| Offshore syndicated loan business, as the main form of transaction in the offshore financial market, are favored by offshore transaction parties in view of its features such as "the style of wholesale currency","free options on currency" and "light regulation". Currently, the freely convertible international currencies are the major transaction currencies of the offshore syndicated loans in the international business, while the development of offshore Renminbi syndicated loans is strongly restricted by the inter laws on foreign exchange controls. In order to break through the bottleneck of the economy development of China, the government of PRC put forward an important developing strategy on promoting the internationalization of the RMB, initiating the transforming on domestic economy growth and encouraging the large domestic enterprises go abroad to implementing "going out strategy". In this context, Hong Kong, as an important international financial center, has become the important bridge linking mainland with international world. The central government intended to promote Hong Kong to be an important platform for the internationalization of RMB through policy supports, with increasingly active development of Hongkong RMB financial market, mainly including cross-border RMB trading settlement business, the offshore RMB bonds business, offshore RMB syndicated loan business, and offshore RMB investment business etc. In the Hongkong offshore RMB financial market, the offshore RMB cash pool has undergone the rapid, massive growing phase and stagnant growth stage, influencing the development of Hongkong offshore RMB business, especially on offshore RMB syndicated loan business. This paper focuses on the legal issues of offshore RMB syndicated loans. On a basis of introducing the development process of offshore financial market and the characteristics of offshore syndicated business, analysis will be carried out in connection with the influence of the central policies on offshore syndicated loans business and the related law issues. In addition, this paper also keeps an eye on analyzing the legal risks encountered in the legal practice of Hongkong offshore RMB syndicated loan business, putting forward some reasonable advices on the macroscopic laws and the avoidance of microscopic legal risks.This paper consists of five parts, among which, the first chapter mainly introduces the offshore RMB financial market, including the introduction of offshore financial market, the description on offshore RMB financial market and the combing on the construction process of Hongkong offshore RMB market; the second chapter, based on analyzing the characteristics of offshore syndicated loans, clarifies the conception of "offshore syndicated loans"," foreign syndicated loans" and "international syndicated loans" to define offshore RMB syndicated loans, and introduce the development status quo of offshore RMB syndicated loans. The third chapter and fourth chapter, as the core of this paper, the former put emphasis on the macroscopic legal issues and the development prospects from the view of the formation of RMB cash pool, the construction of RMB reflux system and the legal superiorities of Hongkong laws on offshore syndicated loans. The forth chapter, based on the core legal document of offshore RMB syndicated loans business(the offshore RMB syndicated loans agreement),from the microscopic point of view, put emphasis on the common legal clauses of syndicated loans and the special legal clauses of offshore RMB syndicated loans. The fifth chapter involves the reasonable advices on the legal issues mentioned previously, from the perspective of macro and micro respectively, including expanding the Hongkong RMB cash pool, improving the RMB reflux system, forming the offshore RMB lending rate, the issues that domestic enterprises-borrowers and Chinese banks should pay attention to and perfecting the risk transferring mechanism. |
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