Qingdao: For the purpose of further deepening the reform of the foreign exchange management system and better satisfying and facilitating the requirements for business and capital operations of foreign-invested enterprises (FIEs), the State Administration of Foreign Exchange (SAFE) has decided to implement a pilot reform on an management approach for the settlement of foreign exchange capital funds of FIEs in certain areas (Tianjin Binhai New Area, Shenyang Economic Zone, Suzhou Industrial Park, Donghu National Self-Innovation Demonstration Zone, Guangzhou Nansha New District, Hengqin New District, Chengdu High-Tech Industrial Development Zone, Zhongguancun National Self-Innovation Demonstration Zone, Liangjiang New Area, Heilongjiang Frontier Development Zone for the Foreign Exchange Pilot Reform, Wenzhou Pilot Region for Comprehensive Financial Reform, Pingtan Comprehensive Pilot Zone, China-Malaysia Qinzhou Industrial Park, Guiyang Comprehensive Bonded Zone, Shenzhen Qianhai Shenzhen-Hong Kong Modern Services Cooperation Zone, and Qingdao Pilot Zone for Comprehensive Reform on Wealth Management and Finance). The relevant issues are hereby notified as follows: I. Voluntary Settlement of Foreign Exchange Capital Funds of Foreign-invested Enterprises Voluntary settlement of foreign exchange capital funds of FIEs means that foreign exchange capital funds in the FIE capital fund accounts, recognized by the local foreign exchange bureau as the rights and interests of capital contributions, can be settled in banks according to their actual business operational requirements. The provisional percentage for the voluntary settlement of foreign exchange capital funds of FIEs incorporated in the pilot areas is 100 percent. The SAFE may adjust the aforesaid percentage in due time according to the international receipts and payments situation. During the course of implementing the voluntary settlement of foreign exchange capital funds, the FIEs can still choose the existing settlement procedures against payments for the use of foreign exchange capital funds. For each foreign exchange settlement transaction of enterprises, based on the principle of foreign exchange settlement against payments, the banks shall examine and verify the authenticity and compliance in the use of the funds for prior transactions of foreign exchange settlement (including voluntary settlement of foreign exchange and foreign exchange settlement against payments). Domestic remittances and transfers and cross-border outward payments of foreign exchange capital funds of FIEs shall be transacted pursuant to the relevant regulations on foreign exchange administration. II. Management of Bank Accounts for Foreign Exchange Funds Settled and to Be Paid with RMB Proceeds from the Voluntary Settlement of Foreign Exchange Capital Funds of FIEs The FIEs shall open accounts for capital items – foreign exchange funds settled and to be paid (“settlement and payment accounts”) for the deposits of RMB proceeds from the voluntary settlement of foreign exchange on a one-to-one corresponding basis, with their account banks for the foreign exchange capital funds and for transactions of various payments through these accounts. The RMB proceeds of FIEs from foreign exchange settlement against payments shall not be used for payments through the settlement and payment accounts. Receipts in the FIE capital fund accounts include: foreign exchange capital funds remitted from overseas or capital funds subscribed to and contributed by foreign investors (including contributions from non-resident deposit accounts, offshore accounts, and domestic foreign exchange accounts of foreign individuals); foreign exchange capital funds or capital funds subscribed to and contributed as transferred from the special accounts for security deposits of overseas remittances; funds returned after transfers, pursuant to the regulations; funds received from the capital funds account of the same name; funds returned due to revocation of the transactions; received interest income; and other receipts registered or approved by the foreign exchange bureau. The scope of the payments from the capital fund accounts includes: foreign exchange settlement within the business scope; transfers through the foreign exchange settlement into the settlement and payment accounts; domestic transfers in the same currency to the special accounts for security deposits of domestic transfers, capital fund accounts of the same name, accounts for entrusted loans, special accounts for concentrated funds management, special accounts for overseas lending, special accounts for domestic reinvestments, and special accounts for foreign debts; outward remittances owing to capital reductions or withdrawals by foreign investors; outward payments for current items; and other capital item expenditures registered or approved by the foreign exchange bureau. The scope of the receipts in the settlement and payment accounts includes: funds from foreign exchange settlement as transferred from the corresponding capital funds accounts, domestic accounts for the realization of assets, or accounts for domestic reinvestments; funds returned after transfer from these accounts, pursuant to the regulations; funds returned due to revocation of the transactions; received interest income; and other receipts registered or approved by the foreign exchange bureau. The scope of the payments from the settlement and payment accounts includes: expenditures