Clifford Chance

The introduction of a new filing and registration regime for foreign debt management in China

6 November 2015

With a view to facilitating the utilisation of offshore capital at a lower cost, on 10 May 2015, the State Council of the People's Republic of China (PRC) announced the removal of the quota approval system of the National Development and Reform Commission (NDRC) for the issuance of foreign debt by enterprises. On 14 September 2015, NDRC crystallised the initiative by issuing the NDRC Circular on Promoting the Reform of the Filing and Registration Regime for Issuance of Foreign Debt by Enterprises (NDRC Circular). The NDRC Circular took immediate effect and overhauls the requirement for prior approval for foreign debt issuance, and imposes a national quota system and a reporting regime. This briefing examines the key features of the NDRC Circular, and highlights its potential impact on current and future offshore bond issuance and borrowing involving PRC enterprises and certain offshore entities.

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