After the cancellation of the Chinese-funded DIFC company, the domestic ODI filing terminates the change of the actual operation process.

After many Chinese-funded enterprises have completed the voluntary cancellation of Dubai DIFC Company, it is easy to ignore the termination and change of domestic ODI Overseas Investment Filing. Long-term idle and unprocessed filing will not only occupy the overseas investment quota of the enterprise, but may also affect the new ODI application of other overseas projects and even trigger the compliance warning of the foreign exchange department.

Preliminary preparation: collection of DIFC full set of cancellation certification documents

before starting the domestic ODI termination procedures, all compliance information in Dubai territory must be collected and consular double certification must be completed, which is a hard prerequisite for domestic departments to accept. The documents to be prepared include: the official cancellation certificate of the enterprise issued by the DIFC Registry, the complete liquidation audit report issued by the licensed liquidator, the UAE Tax Office FTA tax settlement certificate, the offshore bank cancellation receipt, and the creditor's rights publicity retention certificate. All foreign language documents must be notarized in Dubai, certified by the consulate general of the Chinese consulate in Dubai, accompanied by a Chinese translation issued by a regular institution and stamped with the official seal.

At the same time, the domestic parent company held a shareholders' meeting or board of directors, issued a written resolution, stating the termination of Dubai's overseas investment, asset profit and loss disposal, surplus capital return plan, stamped with the official seal of the enterprise for filing; Organize and keep the original ODI full set of files: NDRC project filing notice, Ministry of Commerce "Enterprise Overseas Investment Certificate" and original foreign exchange registration certificate for overseas direct investment, so as to facilitate subsequent return and invalidation.

Logout Process

step 1: The NDRC handles the termination of overseas investment projects for the record.

The NDRC is responsible for the management of overseas investment projects, and is the first to complete the closure of project files. The enterprise logs into the national overseas investment management and service network system to fill in the termination application form online, stating that the reason for the termination of the project is the contraction of the Middle East business, the liquidation and cancellation of DIFC company, uploading internal resolutions, double authentication cancellation documents, description of capital income and expenditure, and scanned copies of the original filing receipt.

After the online pre-trial is passed, paper materials will be submitted to the provincial development and reform commission where the enterprise is registered, and there will be no administrative fees for the whole process. After the approval is completed, the "Notice of Cancellation of Overseas Investment Projects" will be received, the status of the projects in the NDRC system will be updated to terminated, and the project files will be officially closed.

Step 2: The Ministry of Commerce cancels the Certificate of Overseas Investment of Enterprises (core link)

after receiving the NDRC cancellation receipt, go to the local commerce department to cancel the overseas investment certificate, which is the most critical step in ODI termination. Log in to the overseas investment management section of the unified business platform of the Ministry of Commerce, fill in the Overseas Investment Termination Report Form, and specify in detail the total amount of capital contribution, overseas operating profit and loss, and details of creditor's rights and debts disposal; Submit the original overseas investment certificate, the NDRC cancellation approval, DIFC cancellation certification data, and liquidation asset disposal report offline.

The commerce department will make a public announcement for 5 working days. After there is no objection, the original certificate will be invalidated and a "Confirmation Letter for Cancellation of Overseas Investment" will be issued. At this point, the ODI Filing on the business side will be completely canceled and invalid. If the original certificate is lost, submit the loss statement stamped with the official seal can be handled normally.

Step 3: The Foreign Exchange Bureau handles the foreign exchange registration and write-off of overseas direct investment.

According to the foreign exchange management regulations, the enterprise shall, within 60 days after receiving the confirmation letter of business cancellation, go to the bank or local foreign exchange branch that originally handled the foreign exchange registration to complete the foreign exchange cancellation procedures, and shall not delay the overdue. There are two types of funding:

first, after the liquidation of the account there is a balance of funds: the remaining share capital, retained earnings from Dubai to the public account of the original road to remit back to the domestic parent company, transfer notes marked investment withdrawal, retain the complete bank return flow, the bank by virtue of the cancellation of materials for settlement of foreign exchange into the account;

second, the overall loss of investment, no funds can return: submit a loss statement, liquidation audit statement, report the reason for the loss of funds can be completed for the record.

After the completion of the cancellation of the overseas investment capital account, write off the stock of equity registration, the foreign exchange system to lift the cross-border investment supervision binding, completely open up the capital in and out of the compliance closed loop.

Overall cycle, cost and Chinese enterprises to avoid the pit key points

the entire domestic ODI termination and cancellation process takes 15 to 30 working days, and the three major authorities do not charge official fees. Chinese companies in the Middle East need to avoid several common risks:

1. Do not shelve ODI Filing and not cancel it. Even if DIFC has been written off, it is still necessary to fill in the annual report of overseas investment stock equity every year, and long-term zero submission will be included in the foreign exchange anomaly list, directly affecting the daily foreign trade settlement and bank credit business of the enterprise;

2. All capital contributions, dividends and liquidation returns shall be kept on file, and the account information is recommended to be kept for more than five years for retroactive verification by the tax authorities of the two countries;

3, empty shell did not actually contribute to the DIFC company, although there is no capital flow, still need to go through the three-party cancellation process, can not directly give up the record;

4, the flow of funds is strictly prohibited through underground banks, individual split exchange channels, the whole process of public transfer, to prevent the illegal punishment of foreign exchange evasion.

Disclaimer

the content of this article is for general information only and does not constitute formal legal, tax or investment advice. Dubai's regulatory and business environment continues to change, and companies should consult professional consultants when formulating specific policies. Zhuoxin Enterprises is not responsible for any decisions made as a result of reliance on the information herein.

Zhuoxin Enterprise provides agency services such as domestic and foreign company registration, bank account opening, annual tax return, agency bookkeeping, trademark registration, ODI Overseas Investment Filing, etc. If you have any business needs in this area, please feel free to consult our online customer service!