within the business scope; payments of the RMB security deposit; transfers to the special account for centralized funds management; repayment of RMB loans after completed utilization; foreign exchange purchases and payments or direct outward repayments of foreign debts; foreign exchange purchases and payments or direct outward payments owing to capital reductions or withdrawals by foreign investors; foreign exchange purchases and payments or direct outward payments for current item expenditures; and other capital item expenditures registered or approved by the foreign exchange bureau. RMB funds in the settlement and payment accounts shall not be transferred back to the capital fund accounts through foreign exchange purchases without approval by the foreign exchange bureau. The funds shall not be transferred between the FIEs’ settlement and payment accounts of the same name. RMB funds transferred from the settlement and payment accounts for the purpose of guarantees or payments of other security deposits, unless in the case of execution of guarantee agreements or deductions owing to default, shall be returned to the settlement and payment accounts through the original route. III. Utilization of FIEs’ Capital Funds according to the Principles of Authenticity and Self-use within the Business Scope FIE capital funds and RMB funds from their settlement shall not be used for the following purposes: (I) directly or indirectly used for expenditures beyond the business scope or prohibited under the laws and regulations of the State; (II) directly or indirectly used for securities investments, unless otherwise stipulated under the laws and regulations; (III) directly or indirectly used for the supply of RMB entrusted loans (unless permitted by the business scope), repayments of inter-enterprise borrowings (including third-party advances), and repayments of RMB bank loans already refinanced to any third party; (IV) payment of expenses relevant to the purchase of real estate not for one’s own use, unless as a foreign-invested real estate enterprise. IV. Facilitation of Domestic Equity Investments by FIEs with Funds from Foreign Exchange Settlement Except for transfers in the original currency owing to equity investments, it is acceptable for FIEs with investment as their main business (including foreign-funded investment companies, foreign-funded venture capital enterprises, and foreign-funded equity investment enterprises) to transfer the foreign exchange capital funds after direct settlement into the accounts of the invested enterprises according to the actual scale of investment, provided that the domestic investment project is authentic and compliant with the regulations. Capital funds other than the aforesaid enterprise equity investment funds shall be handled according to the principles of settlement against payment. When ordinary FIEs other than the abovementioned enterprises invest in domestic equities with capital funds in the original currency, the existing regulations on domestic reinvestments shall prevail. When funds from foreign exchange settlement are used for domestic equity investments, the invested enterprise shall first register for a domestic reinvestment with the local foreign exchange bureau and open a corresponding settlement and payment account, prior to the transfer of the RNB funds from the foreign exchange settlement by the investing enterprise, according to the actual scale of investment, to the account opened by the invested enterprise. When the invested enterprise continues to invest in domestic equities, the aforesaid principles shall apply. V. Further Requirements regarding the Management of Payments with Funds from Foreign Exchange Settlement (I) Foreign investors, FIEs, and other applicant entities shall provide, on an accurate and authentic basis and according to the regulations, the relevant certifying documents regarding the authenticity to the foreign exchange bureau and the banks, and complete the Order of Payments with Funds in Accounts Related to Direct Investments (see the Appendix) when applying for payments with RMB funds from the settlement of capital funds (including direct payments with foreign exchange capital funds). (II) The banks shall, according to the principles of “understanding their customers,” “understanding their businesses,” and “due diligence reviews,” be responsible for verification of the authenticity of outward payments with capital funds and payments with RMB funds from the foreign exchange settlement by the FIEs. When handling each payment transaction with such funds, the authenticity and compliance of the certifying documents with respect to the prior payment transactions shall be examined and verified. The banks shall keep the certifying documents relevant to the settlement and use of the foreign exchange capital funds of the FIEs for five years for future reference. The banks shall report the data, including the accounts related to the capital fund accounts and the settlement and payment accounts (account nature code: 2113), cross-border receipts and payments, domestic transfers, foreign exchange settlement and sales within the accounts, on a timely basis and according to the Circular of the State Administration of Foreign Exchange on the Issuance of Foreign Exchange Transaction Data Collection Rules for Financial Institutions (Version 1.0) (Huifa No. 18, [2014]). In the case of transfers of funds between the settlement and payment accounts and other