How to Quickly Complete Overseas Direct Investment (ODI) Filing and Approval: A Successful Case Study
In recent years, overseas investment has become a hot topic. More and more domestic enterprises are expanding into international markets, and the importance of ODI (Overseas Direct Investment) filing has become increasingly evident. When Chinese companies intend to invest abroad, whether through new companies, projects, or acquisitions, as long as they are involved in acquiring ownership, control, or management rights of foreign companies (directly or indirectly), they must file an ODI with the Ministry of Commerce and the provincial-level commerce departments.
If the overseas investment involves sensitive countries, regions, or industries, approval management is required. ODI filing not only serves as one of the compliance channels for overseas investments or listings but also brings a series of benefits and advantages for companies.
Who Needs ODI Overseas Investment Filing?
- Enterprises with actual projects abroad (new establishment, overseas acquisitions, or establishing representative offices);
- Companies that have been established and wish to repatriate profits to China, needing to provide compliance proof to banks;
- Foreign-invested enterprises opening accounts with capital involving domestic individuals or companies;
- Enterprises opening NRA accounts, with shareholding penetrating domestic individuals or companies;
- Enterprises needing compliance for overseas listings or setting up equity incentive platforms abroad.
ODI Overseas Investment Filing Process
- Project Filing with the NDRC: Apply to the National Development and Reform Commission (NDRC) and submit project information. Domestic investors sign required legal documents, and the NDRC approves or records the filing and issues the approval or filing notice.
- Approval and Certification by the Ministry of Commerce: The Ministry of Commerce approves or records the filing and issues the “Overseas Investment Certificate.” The enterprise should conduct overseas investment within two years of receiving this certificate.
- Filing with the State Administration of Foreign Exchange (SAFE): For foreign exchange remittance, SAFE supervises the process. Investments over USD 5 million need to be reported to SAFE. After review, SAFE issues the “Overseas Direct Investment Foreign Exchange Registration Certificate.”
Encouraged Investment Types
How to Quickly Handle Overseas Investment Filing?
- Investments in countries and regions along the Belt and Road, which help promote Belt and Road initiatives and regional infrastructure development.
- Encouraging the establishment of R&D centers abroad, investing in overseas high-tech and advanced manufacturing enterprises.
- Investments that promote the export of advanced capacities, quality equipment, and technology standards.
- Cautiously participating in the exploration and development of overseas oil, gas, and mineral resources, based on a sound economic evaluation.
- Expanding agricultural cooperation abroad and carrying out mutually beneficial investments in agriculture, forestry, animal husbandry, fishery, etc.
- Steady overseas investments in commercial, cultural, logistics, and other service industries.
Successful Case Analysis
Case (1)
Client A is a national-level high-tech enterprise mainly engaged in the production and R&D of optical optoelectronic products and the import and export of optoelectronic materials (hereinafter referred to as A Company). To further expand its global market, A Company plans to establish an R&D center in Hong Kong and proceed with ODI filing. Due to the large investment amount and lack of experience handling such overseas company establishment projects, A Company entrusted Jilian to handle the ODI filing.
After fully understanding the project details, Jilian’s team submitted the filing materials to the relevant authorities. Since A Company’s overseas investment filing was an encouraged project type, the process went smoothly and was completed within one month.
A Company’s ODI Filing Certificate
Case (2)
Client B is a Sino-foreign joint venture specializing in the production of automotive safety glass and industrial technical glass. It has set up a wholly-owned subsidiary in the United States and, due to its need to increase investment in the U.S. subsidiary and expand its production lines, entrusted Jilian to handle its ODI filing and the issuance of the “Overseas Investment Certificate.”
Jilian’s project team, after completing legal due diligence and establishing the cooperation, began preparing the relevant filing materials, including feasibility study reports, investment environment analysis, and investment fund source statements. They also drafted and revised shareholder investment agreements, board resolutions, and other documents based on the actual transaction.
With the assistance of Jilian’s project team, B Company successfully obtained the “Overseas Investment Project Filing Notice” and the “Overseas Investment Certificate,” smoothly completing the ODI filing procedures and increasing investment in its U.S. subsidiary, laying the foundation for expanding its automotive glass production and sales.
B Company’s ODI Filing Certificate
Jilian’s Suggestions for Overseas Investment Filing
ODI filing requires extensive documentation. If the understanding of relevant laws and regulations is insufficient, or if one is unaware of the qualifications required by approval authorities for different industries, or the specific requirements for due diligence and preliminary work, it can result in approval failures, wasting a lot of time and resources.
Therefore, to expedite the process and ensure a smooth overseas investment, it is recommended to delegate the filing procedure to professional agencies. Jilian can represent clients in the entire process, including submitting applications to the NDRC, Ministry of Commerce, and SAFE, and manage the project lifecycle. We welcome inquiries about ODI filing approval services.
Disclaimer: This document is collected from publicly available information for reference only and should not be regarded as legal advice. Jilian makes no representations or guarantees regarding the accuracy, completeness, or adequacy of any of the information in this document.
