Why do some listed companies in Hong Kong set up double-tier BVI companies?

The shareholding structure of some mainland companies listed in Hong Kong is to set up a Cayman Islands company as the highest holding company, with two layers of BVI companies, and then further control the Hong Kong holding company or the companies actually operating in China.

Why set up a two-story bvi company, such as Chaoda Hyundai?

Actually, the problem is this. The role of BVI company is to avoid the restrictions of laws and regulations and reduce taxes. I think the questioner should understand this. However, why do you want to make it BVI A-& gt;; BVI B-& gt; Two-tier nested structure of actual business companies?

In fact, this kind of structure is very common, such as the ultra-modern mentioned in the question, Tibet 5 100, China Unicom and so on. There are listed companies and private companies. Why do they choose double-layer or even multi-layer nested BVI? The answer is "overseas restructuring".

First of all, in order to transfer the ownership of assets smoothly

This situation is more common in companies listed in different places, the so-called "red chip structure".

For companies listed in the United States, Hong Kong and other places, if the company is registered as an BVI offshore company, the company's asset injection and withdrawal operations can be exempted from the laws and regulations of the listed place.

The operation of China Unicom belongs to this situation: the parent company of China Unicom is BVI Unicom Group, which owns 5 1% of A-share China Unicom 600050. In 2000, Unicom 0762 was registered in Hong Kong and listed in Hong Kong. In order to inject the assets of China Unicom A shares into China Unicom 0762 to help it raise funds in Hong Kong and boost its share price, China Unicom Group registered a BVI Unicom New Century as a wholly-owned subsidiary of BVI Unicom. After that, Unicom Group injected the assets of northern provinces of CDMA network into BVI Unicom New Century, and Unicom 0762 immediately acquired BVI Unicom New Century to complete the asset transfer.

Second, in order to sort out overseas assets.

This situation is common in companies that have expanded overseas, but failed to rationally plan their shareholding structure.

For example, a large state-owned import and export enterprise in the publishing industry (unlisted) expanded more than a dozen branches and offices in Japan, the United States, Europe and South America in the 1990s. Except for some wholly-owned branches, many institutions have joint ventures with local partners, and even cross-shareholding.

In recent years, the company needs to prepare for listing, facing the situation of combing overseas assets and income. However, due to the different ownership of shares, there are many troubles in profit statistics, taxation and asset accounting. So the company adopted a multi-layer BVI structure: firstly, BVI 1 was established as a wholly-owned subsidiary of domestic companies. Subsequently, a number of BVI a, BVI b, etc. They are all registered, each BVI corresponds to an overseas joint venture company, and the ownership of the parent company is transferred to BVI A, B, C and D in the form of equity transfer. In the end, it was controlled by BVI 1 Company, and BVI A, B, C and D were all listed as wholly-owned subsidiaries of BVI 1.

In this way, the structure of overseas assets is sorted out in the form of multi-layer BVI, which is convenient for future equity operation or split listing. On the other hand, all overseas profits can be regarded as investment income of domestic companies, not operating profits, and enterprise income tax is exempted or reduced.