RMB accounts, the information on the domestic transfers shall be reported by filling in the documents for domestic payments and receipts and indicating the fund purpose code under the “invoice number” column (according to “7.10: Code of Purpose for Foreign Exchange Settlement” in the Circular of Huifa No. 18 [2014]) ; the transaction code for other transfers shall be indicated as “929070,” except for payments under verification of goods trade. (III) When enterprises fail to provide certifying documents for current special reasons, the banks may make the relevant payments for the enterprises, provided that the obligation of due diligence review has been performed and the authentic background of the transactions has been verified, and may file with the foreign exchange bureau through its relevant business system with respect to the special items on the date of payment. The banks shall collect and examine the full set of relevant certifying documents resubmitted by the enterprises within 20 working days upon completion of the payment and report to the foreign exchange bureau with respect to the resubmission of the certifying documents on the authenticity of the filing of special items. When FIEs use capital funds for the purpose of reserve funds, the banks need not require submission of the aforesaid certifying documents regarding authenticity. The cumulative amount of payments for reserve funds by a single enterprise in one month shall not exceed the value equivalent to RMB 600,000. When FIEs apply for settlement against payments with all the foreign exchange capital funds on a one-off basis, or payments with all the RMB funds for the settlement and payment account, but fail to provide the relevant certifying documents on the authenticity, the banks shall not handle for them the foreign exchange settlement and payments . VI. Management of the Settlement and Utilization of Funds in the Foreign Exchange Accounts under Other Direct Investment Items Settlement of foreign exchange funds in domestic accounts for the realization of assets and domestic reinvestments of domestic institutions shall be made with reference to the administrative regulations regarding the FIE capital fund accounts. Settlement of foreign exchange funds in the domestic accounts for the realization of assets and domestic reinvestments by domestic individuals and overseas accounts for the realization of assets of domestic institutions and individuals shall be made directly through the banks, against the relevant transaction documents registered with the foreign exchange bureau. Settlement of foreign exchange funds in the foreign investors’ accounts for preliminary expenses shall be made according to the principles of settlement against payments. Foreign exchange funds in the special accounts for overseas and domestic security deposits shall not be used through the foreign exchange settlement. In cases of execution of guarantee agreements or deductions owing to default, the relevant security deposits shall be transferred into the other foreign exchange accounts for capital items of the recipients of the deposits that have been approved or registered by the foreign exchange bureau, and shall be used according to the relevant regulations. The interest income and investment income under direct investments in the above accounts can be settled and paid directly through the banks according to the relevant regulations on foreign exchange administration of current items. VII. Further Strengthening Post-mortem Supervision and Investigations of Irregularities by the Foreign Exchange Bureau (I) The foreign exchange bureau shall strengthen guidance and examination of the compliance of bank transactions, including foreign exchange settlement and utilization of FIE capital funds in accordance with the Regulations on the Control of Foreign Exchange of the People's Republic of China and the Regulations on Foreign Exchange Administration of Domestic Direct Investments by Foreign Investors. The manner of examination includes submission of written explanatory and transaction documents by the relevant entities as requested, an interview with the persons in charge, field inspections or duplication of the relevant documents of the entities, and notification of any irregularities. With respect to banks with serious or malicious irregularities, their foreign exchange transactions under capital items shall be suspended according to the relevant procedures. With respect to FIEs with serious or malicious irregularities, their qualifications for voluntary settlement of foreign exchange shall be revoked. Prior to the submission of the written explanatory documents and proper rectification, any other foreign exchange transactions under the capital items shall be prohibited. (II) For FIEs and banks with violations against this Circular with respect to foreign exchange settlement and utilization of FIE capital funds, the foreign exchange bureau shall investigate and treat them according to the relevant provisions of the Regulations on the Control of Foreign Exchange of the People's Republic of China. VIII. Other Relevant Issues This Circular shall take effect as of August 4, 2014. In cases of any discrepancies with prior regulations, this Circular shall prevail. The relevant requirements in the Circular of the State Administration of Foreign Exchange on Operational Issues Concerning Foreign Exchange Payment and Settlement of FIE Capital Funds (Huizongfa No. 142 [2008]) and