China

出口管制的变革：美国商务部BIS 50%规则的复杂性及影响

AnJie Broad Law Firm | Local Language | AcademicThink | Dec. 12, 2025 | Regulation

The U.S. Department of Commerce’s Bureau of Industry and Security (BIS) implemented a significant export control amendment on September 29, 2025, known as the BIS 50% rule. This rule extends export control restrictions not only to entities listed on U.S. restrictive lists such as the Entity List, Military End-User List (MEU List), and certain OFAC SDN lists but also to their foreign affiliates that are directly or indirectly 50% or more owned by any listed entity. The rule seeks to close loopholes where listed entities could circumvent export restrictions by establishing overseas affiliates. The case of Anshi Holdings, a Dutch subsidiary of the Chinese company Wingtech Technology, demonstrates the rule’s impact, as their assets were frozen due to Wingtech's placement on the U.S. Entity List.

The BIS 50% rule broadens the scope of export license requirements, license exceptions, and review policies to include these 50% or more owned foreign affiliates, applying the most restrictive measures where multiple restrictive list entities own stakes. It also affects the Foreign-Direct Product (FDP) rules, expanding export controls to foreign-produced items involving such affiliates. The rule enforces a strict liability regime obligating exporters, reexporters, and transferors to verify ownership of foreign entities, with legal consequences for non-compliance. BIS also issued a Temporary General License (TGL) permitting certain transactions involving these affiliates until December 1, 2025, and has suspended the 50% rule from November 10, 2025, to November 9, 2026, following U.S.-China consultations.

Prior to the BIS 50% rule, export controls were only applied to listed entities and their legally non-distinct affiliates under the “Legally Distinct Standard,” which allowed listed parties to circumvent restrictions through complex ownership structures. The new rule aggregates ownership stakes across multiple listed entities and includes indirect ownership, thereby significantly expanding the regulatory net. However, it excludes certain entities, such as those on the Unverified List or Denied Persons List, and U.S. entities, and has exceptions for addresses related to some Entity List entries.

The implementation of the BIS 50% rule presents wide-ranging compliance challenges globally across various industries, particularly impacting Chinese semiconductor companies. Exporters must enhance due diligence procedures, modify compliance policies, update contractual clauses, and integrate more sophisticated ownership screening capabilities. The rule also necessitates increased investment in export control compliance, especially among small and medium enterprises and financial institutions less accustomed to export control measures than economic sanctions. Companies are urged to conduct risk assessments and prepare contingency plans in anticipation of the rule’s potential reinstatement after the suspension period ends in November 2026.

JunHe LLP | English | AcademicThink | Dec. 12, 2025 | Regulation

境内企业境外发行可转债因其“债性保底+股性增值”的特点，成为2025年以来跨境融资的热门工具。此类可转债兼具债权和股权属性，助力企业以较低利率获得中长期融资，并通过转股优化资本结构，支持海外业务及研发。境外发行的可转债多为低息类型，配合灵活转股和赎回条款，满足全球投资者需求。

境内企业境外发行可转债须遵循多部门的监管体系，主要包括发改委的中长期外债审核登记、证监会的境外发行证券备案、外汇管理局的外债登记及变更手续、行业监管和国资管理等。发改委依据《56号令》监管境内企业及其控制的境外分支机构的外债借贷，要求发行前完成外债审核登记，且规定了企业判断标准和申报材料的详细要求。证监会依据《管理试行办法》进行境外发行证券备案，要求发行后3个工作日内完成备案，并提交备案报告、承诺书、法律意见书及募集说明书等文件。外汇管理局则负责外债的登记和转股后的变更登记，确保资金及股权变动的合规。

境外发行可转债的内部决策通常由股东会先授权，董事会细化具体发行方案，确保程序合规透明，并作为申报材料的重要内容。与境外发行相比，境内发行可转债需符合更严格的条件，包括法律法规限制、财务指标和信披要求，但相对简化登记流程，无需办理发改委和外汇局的外债注册手续。

总体来看，境外发行可转债为中国企业连接全球资本提供重要融资渠道，企业需精确掌握相关监管框架，规范决策及备案流程，合理制定时间安排，以便在政策允许范围内发挥可转债融资工具的优势，推动跨境融资稳健发展。

开源模式重构产业竞争格局

Guangming Daily | Local Language | News | Dec. 12, 2025 | UndeterminedTech Development/Adoption

As of the end of 2024, China's active open source projects have surpassed 3 million with 2.27 million active developers, creating a large and diverse talent pool. The openEuler community, nurtured by the OpenAtom Open Source Foundation, boasts over 2,100 member organizations, 23,000 global contributors, and over 5.5 million users. By the end of 2025, openEuler OS installations are expected to exceed 16 million, making it a leading digital intelligence platform across key Chinese industries such as telecommunications, government, finance, and energy.

Open source technology is recognized as a key driver of technological innovation and high-quality development, particularly in the AI era with large models. China leads in open source large AI models, including Qwen and DeepSeek, while open hardware architectures like RISC-V are rapidly advancing and expected to enable next-generation AI computing power, fueling China’s independent innovation beyond Moore's Law.

Inspur General Software highlights the maturity of the open source ecosystem, with projects like HarmonyOS and openEuler achieving significant scale and wide industry adoption in areas such as finance and aerospace. The recent open sourcing of 360 Group’s FG-CLIP2 model, which outperformed global tech giants in public AI benchmarks, exemplifies China’s competitive progress in AI foundational models.

The UBML open source project under Inspur supports low-code development by lowering barriers for SMEs to create customized applications, promoting efficient innovation circulation across the industry. Beijing Yizhuang has established a national-level open source ecosystem with strong government support through policies and initiatives like the AI open source root community “Moli Ark,” which hosts thousands of models and datasets to enhance innovation impact globally.

The OpenAtom Foundation advances open source through project incubation, talent development, cultural promotion, and community standardization. Experts project open source will continue to fuel China’s collaborative innovation in AI, chip design, and industrial ecosystems, contributing to global digital transformation. The future evolution of open source communities will hinge on integrating large model capabilities to create intelligent development ecosystems emphasizing collaboration, value feedback, and monetization through commercial applications.