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Compliance

Does the 30 June 2027 registered capital deadline apply to my company?

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Only if your company was registered on or before 30 June 2024 and its articles of association set a capital contribution deadline falling after 30 June 2032. If they do, the articles must be amended before 30 June 2027. If they do not, nothing needs doing. The 2027 date is for the amendment, not for the money.

The 30 June 2027 deadline is usually described as the date by which older companies must have their registered capital paid in. That is not what it is. One misreading produces two opposite reactions: one owner panics about money that is not yet due, another checks the bank balance, decides the problem is years off and puts the whole thing away. What falls due on 30 June 2027 is an amendment to the articles of association, and only for companies whose contribution period runs too far out.1 Whether yours is one of them is a ten-minute check on one clause.

How do you check whether your company is caught?

The transition reaches companies registered on or before 30 June 2024.1 A company registered from 1 July 2024 falls outside it and has nothing to adjust. If yours is older than that, the answer is in your own constitutional document, not on the licence and not in the bank account.

  1. Open the articles of association (公司章程) in their current form, which means the version last filed with the registration authority, not a draft on somebody’s laptop.
  2. Find the contribution clause. It names each shareholder, the amount subscribed (认缴出资额) and the date by which that amount has to be paid, the contribution period (出资期限).
  3. Read that date. Does it fall after 30 June 2032?
  4. If it does, the period has to be brought back to 30 June 2032 or earlier and the articles amended to say so, all before 30 June 2027. If it does not, the company has nothing to change and nothing to file.
Contribution deadline in the articlesCaught?What has to happen
31 December 2045YesThe date runs well past the limit, so the articles must be amended before 30 June 2027 to bring the contribution period to 30 June 2032 or earlier. Dates this far out are ordinary in companies registered before the five-year rule arrived, when nothing stopped shareholders choosing one.
31 December 2030NoThe date is already inside the limit. Nothing to amend, nothing to file, and the money is due on 31 December 2030 exactly as the articles have always said.
Both examples worked on the transition in State Council Order 784, Article 2, for a company registered on or before 30 June 2024. Read against the regulation on 21 September 2026.1

Two things the test does not turn on. It does not turn on how much has been paid in so far: a company that has paid nothing and a company that has paid everything run the same check against the same clause. It does not turn on the size of the figure either. Registered capital of RMB 500,000 with a deadline in 2050 is caught; RMB 50 million with a deadline in 2029 is not. A joint stock company sits on a different track: its promoters must pay for their subscribed shares in full by the same date. A narrow exception lets the authorities leave the original period in place for a company whose business touches national or major public interests.1 The general picture is on what registered capital is.

What does the amendment involve, and who does what?

It is a change to the company’s constitution, so it runs through the company’s own decision-making before it reaches any counter. The shareholders resolve on the new contribution period, the contribution clause of the articles is rewritten to match, and the amended articles go to the registration authority (公司登记机关) that issued the licence. Where the registered capital figure itself is being changed rather than only the date, that is a registered item and a change of registration in its own right.

Then the publicity step, which owners forget because it is the company’s job rather than the authority’s. Where a company adjusts its shareholders’ subscribed or paid-in contribution amounts, the method of contribution or the contribution period, it must publicise the change through the National Enterprise Credit Information Publicity System within 20 working days of the information arising, and it carries the duty to make that disclosure true, accurate and complete.1 The system is public. It is where anyone checks you,2 and it is where the consequence of doing nothing eventually appears.

One consequence of the amendment is the reason some owners stall. Shortening the period does not only move a line in the articles. It moves the date on which the shareholders must have the money inside the company.

Yimi is a consultancy, not a law firm. We read the contribution date out of your articles, check it against the transition, prepare and coordinate the filing with the registration authority, and see the publicity step made inside its twenty working days. The amended articles and the shareholders’ resolution are legal documents, drafted by the licensed adviser you engage directly. The check and the filing coordination sit inside the Annual Compliance Check.

What happens if you do nothing?

Nothing happens on 1 July 2027. There is no automatic penalty in the regulation and no switch that flips at midnight. What the regulation gives the registration authority is a sequence. First it orders the company to correct. If the company does not correct within the time the order sets, the authority makes a special notation (特别标注) on the company’s record on the National Enterprise Credit Information Publicity System and publicises it.1

The notation is the part to take seriously, because of who reads it. It is not an internal file. It sits on the record a bank opens before granting a facility, a tender committee opens at the qualification stage, a platform opens at merchant onboarding, and a prospective customer opens before signing anything. None of them will raise it with you first, and none of them will tell you it was the reason. The cost is rarely the mark itself. It is the transaction that quietly does not happen.

When must the registry assess the figure itself?

A second power reaches some older companies regardless of the transition, and this one has figures attached. For a company registered on or before 30 June 2024, the registration authority is obliged to assess the truthfulness and reasonableness of the registered capital where the subscribed contribution period is thirty years or more, where the registered capital is RMB 1 billion or more (十亿元人民币), or where the circumstances are otherwise plainly contrary to objective common sense.3

StageWhat it means
The triggerA subscribed contribution period of thirty years or more, registered capital of RMB 1 billion or more, or other circumstances plainly contrary to objective common sense. Any one of the three obliges an assessment: the wording is that the authority shall, not that it may.
The assessmentA composite judgement on the business scope and operating condition of the company, and on the shareholders’ capacity to contribute, their principal projects and the scale of their assets. The authority may have a professional industry body appraise the matter, or consult other departments.
Your part in itThe company and its shareholders must cooperate, by providing an explanation of the circumstances and the relevant materials.
The findingWhere the contribution period or the registered capital is found obviously abnormal and contrary to the principles of truthfulness and reasonableness, the authority requires prompt adjustment and reports the case to the provincial market regulation department, under whose guidance and supervision it then acts.
Implementation Measures for Company Registration Administration (公司登记管理实施办法), SAMR Order No. 95, in force 10 February 2025: Article 10, read on 21 September 2026.3

The figures are a floor for attention rather than a boundary on the power. The State Council regulation on registered capital registration lets the registration authority assess an obviously abnormal contribution period or registered capital figure whatever its size, weighing the same considerations, and require timely adjustment where it finds the figure neither genuine nor reasonable.1 Passing the test on your articles does not put the figure itself beyond question.

Two dates, then. 30 June 2027 for the amendment, and whatever date the amended articles name for the money. The first is administrative and cheap. The second is the one to plan cash around, and it is the reason to run the check now rather than in the spring of 2027, when every company that has left it alone will be filing at once.

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