the Supplementary Circular of the General Affairs Department of the State Administration of Foreign Exchange on Operational Issues Concerning Improvements in the Management of Foreign Exchange Payments and Settlement of FIE Capital Funds (Huizongfa No. 88 [2011]) are provisionally not applicable to the foreign exchange settlement of the capital funds of the FIEs in the pilot districts. The sub-bureaus in the pilot districts and the foreign exchange administrative departments are requested to distribute this Circular to the central sub-bureaus, branch bureaus, and banks within the pilot districts as soon as possible. In cases of any problems arising during the course of implementation, feedback shall be provided to the Capital Account Management Department of the SAFE on a timely basis. Appendix: Order of Payments with Funds in Accounts Related to Direct Investments State Administration of Foreign Exchange July 4, 2014 FILE: Order of Payments with Funds in Accounts Related to Direct Investments 2014-09-22/en/2014/0922/746.html
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The branches and foreign exchange administrative departments of the State Administration of Foreign Exchange (SAFE) in all provinces, autonomous regions, and municipalities directly under the Central Government; the branches in Shenzhen, Dalian , Qingdao , Xiamen , and Ningbo ; and all designated Chinese-funded foreign exchange banks: In order to regulate and improve the foreign exchange administration over involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies, in accordance with the Regulations on the Foreign Exchange Administration of the People’s Republic of China, the Measures for the Administration of Individual Foreign Exchange Rules (Decree No. 3 [2006] of the People’s Bank of China), and relevant regulations and provisions, the relevant matters are hereby notified as follows: I. “Overseas Listed Companies” stated in this Circular refer to companies listed on overseas stock exchanges (including that of Hong Kong, Macau, and Taiwan ). “Equity Incentive Plans” refer to the plans of Overseas Listed Companies, in terms of their own stocks, to provide equity incentives in the domestic companies to such individuals who have employment or labor relations with the companies as directors, supervisors, senior management, and other employees, including stock option plans, employee stock ownership plans, and other equity incentive methods permitted by the laws and regulations. “Domestic Companies” refer to domestic institutions, such as Overseas Listed Companies registered in China, Overseas Listed Companies’ branches (including representative offices) in China, and parent companies, subsidiaries, or partnership enterprises at all levels in China that have shareholding relationships or actual control relationships with the Overseas Listed Companies. “Domestic Individuals” (hereinafter referred to as “Individuals”) refer to the directors, supervisors, senior management, and other employees of Domestic Companies as specified in Article 52 of the Regulations on the Foreign Exchange Administration of the People’s Republic of China, including Chinese citizens (including those of Hong Kong, Macau, and Taiwan) and foreign individuals. II. The Individuals involved in an Equity Incentive Plan of an Overseas Listed Company shall, through the Domestic Company with which they are affiliated, entrust a domestic agency (hereinafter referred to as the “Domestic Agency”) to centrally handle relevant matters such as the foreign exchange registration, the account opening, and the fund transfer and exchange; and the matters of the above Individuals such as option exercises, purchases and sales of relevant stocks or equities, and relevant fund transfers shall be centrally handled by an overseas institution (hereinafter referred to as the “Overseas Trustee”). The Domestic Agency shall be a Domestic Company involved in the Equity Incentive Plan, or another domestic institution which may handle asset custody business and is selected by the Domestic Company in accordance with the law. III. The Domestic Agency shall, in terms of the involvement of Individuals in Equity Incentive Plans, centrally handle the foreign exchange registration with the local branches or offices of the State Administration of Foreign Exchange (SAFE) (hereinafter referred to as the “local foreign exchange authorities”) upon the strength of the following materials: (1) A written application, together with the Foreign Exchange Registration Form for the Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies (see Annex 1, hereinafter referred to as the “Foreign Exchange Registration Form”) (2) Evidentiary materials that prove the authenticity of the Equity Incentive Plans, such as relevant announcements of the Overseas Listed Companies (where such plans involve state-owned enterprises and require approval by relevant authorities or need such approval due to other reasons, the approval documents from such authorities must be submitted); (3) The power of attorney or agreement in which the Domestic Companies authorize the Domestic Agency to centrally handle matters related to the involvement of the Individuals in the Equity Incentive Plans; (4) Letters of commitment issued by the Domestic Companies in which they vouch for the veracity of the employment or labor relations between them and the Individuals (together with the documents that specify such information, including the lists