On The Regulation Of Offshore Special Purpose Vehicle Gain Control Over The Interest Of Territory

Enterprises’ overseas indirect listing is becoming one of the main financing approachsfor domestic private enterprises in China, especially for high-tech and fast-growing privateenterprises in the1990s and the early20th century, generating great significance and valuefor China’s economic development. However, this situation provide some challenges to theregulatory authorities due to bypass the constraints of our legal system, thus causing greatconcern of the theoretical and practical circles. In indirect overseas listing, regulationslegal issues are presented in this paper as the main point of the paper, classification,comparison and induction of legal research methods are used for the research of how theoverseas special purpose companies take control of the territory interests, focusing onexploring the perfection of China’s legal and regulatory of the indirect overseas listing.Thepaper is divided into three sections of the introduction, the main body and the conclusion.Also the dissertation is divided into five chapters:The first chapter is an overview of the indirect overseas listing. Firstly, I will give abrief definition of indirect overseas listing, then do dynamic analysis on indirect overseaslisting, dissectting its basic architecture. How the overseas special purpose company takecontrol of the territory interests is in the following part.The second chapter is devoted to the protocol control of offshore special purposecompany take the interests in the territory conpany. Giving a definition of protocol control,followed by a typical case-Sina listing reproduce mode and finally analyze s the legality ofthis pattern.The third chapter is devoted to the equity control of offshore special purpose companytake the interests of the territory company. Analysis of the meaning of indirect overseaslisting of equity control is on the beginning part, then show the basic flow though the caseof "Suntech" indirect overseas listing. Finally, give a brif analysis of domestic legislationon equity control mode. The fourth chapter specifically discusses the third way of overseas special purposecompanies achieve control rights in China in the indirect overseas listing-by newlyestablished sino-foreign joint venture (cooperative). The essay firstly analyzes the conceptand characteristics of the new Sino-foreign joint venture (cooperative) enterprises, and thentell its difference between equity control mode, and finally analyzes the the relationshipbetween Sino-foreign joint venture mode and return investment.The fifth chapter mainly addresses the suggestion of indirect overseas listingregulations. In fact, most of the supervision on indirect overseas listing can be attributed tothe supervision of the attempt on controlling the domestic equity. First of all, the essaydiscusses the aim principles of securities regulation and supervision as the groundwork ofsupervision on indirect overseas listing. Next, the suthor will summary the currentregulatory measures and regulatory policy in the last ten years. Finally, the author’ssuggestions for indirect overseas listing regulations will be put forward.