In der Freihandelszone Shanghai ist es für ausländische Unternehmen einfacher, Tochtergesellschaften zu gründen. Normalerweise muss die Gründung genehmigt und registriert werden. In der Freihandelszone fällt der Genehmigungsschritt weg, es sei denn das Projekt fällt in eine Negativliste. Nach langer Beratungszeit hat die Shanghaier Regierung nun die neue Version der Negativliste veröffentlicht. Wir stellen die wichtigsten Änderungen der „2014 Negative List″ vor (Beitrag auf Englisch).
For those industries which do not fall into the scope of the negative list, foreign investors can enjoy the same national treatments as domestic investors in terms of market entry in the FTZ. Accordingly, foreign investments can be registered directly with the competent Administration for Industry and Commerce without prior approval needed.
On 30 September 2013, the Shanghai People’s Government issued the 2013 version of the negative list (“2013 Negative List”). The 2013 Negative List mainly followed the 2011 version of the Foreign Investment Industry Guideline Catalogue and was in some areas even more comprehensive because a couple of new restrictive and prohibited measures were included.
After nine months of consideration, on 30 June 2014 the Shanghai People’s Government released the 2014 version of the negative list (“2014 Negative List”).
The 2014 Negative List reduces the number of industry items restricted for foreign investment by approximately 1/3 from the previous total of 190 to 139. Out of the 51 items reduced, 23 items are merged into other items and, therefore, are not really cancelled. 14 items are cancelled because they are prohibited anyway for both domestic and foreign investment and, therefore, according to general practice do not need to be reiterated in the negative list.
The remaining items reduced are real cancellations and refer to areas opened up to foreign investment in the FTZ. Besides direct cancellation, restrictive measures in some areas have been loosened up towards foreign investment, although not cancelled, and some restrictions on investment in specific industries have also been clarified. The majority of these changes focus on manufacturing industries and various service industries such as wholesale & retail trading and transportation.
We summarize below some of the major changes.
Agriculture, Forestry, Animal Husbandry and Fishery
Agriculture: Restrictions on cotton (seed cotton) processing lifted for foreign investment.
Mining
Exploitation of oil and natural gas: Wholly foreign owned investment allowed in development and application of enhanced oil recovery and relevant new technologies (no longer limited to Sino-foreign equity or contractual joint ventures).
Wholly foreign owned investment allowed in development and application of new technologies for oil exploration and exploitation in areas such as geophysical prospecting, drilling, well logging, mud logging, and down-hole operation (no longer limited to Sino-foreign equity or contractual joint ventures).
Manufacturing Industries
Papermaking and Paper Products: Wholly foreign owned investment allowed in development of new technologies for comprehensive utilization of three forest residues (logging residue, bucking residual and processing residual), “inferior quality lumbers, small-sized lumbers and firewood,” and bamboo, and the development and production of relevant new products (no longer limited to Sino-foreign equity or contractual joint ventures).
Petroleum Processing, Coking and Nuclear Fuel Processing: Restrictions on atmospheric and vacuum refinery production with an annual output below 10 million tons, catalytic cracking production with an annual output below 1.5 million tons, continuous reforming production (including aromatics extraction) with an annual output below 1 million tons, and hydrogen cracking production with an annual output below 1.5 million tons lifted for foreign investment.
Manufacturing of Chemical Raw Materials and Chemical Products: Restrictions on production of benzidine, paint and pigment lifted for foreign investment.
Pharmaceutical Industry: Restrictions on production of chloramphenicol, penicillin G, jiemycin, gentamicin, dihydrostreptomycin, amikacin, totomycin, oxytetracycline, mydecamycin, kitasamycin, ciprofloxacin, norfloxacin, ofloxacin, analgin, paracetamol, vitamin B1, vitamin B2, vitamin C, vitamin E, multiplex vitamin preparations, and oral calcium preparations lifted for foreign investment.
Chemical Fiber Manufacturing: Restrictions on production of chemical fiber drawnwork of conventional copolyester (CoPET) and viscose fibers lifted for foreign investment.
Nonferrous Metal Smelting and Rolling Industries: Restrictions on smelting of rare metals including but not limited to tungsten, molybdenum, tin (excluding tin compounds), and antimony (including antimony oxides and antimony sulphides) lifted for foreign investment.
Restrictions on smelting of nonferrous metals including but not limited to electrolytic aluminium, copper, lead, and zinc lifted for foreign investment
General Equipment Manufacturing: Restrictions on manufacturing of various types of P0-grade bearings and their components (steel balls and cages) and roughcasts lifted for foreign investment.
Wholly foreign owned investment allowed in manufacturing of wheeled or caterpillar hoisting machinery with a lifting capacity of 400 tons and above (no longer requires Sino-foreign equity or contractual joint ventures)
Special-Purpose Equipment Manufacturing: Restrictions on manufacturing of equipment for ordinary dacron filament and short fiber lifted for foreign investment.
