How to buy shares of foreign-funded companies

The Beijing News (Reporter Zhou Yi) Foreign investors can make strategic investments in listed companies that have completed the share reform and new listed companies after the share reform, and can adopt conditional directional issuance, agreement transfer and other methods stipulated by national laws and regulations. This is stipulated in the Measures for the Administration of Foreign Investors' Strategic Investment in Listed Companies recently jointly issued by the Ministry of Commerce, the China Securities Regulatory Commission, the State Administration of Taxation, the State Administration for Industry and Commerce and the State Administration of Foreign Exchange.

As a supporting policy for the share-trading reform, in June 2005, the Ministry of Commerce and the China Securities Regulatory Commission jointly issued the Notice on Issues Concerning Foreign Capital Management in the Share-trading Reform of Listed Companies, which clearly stipulated that foreign strategic investors could buy A shares of the reformed company. The newly promulgated "Measures" further clarified the way of foreign strategic investment.

The "Measures" stipulate that the A shares of listed companies obtained shall not be transferred within three years; Investors should strictly abide by industry bans and investment ratio restrictions.

The Measures also clarify that foreign investors who meet the following five circumstances can sell A shares: A shares of listed companies held by investors for strategic investment can be sold after the expiration of their promised shareholding period; If investors need to make an offer according to the relevant provisions of the Securities Law, they can buy the shares sold by A-share shareholders of listed companies during the offer period; Non-tradable shares held by investors before the share-trading reform of listed companies can be sold after the share-trading reform is completed and the sales restriction expires; Shares held by investors before the initial public offering of listed companies can be sold after the expiration of the restricted sale period; Before the expiration of the shareholding period promised by the investor, if it is necessary to transfer its shares for special reasons such as bankruptcy, liquidation and mortgage, it may be transferred with the approval of the Ministry of Commerce.

Regarding the restriction that overseas strategic investors can only sell A shares in the secondary market, the deputy general manager of Southwest Securities R&D Center believes that this not only clarifies the boundary between the investment behavior of overseas strategic investors and QFII, but also avoids risks for the regulatory authorities. "If all foreign investors buy and sell A shares in the name of strategic investors, it will bring great challenges to the supervision work of the regulatory authorities, and the existence of QFII will lose its meaning."

The Measures will be formally implemented on June 30, 2006.