ChinaFIG - Additional MOFCOM Requirements for a Special Purpose Vehicle (SPV) - Article 44, Order
ChinaFIG consultants provide guidance to organizations on China Investments and China policies related to Initial Public Offerings (IPOs) in the US and Hong Kong (HKSE).
Additional MOFCOM Requirements for a Special Purpose Vehicle (SPV) - Article 44, Order
When a Chinese Company is to be acquired by a Special Purpose Vehicle through the use of equity, the Chinese Company must submit to the Ministry of Commerce the items noted in Article 32 above and the following items:
1. the applicable Authorization Certificate and forms for establishing an investment abroad and establishing a business abroad, when the SPV was created;
2. the Investment Abroad – foreign registration form of the SPV;
3. a valid form of identification for the individual who will control the Special Purpose Vehicle;
4. the proposed business plan for the SPV, which is to be listed abroad;
5. the report issued by the Acquisition Advisor in relation to the listing price to be sought for the SPV.
If a Chinese Company intends to utilize an overseas company, which holds an equity stake in the Special Purpose Vehicle, as the actual organization which will be taken public, the Chinese Company is required to provide the items noted below:
1. the foreign company’s Certificate of Incorporation and Articles of Association;
2. a complete analysis of the transaction details and a documentation supporting the stock swap agreement between the SPV and the foreign company, relating to the equity of the Chinese Company.