Source: China Government Website
Decree of the State Council of the People's Republic of China (No. 837)
The "Regulations of the State Council on Outward Investment" were adopted at the 83rd Executive Meeting of the State Council on April 17, 2026, and are hereby promulgated. They shall come into effect on July 1, 2026.
Premier Li Qiang May 5, 2026 Regulations of the State Council on Outward Investment Article 1: These Regulations are formulated in accordance with the Law of the People's Republic of China on Foreign Relations, the Foreign Trade Law of the People's Republic of China, and other relevant laws in order to promote high-level opening up, facilitate high-quality development of outward investment, effectively manage outward investment, protect the legitimate rights and interests of investors and their outward investments, and safeguard national sovereignty, security, and development interests. Article 2: These Regulations apply to outward investment by investors within the territory of the People's Republic of China (hereinafter referred to as "within China"). Outward investment, as referred to in these Regulations, means overseas investment, which refers to activities in which investors, by contributing assets or equity, or by providing financing or guarantees, directly or indirectly acquire ownership, control, management rights, and other related rights and interests in enterprises or assets of other countries (regions). The term "investor" as used in these regulations includes enterprises, other organizations, and resident individuals within the territory of China. Article 3: Outward investment work adheres to the basic national policy of opening up to the outside world, implements the overall national security concept, coordinates development and security, coordinates domestic and international affairs, improves the outward investment management and service system, enhances the quality and level of outward investment, and promotes open cooperation and mutual benefit. Article 4: The state proactively aligns with high-standard international economic and trade rules, promotes high-quality Belt and Road cooperation, advances the construction of multilateral and bilateral investment cooperation mechanisms, actively participates in the formulation of international investment rules, promotes international cooperation in industrial and supply chains, opposes unilateralism and protectionism, and promotes the construction of an open world economy. Article 5: The state supports investors in conducting outward investment activities according to market principles and actively participating in international cooperation and competition. Investors enjoy the right to make independent decisions, bear their own risks, and assume their own profits and losses in accordance with the law. Investors engaging in overseas investment and related activities shall abide by laws, regulations, and international practices; respect local customs and cultural traditions; adhere to business ethics; act with honesty and integrity; compete fairly; fulfill social responsibilities; safeguard the national image; and shall not disrupt market competition, damage the ecological environment, infringe upon the legitimate rights and interests of workers, endanger China's national security, or harm national interests and the public interest. Article 6: The State shall improve the comprehensive overseas service system, promote trade and investment integration, improve public platforms and services, and coordinate service resources in the fields of foreign affairs, law, finance and taxation, finance, trade and economy, logistics, entry and exit, customs, and trade promotion to provide service guarantees for investors. Provincial-level and above people's governments and their relevant departments shall enhance the capacity and level of public services, providing investors with public products and services in areas such as laws and regulations, policies and measures, investment guidelines, intellectual property rights, risk prevention and response, and rights protection. Article 7: Support professional service institutions such as consulting and evaluation, legal services, accounting and auditing, credit rating, mediation and arbitration, and intellectual property in expanding their overseas service networks, improving their international service capabilities and levels, and providing high-quality professional services for investors and their overseas investments. Relevant professional service institutions shall adhere to the principles of honesty, integrity, diligence, and independence, establish effective risk control and internal control systems, equip themselves with qualified professionals, and conduct relevant service activities in accordance with the law. Article 8: Banking financial institutions shall, based on their functional positioning and in accordance with the principles of marketization, rule of law, commercial sustainability, and controllable risk, provide financing and other financial services to investors for overseas investments within their business scope. Policy-oriented insurance institutions are encouraged to provide overseas investment insurance and other services to investors for overseas investments. Article 9: Relevant industry associations and chambers of commerce shall, in accordance with laws, regulations, and their articles of association, strengthen industry self-regulation, improve their ability and level of service to investors and their overseas investments, and promptly reflect industry demands. Industry associations, chambers of commerce, and trade and investment promotion organizations shall, in accordance with their charters, provide services related to outward investment, including information consulting, market expansion, economic and trade exchanges, rights protection, and dispute resolution. Article 10: The State shall improve the outward investment management system, refine regulatory measures, implement full-process supervision by category and level, strengthen risk prevention and control, enhance the scientific nature and security of outward investment, and promote a combination of investment facilitation and effective risk prevention. Article 11: The investment and commerce departments of the State Council, in conjunction with other relevant departments of the State Council, shall, based on the needs of national economic and social development, changes in the investment environment of relevant countries (regions), and the degree of risk, formulate, adjust, and implement outward investment policies, clarify encouraged, restricted, and prohibited outward investments, strengthen outward investment supervision, and guide and supervise investors to regulate their investment and business activities. Article 12: Investors conducting overseas investment activities who are required by law to complete procedures such as approval and filing, information reporting, and cross-border capital registration shall do so in accordance with relevant national regulations, truthfully submit relevant materials, and cooperate with the supervision and inspection of relevant competent authorities.