of the Individuals, their identity certificate numbers, and the involved equity incentive types, etc.); (5) The required supplementary materials, in the case that the contents of the aforesaid materials are not consistent with one another or cannot prove the authenticity of the transactions. Where the above materials are examined and determined to be error-free, the local foreign exchange authorities shall issue to the Domestic Agencies the relevant foreign exchange registration certificates for the Equity Incentive Plans. IV. Individuals may use their lawful funds in China , such as self-owned foreign exchange in their individual foreign exchange deposit accounts or RMB, for the purpose of involvement in Equity Incentive Plans. Where the self-owned foreign exchange funds are used for the purpose of such involvement, the banks shall handle the relevant fund transfer formalities upon the strength of such materials as the copies of the foreign exchange registration certificates for the Equity Incentive Plans affixed with the seals of the Domestic Agencies, and the supporting materials for the employment and labor relations between the Individuals and the Domestic Companies. Where RMB funds are used for the purpose of the involvement, the Individuals shall transfer the RMB funds to the accounts of the Domestic Agencies which shall then centrally handle the relevant formalities for foreign exchange purchases or payments in accordance with Article 5 hereof. V. Where the Domestic Agencies need to remit funds out of China for the purpose of the involvement of Individuals in Equity Incentive Plans, they shall, on a yearly basis, submit an application to the local foreign exchange authorities for the limit of the foreign exchange payments, upon the strength of the written application, the foreign exchange registration certificates for the Equity Incentive Plans (such certificates are not necessary in cases of an initial application of foreign exchange registration for the Equity Incentive Plans), and the latest completed Foreign Exchange Registration Forms. Where the above materials are examined and determined to be error-free, the local foreign exchange authorities shall issue to the Domestic Agencies the foreign exchange registration certificates for Equity Incentive Plans, specifying the relevant limit of foreign exchange payments; the banks shall handle the relevant formalities for the foreign exchange purchases and payments of the Domestic Agencies within the limit of the foreign exchange payments upon the strength of such certificates. VI. The Domestic Agency shall open a special domestic foreign exchange account with the bank upon the strength of the foreign exchange registration certificate for an Equity Incentive Plan. The scope of the receipts of such an account is as follows: the foreign exchange funds transferred from the individual foreign exchange deposit accounts, the foreign exchange funds acquired from foreign exchange purchases centrally carried out by the Domestic Agency on behalf of the Individuals, the principal and earnings remitted back after the sale by the Individuals of the stock or equity under the Equity Incentive Plans, the dividend remitted back, and other receipts approved by the local foreign exchange authority. The scope of the expenditures is as follows: funds required for the purpose of involvement in Equity Incentive Plans to be paid overseas, funds required for the purpose of foreign exchange settlement for funds remitted back from overseas or required for the purpose of transferring to the individual foreign exchange deposit accounts, and other expenditures approved by the local foreign exchange authority. VII. After the foreign exchange revenue acquired from the involvement of Individuals in Equity Incentive Plans is transferred back to China, the banks shall transfer such revenue from the special domestic foreign exchange accounts of the Domestic Agencies to the relevant individual foreign exchange deposit accounts upon the strength of the materials which shall be submitted by the Domestic Agencies, such as the relevant written applications, the foreign exchange registration certificates for the Equity Incentive Plans, and the overseas transaction vouchers; such revenue shall be managed and used in accordance with the relevant provisions for individual foreign exchange deposit accounts. In terms of the amount in the funds transferred back, which corresponds to the original principal used for the purchase of foreign exchange, and all the earnings, the Domestic Agencies may also centrally handle the foreign exchange settlement formalities for the Individuals with the banks upon the strength of the above materials, and transfer the funds acquired from the foreign exchange settlement to the relevant individual domestic RMB accounts. VII. Where there is any material change to the Equity Incentive Plans of the Overseas Listed Companies (such as amendments to the key clauses in the original plans or the addition of new plans, or changes to the original plans due to such material events as M&As or restructurings of the Overseas Listed Companies or the Domestic Companies), or the Domestic Agencies or the Overseas Trustees are changed, the Domestic Agencies shall handle the alteration registration procedures with the local foreign exchange authorities upon the strength of a written application, the original foreign exchange registration certificate for the Equity Incentive Plan, the