Cross-border / Global age Structure Building Service

Service Introduction:

From the current situation in China, in the process of globalization of family members or the family businesses, most Chinese families’ overseas assets are scattered, random and sporadic, without systematic age mechanism with domestic assets. With the implementation of foreign exchange control in China, the most practical problem caused by lack of such system is that it is difficult for these families and family business to transfer their domestic funds and assets out of China as well as making it hard for overseas funds and assets to support the development of domestic business. We think the best way to solve this problem is to build a global / cross-border asset age system d on the integration of existing enterprises and project resources.

Service Functions:

Realize efficient cross-border flow of capital

Through overseas direct investment and foreign direct investment in the asset age system, funds can be transferred cross-border freely by profit distribution, trading contracts, licensing agreement of the patents / trademarks and franchises, which effectively resolves the problem of transferring funds into and out of China.

Obtain more extensive and more convenient financing resources

Generally speaking, overseas financing costs are lower than those in China. After the establishment of global asset age system, both overseas and domestic companies are able to do financing by the methods of debt financing (such as loan from domestic financial institutions to foreign companies, offshore financing against domestic guarantee, issuing overseas bonds etc.) and equity financing (domestic parent company increasing capital to overseas subsidiary or overseas parent company increasing the capital to domestic subsidiary.), which helps enterprise build the overseas investment and financing platform and the active operating entity platform with strong and durable financing function.

Provide the foundation for the enterprise to set up cross-border structure.

As is known to all, most large family businesses with over a hundred years history are multinational enterprises. Asset age system provides the fundamental structure for domestic and overseas allocation of enterprise assets, businesses and other resources. It is the first step for a company to transform into a multinational company.

Take advantages of the different countries’ systems to optimize the global allocation of enterprise resources.

In order to attract capital and talents, many countries provide all kinds of distinctive systems to compete with each other. For example, there is no income tax on dividends from overseas sub-company in some countries which have holding company mechanism. This kind of countries is suitable for being the holdings center of multinational companies. Some countries which have many bilateral trade agreements would be perfect for being trade center. d on the asset age system, taking the advantage of different countries’ systems, the enterprise resources will be optimally allocated in the global structural system, including but not limited to enterprise’s brand, trademark, patent, proprietary technology, human resources and other intangible resources.

Service Content:

Due diligence

Conduct due diligence of the business and assets that the family intends to integrate into the cross-border investment and financing structure. The due diligence includes basic information of the company, history of the company, shareholders and actual controllers of the company, the organizational structure and corporate governance structure, the company’s business, related transactions and industry competition, project establishment and approval documents, major assets of the company, major contracts, the company's financial situation, the company's Off-balance sheet assets, corporate tax, labor force, confidentiality and non-competition agreements, the company's major litigation, arbitration and administrative procedures, risk investigation and analysis, analysis of key issues of the project, and analysis of other special issues;

Present due diligence report to the family;

During the process of due diligence, if important legal issues are found, corresponding special research reports will be issued.

Project planning

Conduct special investigations on the key issues of the project on the results of due diligence and the arrangement of both domestic and overseas assets, as well as the purpose of this project;

Conduct research and planning on legal and tax issues of Mainland China, Hong Kong, Singapore, Cayman, BVI, USA, Canada, Australia, Netherlands and / or other jurisdictions that involved in cross-border / global age system planning and building process;

d on the results of due diligence, conduct project research and planning on the global arrangement and integration of soft resources (trademarks, human resources, etc.) of family business;

Conduct research and planning to fully utilize benefits of institutional resources all around the world for globalization of family business d on result of due diligence.

In the process of designing and implementing the above project, pay close attention to the tax resident status of the actual controller of the family business and its possible impact, as well as the Common Reporting Standard (CRS)

Pay full attention to the compatibility of this investment and financing structure with future family trust structure.

Program Implementation and Structure Building

Assist families to select and hire third-party intermediaries, including but not limited to overseas lawyers and company secretaries; assist families to instruct and coordinate domestic and foreign third-party intermediaries in building cross-border investment and financing structures, including setting up company entities in domestic and overseas, reorganization of enterprises and carrying out cross-border mergers and acquisitions. s on the relevant work requirements, assist in collecting and delivering the basic information and materials for company establishment or restructuring and mergers and acquisitions, and drafting relevant legal documents, such as agreements, memorandum, and shareholders' / board of directors’ resolution.

At the request of relevant third-party intermediaries, within the scope of the lawyer's qualification in China, certify the relevant documents and personal information as a Chinese lawyer or issue Character Reference Letter;

Assist the family business to complete the necessary approval, registration, filing and other procedures in the relevant government agencies;

Submit the work achievement of the implementation phase of the project to the family, including the operation memorandums issued according to the completed structure that approved by the family; Issue legal memorandum or research report on important issues that occur during the implementation of the project;

Assist the family in the necessary communication and coordination with the trustee of the offshore trust which to be established soon.

适用人群

If you and your family:

Need to purchase raw materials from abroad

Need to achieve global marketing

Need to introduce advanced foreign technology

Need to directly invest in foreign entity projects

Need to conduct financing transactions for Pre-IPO

Need to conduct other investment and financing transactions

You may would like to learn more about this service.