Article 13: Investors conducting overseas investment activities shall not export or use goods, technologies, services, or related data that are prohibited from export by the State, or export or use goods, technologies, services, or related data that are restricted from export by the State without permission; nor shall they transfer goods, technologies, services, or related data that are prohibited from export by the State to other countries (regions) by means of cross-border dispatching of technical personnel, organizing personnel to work in other countries (regions), providing cross-border technical guidance, or arranging cross-border training for personnel, or transfer goods, technologies, services, or related data that are restricted from export by the State to other countries (regions) without permission. Article 14: Management of foreign investment involving capital remittance, import and export of goods and technology, cross-border service trade, cross-border data flow, entry and exit of personnel, as well as review of business operator concentration, export control, cybersecurity supervision, tax collection and management, and supervision of state-owned assets, shall be governed by relevant laws, administrative regulations, and relevant national provisions.
Article 15: The State shall improve the overseas investment security review system. The State Council's investment and commerce departments, in conjunction with other relevant departments of the State Council, shall conduct security reviews of overseas investments and related asset and equity transfers and disposals that affect or may affect national security. Relevant organizations and individuals shall provide assistance and cooperation, and shall not refuse or obstruct such reviews, and shall comply with overseas investment security review decisions.
Article 16: Investors and their enterprises invested in other countries (regions) shall improve their governance structures, establish and improve systems for compliant operation, internal control, safe production, and emergency response, strengthen risk identification and prevention, and invest necessary personnel, funds, equipment, and other resources to ensure the safety of their employees and assets. Article 17: Investors shall regulate their investment and business activities, and shall not damage the business reputation or product reputation of other investors, infringe upon the trade secrets of others, dump goods at low prices without justifiable reasons, seek illegitimate profits through bribery, fraud, or other means, or disrupt the order of the overseas investment market.
Article 18: Relevant departments of the State Council shall strengthen the monitoring, early warning, and risk assessment of overseas investment, promptly release information on the security situation of relevant countries (regions), warn of investment risks, guide and assist investors in preventing security risks, and safeguard the country's overseas interests and the legitimate rights and interests of investors.
Article 19: The People's Republic of China, in accordance with international treaties and agreements concluded or acceded to, or on the principle of equality and reciprocity, shall conduct cooperation and exchanges with other countries (regions), international organizations, etc., in the field of law enforcement to protect the safety of investors in other countries (regions) and their invested enterprises, projects, employees, and assets, as well as the legitimate rights and interests of relevant organizations and individuals. The State actively negotiates and signs multilateral and bilateral trade and investment agreements and other international economic and trade agreements to improve the level of protection for outbound investment and promote investment liberalization and facilitation. Article 20: The State provides consular protection and assistance to Chinese citizens and organizations investing in other countries (regions) and their Chinese employees in enterprises and projects invested in those countries (regions) in accordance with the law, and safeguards their legitimate rights and interests. If a major emergency such as war, armed conflict, riot, severe natural disaster, major accident, major infectious disease outbreak, or terrorist attack occurs in the country (region) of investment destination, and the personal safety and property of investors and their Chinese employees in enterprises and projects invested in that country (region) are threatened and require assistance, the diplomatic missions abroad shall promptly verify the situation, urge the relevant countries (regions) to take effective measures to protect the personal safety and property of Chinese citizens and organizations, and provide assistance according to the relevant circumstances; if the Chinese government makes corresponding risk avoidance arrangements, the relevant organizations and individuals shall cooperate. Article 21: Investors are encouraged to resolve disputes related to overseas investment through various means such as negotiation, mediation, arbitration, and litigation to safeguard their legitimate rights and interests.
Article 22: Organizations and individuals within China participating in arbitration or litigation related to overseas investment, or subject to investigations by foreign judicial or law enforcement agencies, and needing to provide evidence or relevant materials to foreign entities, shall comply with laws, administrative regulations, and relevant national provisions concerning the protection of state secrets, data security, personal information protection, technology export management, export control, and judicial assistance. Where permission from the competent authority is required by law, relevant legal procedures shall be followed.