latest completed Foreign Exchange Registration Form, and the relevant evidentiary materials attesting to the authenticity of the transactions, within three months upon the occurrence of such change. IX. Where the Equity Incentive Plans are terminated due to their expiration, or such material events as their de-listing from the overseas securities markets or M&As or restructurings of the Domestic Companies, the Domestic Agencies shall handle the foreign exchange de-registration procedures for the Equity Incentive Plans with the local foreign exchange authorities upon the strength of a written application, the original foreign exchange registration certificate for the Equity Incentive Plan, and other relevant evidentiary materials, within twenty working days upon such termination. Where the above materials are examined and determined to be error-free, the local foreign exchange authorities shall handle the relevant foreign exchange de-registration formalities for the Equity Incentive Plans; after such formalities are completed, the Domestic Agencies may handle the subsequent procedures for the settling of the accounts and the fund exchange. X. The Domestic Agencies shall submit the Filing Form for the Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies (see Annex 2) to the local foreign exchange authorities within the first three working days of each quarter. The account opening banks for the Domestic Agencies shall submit to the local foreign exchange authorities the Form for the Opening and Closing of Special Domestic Foreign Exchange Accounts for Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies (see Annex 3), and the Form for Receipts and Payments in Special Domestic Foreign Exchange Accounts for Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies (see Annex 4), within the first three working days of each month. The local foreign exchange authorities shall examine and summarize the relevant forms and then submit the relevant information thereof to the SAFE within the first five working days of each month. XI. Where the Individuals are involved in the Equity Incentive Plans of Overseas Listed Companies and make foreign-related collections and payments via the special domestic foreign exchange accounts opened by the Domestic Agencies, the Domestic Agencies shall make an indirect declaration of the balance of payments statistics in accordance with the relevant provisions. XII. The SAFE and its branches shall supervise, administer, and inspect the foreign exchange business related to the involvement of Individuals in Overseas Listed Companies. Where the Individuals, Domestic Companies, the Domestic Agencies, or the bank violate this Circular, the SAFE and its branches may take relevant regulatory measures and impose relevant administrative penalties in accordance with the law. XIII. The materials required under this Circular for the relevant application and record shall be in Chinese and shall be legally binding; where there are versions in multiple languages, such as Chinese and other languages, the legally binding Chinese version shall prevail. XIV. This Circular shall come into effect as of the date of issuance. At the same time, the Circular of the General Affairs Department of the State Administration of Foreign Exchange on Printing and Distributing the Operational Rules on Foreign Exchange Administration over Involvement of Domestic Individuals in Employee Stock Ownership Plans and Share Option Schemes of Overseas Listed Companies (Hui Zong Fa No. 78 [2007]) and the Circular of the General Affairs Department of the State Administration of Foreign Exchange on Delegating Authority for Examining and Approving the Quotas for Initial Purchases and Payments in Foreign Exchange and the Opening of Foreign Exchange Accounts for Involvement of Domestic Individuals in Employee Stock Ownership Plans of Overseas Listed Companies (Hui Zong Fa No. 2 [2008]) shall be repealed. The branches and foreign exchange administrative departments of the SAFE shall, upon receipt of this Circular, forward it as soon as possible to the central sub-branches, the sub-branches, and the foreign-funded banks within their respective jurisdictions. All designated Chinese-funded foreign exchange banks shall, upon receipt of this Circular, forward it to their respective branches and sub-branches as soon as possible. In cases of any problems during implementation, please report them to the Capital Account Management Department of the SAFE in a timely manner. Annex: 1. Foreign Exchange Registration Form for the Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies 2. Filing Form for the Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies 3. Form for the Opening and Closing of Special Domestic Foreign Exchange Accounts for Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies 4. Form for the Receipts and Payments in Special Domestic Foreign Exchange Accounts for Involvement of Domestic Individuals in Equity Incentive Plans of Overseas Listed Companies February 15, 2012 FILE: Annex 1：Foreign Exchange Registration Form for the Involvement of Domestic Individuals in Equity _0 FILE: Annex 2：Filing Form for the Involvement of Domestic Individuals in Equity Incentive Plans of Over_0 FILE: Annex 3：Form for the Opening and Closing of Special Domestic Foreign Exchange Accounts for Involv_0 FILE: Annex 4：Form for Receipts and Payments in Special Domestic Foreign Exchange Accounts for Involvem_0 2012-05-15/en/2012/0515/734.html