Ministry Of Commerce: Foreign Mergers And Acquisitions Must Not Evade Safety Review

The regulations stipulate that if foreign investors purchase domestic enterprises, the relevant departments of the State Council, national trade associations, enterprises and upstream and downstream enterprises consider that it is necessary to carry out the security review of mergers and acquisitions. They may make recommendations to the Ministry of Commerce on the safety review of mergers and acquisitions, and submit explanations on the situation. The Ministry of Commerce may require interested parties to submit relevant instructions. The Ministry of commerce should submit the proposal to the joint meeting within 5 working days. The joint conference held that it is necessary to carry out the security review of mergers and acquisitions. According to the joint meeting, the Ministry of Commerce decided that foreign investors should submit applications for merger and acquisition safety review according to the provisions.

The regulations clearly define foreign countries. Investor The acquisition of domestic enterprises should determine whether the M & A transactions are within the scope of the merger and acquisition security examination from the substantive content and the actual impact of the transaction. Foreign investors should not evade the acquisition safety examination in any way, including, but not limited to, generation, trust, multi-level reinvestment, rent, loans, agreement control, and overseas transactions.

The merger and acquisition of domestic enterprises by foreign investors has not been submitted to the joint conference for examination, or the joint meeting is considered to be of no effect after examination. national security If the adjustment of M & A transactions, modification of the relevant agreement documents, changes in business activities and other changes (including changes in the actual controllers outside the country, etc.) occurred thereafter, the merger and acquisition transaction will be the explicit scope of the merger and acquisition safety review of the notice of the general office of the State Council on the establishment of a security inspection system for the acquisition of domestic enterprises by foreign investors. The parties concerned should stop the relevant transactions and activities, and the foreign investors shall submit the application for merger and acquisition safety examination to the Ministry of Commerce in accordance with these provisions.