Restrictions on manufacturing and repair of marine engineering equipment (including modules) lifted for foreign investment.
Automobile Manufacturing: Restrictions on automobile electronic bus network technologies, electronic controllers for electric power steering system lifted for foreign investment (no longer limited to Chinese-foreign equity joint ventures).
Railway, vessel, aviation, aerospace and other transportation vehicle manufacturing: Restrictions on research and development, design, and manufacturing of service facilities and equipment for high-speed railways, special lines for railway passenger transportation and intercity railways; research and development, design, and manufacturing of track and bridge facilities for high-speed railway, special lines for railway passenger transportation and intercity railway; manufacturing of electrified railway equipment and apparatus, manufacturing of waste discharge equipment for railway passenger trains lifted for foreign investment (no longer limited to Sino-foreign equity or contractual joint ventures).
Wholly foreign owned investment allowed in design of cruise ship (no longer limited to Sino-foreign equity or contractual joint ventures).
Repair of metal products, machinery and equipment: Wholly foreign owned investment allowed in repair of civil aircrafts, aircraft engines, engine parts and components as well as aircraft auxiliary power systems (no longer limited to Sino-foreign equity or contractual joint ventures)
Restrictions in repair of aircrafts for trunk lines and regional aircrafts, in repair of marine engineering equipment (including modules) and in repair of vessels (including sections) lifted for foreign investment.
Power, Heat, Gas and Water Production and Supply Industries
Power and Heat Production and Supply: Restrictions on construction and operation of power plants using coal-fired and steam condensation thermal generator sets with a single generator capacity of 300,000 kilowatts or less and thermoelectric power stations using coal-fired, steam condensation and extraction thermal generator sets with a single generator capacity of 100,000 kilowatts or less lifted for foreign investment.
Wholesale and retail industries
Wholesale service: Restrictions on wholesale and distribution of vegetable oil, sugar, crude oil, agricultural chemicals and product oil lifted for foreign investment.
Prohibition of wholesale of salt lifted for foreign investment.
Restrictions on mail orders lifted for foreign investment.
Transportation, Warehousing and Postal Service Industries
Railway transportation: Wholly foreign owned investment in railway freight transport companies allowed for foreign investment (no longer limited to Sino-foreign equity or contractual joint ventures).
Shipping transportation: Wholly foreign owned investment in international shipping cargo handling, international shipping container station and container yard allowed for foreign investment (no longer limited to Sino-foreign equity or contractual joint ventures).
Scientific Research, Technical Service
Quality inspection technical service: Restrictions on investment in import and export certification companies lifted for foreign investment.
The requirement that foreign investors of certification institutions shall have an approval for a certification institution in their own countries and have conducted certification activities for over three years for establishment of certification companies have been cancelled.
Health and social work
Health: The requirement that the total amount of investment shall not be less than RMB 20 million, and the business term shall not exceed 20 years for establishment of medical institutions are cancelled.
The 2014 Negative List falls short of expectations
Although the 2014 Negative List lifts the barriers imposed on foreign investment in certain industries and is a considerable step forward compared to the 2013 Negative List, but it still falls short of expectations.
Some examples:
Automobile manufacturing is still restricted. According to the 2014 Negative List, investment in the production of automobiles, specialized vehicles and farm vehicles must be in the form of joint ventures and the Chinese shareholding ratio should not be less than 50 percent.
The same foreign investor may establish no more than two joint ventures producing similar (passenger car or commercial vehicle category) whole vehicle products in China. Manufacturing and R&D of automotive embedded electronic integrated systems shall be conducted in the form of Sino-foreign equity or cooperative joint ventures. Foreign investment in power batteries of new energy automobiles should not exceed 50 percent, etc.
These measures in the short run protect the domestic automobile manufacturers. However, with the possibility to import automobiles cheaper through the FTZ, such protection may be weakened and limited over time.
The opening up of the financial services industry is still quite limited. Only restrictions to establish small amount credit companies and financing guarantee companies were cancelled.
Further, investment in investment banks, financial companies, trust companies and currency brokerage companies were moved from the restricted list. The 2014 Negative List just states that they should comply with current regulations. No improvement has been made regarding insurance, securities and investment and finance leasing businesses.
One of the controversial items of the 2013 Negative List was that it included items which are not covered by the general Foreign Investment Industry Guideline Catalogue, such as “investment in antique and heritage auction”, “investment in salt wholesale” and “engagement and involvement directly or indirectly in game operator services” as prohibited items. The prohibition relating to salt wholesale has been deleted in the 2014 Negative List, while the others have been kept.
Despite the above, the issuance of the 2014 Negative List still shows the Shanghai People’s Government’s commitment to increase feasibility of foreign investment in the FTZ.