Article 23: If investors encounter trade-related investment barriers or other obstacles to investment and operation in the country (region) of their investment destination, the Ministry of Commerce of the State Council may conduct investigations independently or jointly with other relevant departments of the State Council, and relevant organizations and individuals shall provide assistance and cooperation. Based on the investigation results, relevant departments of the State Council may take measures such as adjusting investment policies for relevant countries, prohibiting or restricting the import and export of relevant goods or technologies, or international trade in services. Article 24: If any country (region) or international organization violates international law and the basic norms of international relations by taking discriminatory prohibitions, restrictions, or other similar measures against the People's Republic of China in areas such as investment and business operations, the Chinese government and its relevant departments may, based on the actual circumstances, take corresponding measures to protect the safety and legitimate rights and interests of investors and their overseas investments, and to protect the country's overseas interests from threats and infringements. The relevant departments of the State Council may, in accordance with the Anti-Foreign Sanctions Law of the People's Republic of China and the Provisions on the Implementation of the Anti-Foreign Sanctions Law of the People's Republic of China, decide to include organizations or individuals who directly or indirectly participate in the formulation, decision-making, or implementation of the discriminatory prohibitions, restrictions, or other similar measures stipulated in the preceding paragraph in the countermeasures list and take corresponding measures. Article 25: If a foreign organization or individual endangers China's national sovereignty, security, or development interests, violates normal market transaction principles by interrupting normal transactions with Chinese enterprises, other organizations, or individuals, or takes discriminatory measures against investors and their overseas investments, unreasonably depriving or restricting investors and their legitimate rights and interests in overseas investments, the relevant departments of the State Council may take measures such as prohibiting or restricting their import and export activities related to my country, prohibiting or restricting their investment in China, prohibiting or restricting organizations or individuals within China from engaging in related transactions or cooperation with them, prohibiting or restricting the entry of relevant personnel, products, and means of transport, and canceling or restricting the work, stay, or residence qualifications of relevant personnel in China. Such measures may apply to organizations actually controlled or participated in by foreign organizations or individuals in their establishment or operation. Article 26: Public officials shall keep confidential, in accordance with the law, any state secrets, work secrets, commercial secrets, personal privacy, and personal information they learn in the course of performing their duties related to the management and service of overseas investment, and shall not disclose or illegally provide them to others. Article 27: If an investor invests in overseas investments prohibited by the State, the investment authority and commerce authority under the State Council shall, according to their respective responsibilities, order the investor to cease the investment activity, dispose of the shares and assets within a specified period, and confiscate any illegal gains. If the investor refuses to comply, a fine of 0.5% to 0.10% of the investment amount shall be imposed; the directly responsible supervisors and other directly responsible personnel shall be fined between RMB50,000 and RMB100,000. If an investor fails to complete the overseas investment approval and filing procedures as required, or applies for approval and filing by submitting false materials or concealing true information, the approval and filing authority shall order the investor to rectify the situation, confiscate any illegal gains, and impose a fine of 0.1% to 0.5% of the investment amount. If the investor refuses to rectify the situation, the investor shall be ordered to cease the investment activity, dispose of the shares and assets within a specified period, and be fined between 0.5% and 0.10% of the investment amount; the directly responsible supervisors and other directly responsible personnel shall be fined between RMB20,000 and RMB50,000. If an investor obtains approval for overseas investment through bribery, deception, or other improper means, the approval authority shall revoke the approval document, confiscate the illegal gains, and impose a fine of 1‰ to 5‰ of the investment amount. If the investment has already been made, the investor shall be ordered to cease the investment activity, dispose of the shares and assets within a specified period, and be fined 5‰ to 10‰ of the investment amount. The directly responsible supervisors and other directly responsible personnel shall be fined between 20,000 and 50,000 yuan. From the date the penalty decision stipulated in the preceding three paragraphs takes effect, the relevant competent authority may refuse to accept the approval application submitted by the violator for three years, or prohibit the violator from engaging in overseas investment activities for a period of one to three years. Article 28: Any violation of Article 15 of these Regulations, including refusing to cooperate with overseas investment security reviews, providing false materials or concealing relevant information, or failing to comply with overseas investment security review decisions, shall be ordered to rectify by the relevant departments of the State Council, have its illegal gains confiscated, and be subject to a fine; if the violation endangers national security, the violator shall be ordered to take necessary measures to eliminate the impact on national security, and may be prohibited from engaging in overseas investment activities for a period of not less than one year but not more than three years; if the investment has already been made, the violator may be ordered to cease the investment activity and dispose of the shares and assets within a specified period.
Article 29: Any investor who violates Article 17 of these Regulations may be ordered to rectify within a specified period by the investment authorities and commerce authorities of the State Council, according to their respective responsibilities; if the violation causes harmful consequences, the investor may be prohibited from engaging in overseas investment activities for a period of not less than one year but not more than three years. Article 30: Investors who violate these regulations in their overseas investment activities, causing personal injury or property damage, shall bear civil liability in accordance with the law; if the conduct constitutes a violation of public security administration, they shall be subject to public security administration penalties in accordance with the law; if the conduct constitutes a crime, they shall be prosecuted for criminal liability in accordance with the law. Investors who violate other laws and regulations in their overseas investment activities shall be ordered to rectify the situation by the competent authority and dealt with according to law. Article 31: Public officials who abuse their power, neglect their duties, engage in favoritism or malpractice in overseas investment work, or disclose or illegally provide others with state secrets, work secrets, commercial secrets, personal privacy, and personal information that they have learned, shall be subject to disciplinary action in accordance with the law; if the conduct constitutes a crime, they shall be prosecuted for criminal liability in accordance with the law. Article 32: The management of investments by investors in the Hong Kong Special Administrative Region, the Macao Special Administrative Region, and Taiwan shall be governed by these regulations; where laws, administrative regulations, or the State Council provide otherwise, those provisions shall prevail. Article 33: The management of investments made by investors in overseas financial markets using their own funds, raised funds, and other entrusted funds shall be governed by these Regulations and other relevant national regulations. The management of reinvestment of assets and equity acquired by investors through overseas investments overseas shall be governed by these Regulations and other relevant national regulations. Specific management measures for overseas investments by Chinese resident individuals and other entities shall be formulated by the investment and commerce departments under the State Council. Article 34: These Regulations shall come into effect on July 1, 2026.