As we reported in our February 18, 2014 alert, China’s State Council adopted a new, more permissive approach to regulation of overseas direct investment (“ODI”) with the promulgation on December 2, 2013 of the Circular Concerning the Catalogue of Investment Projects Subject to Governmental Approvals (2013 Version) (Guo-Fa [2013] No. 47) (the “2013 Catalogue”). The focal point of this new approach is to largely replace the decades-old approval system with a system that requires a mere “filing for the record” or “recordation filing” ("bei an” in Chinese). Specifically, all ODI projects involving investment of less than US$1 billion, other than projects involving designated “sensitive regions” or “sensitive industries” , are subject to a filing procedure with the National Development and Reform Commission (“NDRC”) at the central level. For ODI projects involving investment of less than US$300 million, filing with the competent provincial government agency is generally sufficient.

More than four months after the release of the 2013 Catalogue, the NDRC finally announced the Administrative Measures for Approval and Recordation Filing of Overseas Investment Projects on April 8, 2014 (the “New NDRC Rules”), which will take effect on May 8, 2014 and supersede the 2004 Tentative Administrative Measures for Approval of Overseas Investment Projects. The New NDRC Rules constitute a concrete step to put the State Council’s new ODI policy into operation.