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Structuring

How do I pay registered capital into a Chinese company?

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Registered capital is remitted into a foreign exchange capital account opened in the company’s own name, not its ordinary operating account. The wire must come from the registered shareholder itself. Nothing can be settled or spent until the contribution entry registration is done, and the company must then publicise the paid-in figure.

Paying registered capital in is not a matter of wiring money to the company’s operating account and telling the accountant. The money has to reach a particular account, from a particular sender, through a registration the bank completes before any of it can be spent. The company then has to put the paid-in figure on the public record. Skip one of those steps and the usual result is money sitting in an account nobody is allowed to touch.

Which account does the capital go into?

A foreign shareholder’s contribution is remitted into a foreign exchange capital account (外汇资本金账户) held in the company’s own name, not into the RMB operating account the business runs on. Foreign exchange registration for direct investment stopped being an administrative approval in 2015, when SAFE abolished the approval items for inbound and outbound direct investment registration and left the work with the banks.1 The company, once it holds its business licence, goes to a bank within the area of its provincial SAFE branch and completes the basic information registration (基本信息登记). The bank issues a business registration voucher (业务登记凭证), and that voucher is what opens the capital account.2

The Guidelines put that registration promptly after the licence issues, not at the point the shareholder is ready to send money. Until it is done there is no account for the funds to land in.

StepWhat happensWho does it
Basic information registration(基本信息登记)The company registers with a bank in its provincial SAFE branch’s area after the licence issues, and receives a business registration voucherThe company, at the bank
Capital account openedA foreign exchange capital account in the company’s own name, opened against that voucherThe bank
The remittanceThe registered shareholder sends its own subscribed amount from its own accountThe shareholder
Contribution entry registration(货币出资入账登记)Until this is done the funds cannot be settled, transferred or paid outThe bank, on the company’s application
Settlement into RMBAt the company’s discretion, in full or payment by paymentThe company, at the bank
Publicity filingThe paid-in amount published on the National Enterprise Credit Information Publicity System within 20 working daysThe company
The order of operations, read on 21 September 2026 in the Capital Account Foreign Exchange Business Guidelines (2024 edition), sections 7.2.3.1, 7.4.3, 7.6.3 and 11.2.3; Company Law, Article 49; State Council Order 784, Article 4.2,3,4

Who must the money come from?

On the company law side the rule is one sentence. Each shareholder pays its own subscribed contribution in full and on time, and a monetary contribution is deposited in full into an account the company has opened at a bank.3

What goes wrong is that the money comes from somewhere else. The parent above the registered holding vehicle pays, because that is where the cash sits. A director pays personally, because the deadline is close. An affiliate pays, because it already holds dollars. The foreign exchange rules do not reject the payment. The bank credits the funds and records the mismatch: the contribution entry registration carries a field asking whether the investor and the payer are the same, and the bank ticks “no”.2

That tick is the expensive part. The record now shows money from someone who is not the shareholder, while the shareholder’s own obligation is untouched and the company still has to state truthfully what each shareholder has paid in. Putting it right afterwards means documenting the relationship between payer and shareholder, for the bank and for whoever later examines the paid-in position.

One related rule catches groups that fund a new entity through an existing Chinese one. For a domestic reinvestment in foreign currency the investor and the payer must be the same, and there is no mismatch box to tick.2

Three things have to hold when the payment instruction reaches the bank. The sending account is in the exact registered name of the shareholder shown on the business licence, not a parent, an affiliate or an individual. The amount is that shareholder’s own subscribed contribution. The company has completed its basic information registration, so the capital account exists to receive it. Wrong on the first and the mismatch outlives the transaction. Sequencing the licence, the bank registration and the contribution is part of Company Setup.

When can the money be used?

Money sitting in the capital account is not yet available. Until the currency contribution entry registration (货币出资入账登记) has been completed for that inbound sum, it cannot be settled into RMB, transferred domestically or paid out.2 If the plan was to pay a deposit or a first payroll out of the capital the week it lands, this is the step that decides whether that happens.

Must the capital be converted into RMB?

Settlement is neither compulsory nor automatic. A domestic institution may settle its capital account foreign exchange receipts at its own discretion (意愿结汇), and the discretionary settlement proportion is 100 per cent.5 The alternative is payment based settlement (支付结汇), converting only what a particular payment requires, and the choice between the two belongs to the company.2 Settling in tranches keeps the timing of the conversion with the company; settling the whole amount on the day it arrives fixes it at that day’s rate.

What may the capital not be used for?

Capital, and the RMB obtained by settling it, is governed by a principle before it is governed by a list: the use must be genuine and for the company’s own purposes (真实、自用原则). For a non-financial enterprise the list then rules out three things.6

  • Expenditure prohibited by national laws and regulations, directly or indirectly.
  • Securities investment or other investment and wealth management, directly or indirectly, unless expressly provided otherwise. Wealth management products with a risk rating no higher than level two, and structured deposits, are excepted.
  • Loans to non-affiliated enterprises, unless the company’s business scope expressly permits lending.

One limb has gone. The 2023 circular also barred using the funds to buy residential property other than for the company’s own use; the list issued in September 2025 does not carry that prohibition.7 There is a ceiling on small change as well: a single institution may pay out no more than the equivalent of USD 200,000 a month as reserve funds (备用金) from capital account receipts, counting both settlement methods together.2

What must be published afterwards?

When the paid-in contribution changes, the company itself publicises it through the National Enterprise Credit Information Publicity System within 20 working days of the information arising, and the duty to make that information true, accurate and complete sits with the company.4 No bank and no registration authority does it for you. The bank’s registration is a foreign exchange record; the publicity filing is the company record, and the company record is the one a counterparty, a bank’s onboarding team or a tender committee opens. A company that has funded itself properly and never filed looks, to all of them, exactly like a company that has not funded itself at all. It is the same system that carries the annual report.

What about contributions other than cash?

None of the above applies to a contribution in kind. Where a shareholder contributes property rather than money, what the law requires is that the transfer of the property rights is carried out in accordance with law.3 What may be contributed, and the valuation that has to stand behind it, is covered on the page on what registered capital is, which is also where the deadline for getting any of this done is set out.

Foreign exchange rules move more often than the Company Law does. The account, the registration and the shareholder identity requirement have been in place for years; the list of permitted uses changed in September 2025. The bank that holds the account works to whichever version is current, and that is where the present position on permitted uses is confirmed.

Want this done rather than explained? Company Setup & Compliance Coordination From US$850, 4–8 weeks to a licensed company. See the service

Sources

All sources checked 21 September 2026. This page is general information, not legal, tax or customs advice. Requirements vary by product, market and circumstance. Confirm your own position before acting.

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