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Risk analysis of VIE model
1. Risk assessment: The relevant state departments adopt a tacit attitude towards the VIE structure, and there is no explicit provision on substance and operability at present. Once the relevant national ministries and commissions issue corresponding regulations, it may have an impact on companies that adopt VIE structure. 2. Risk of foreign exchange control: Profits transferred abroad may face the risk of foreign exchange control. For example, on May 12, jiayuan disclosed in its prospectus that Beijing Mi Yuan Information Technology Co., Ltd. (hereinafter referred to as Beijing Mi Yuan), one of its two subsidiaries operating in China, failed to obtain the foreign exchange registration certificate approved by the State Administration of Foreign Exchange as scheduled, so jiayuan failed to complete its initial contribution to Beijing Mi Yuan. According to Chinese laws, the approval certificate of foreign-invested enterprises issued by the Ministry of Commerce will also be invalid, and the business license of Beijing Yuyuan Garden will be revoked by the local industrial and commercial bureau in Beijing, and it will no longer be a legal entity. 3. Tax risk: companies with VIE structure will involve a large number of related transactions and anti-tax avoidance issues, and dividends may also have tax risks. For example, Sina disclosed in its annual report that listed shell companies have no business in Chinese mainland. If overseas shell companies not operating in China need cash, they can only rely on the dividends distributed by VIE to their agreement controllers and domestic registered companies. Under the existing structure, shell companies cannot guarantee continuous dividend distribution. 4. Risk control: Due to the agreement control relationship, listed companies have no controlling interest in VIE, and there may be problems that they cannot participate in the operation or the company controls the operation and management.