Compliance

What annual filings must a Chinese company make?

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A Chinese company files its corporate income tax annual return (汇算清缴) within five months of the year end and its annual report (年报) through the National Enterprise Credit Information Publicity System, under the national rule by 30 June. The year-end financial report is audited as the law provides, and monthly or quarterly tax returns continue, nil ones included.

A Chinese subsidiary has a fixed yearly cycle, and it runs whether or not the company traded. Most foreign owners never see it, because an accounting firm handles it. The trouble starts when that firm stops being paid, or when nobody at head office knows what should have been filed.

What does a Chinese company file once a year?

Three things, and a fourth for any company that deals with its own group: an audited financial report, a corporate income tax annual return, an annual report on the National Enterprise Credit Information Publicity System (国家企业信用信息公示系统), and the related-party forms that go in with the tax return. A foreign-invested company adds nothing to that list, because its foreign investment report is part of the annual report.

FilingGoes toWhenSet by
Audited financial report(财务会计报告)Prepared by the company and audited by an accounting firm. A limited liability company sends it to each shareholder within the period its articles setAt the end of each financial yearCompany Law, Articles 208 and 2091
Corporate income tax annual return(汇算清缴)The tax bureau, with the financial report attached. Any tax still owed or overpaid is settled at the same timeWithin five months of the year end. The tax year is the calendar year, so that is 31 May, subject to the holiday rule belowEnterprise Income Tax Law, Articles 53 and 542
Related-party transaction forms(关联业务往来报告表)The tax bureau, attached to the annual return, from any company that dealt with a related party during the yearWith the annual returnSTA Announcement 2016 No. 42, item 13
Annual report(年度报告)The market regulator, through the National Enterprise Credit Information Publicity System, where the company also publishes it1 January to 30 June, for the previous yearInterim Regulation on Enterprise Information Publicity, Article 84
Foreign investment and foreign exchange sectionsInside the same annual report, from a foreign-invested company. The market regulator passes the data to the Ministry of Commerce, and SAFE treats the filing as the company’s annual equity registration1 January to 30 June, with the annual reportMeasures for Foreign Investment Information Reporting, Article 14; SAMR, MOFCOM and SAFE notice of December 2019; SAFE Guangdong, April 20265,6,7
The yearly filings, each read off the article beside it on 21 and 22 September 2026.

A company registered part-way through a year files its first annual report the following year, covering the year it was registered, and the foreign investment report follows the same rule.4,5 If it opens part-way through a year, its first corporate income tax year runs from opening to 31 December (Enterprise Income Tax Law, Article 53).2

The annual report window can differ locally for domestic companies, though not for foreign-invested ones. Shenzhen’s notice of 23 April 2026, for the 2025 reports, put most businesses there on a rolling window of two months from the anniversary of their establishment. Foreign-invested companies, companies registered with customs for import and export, and some regulated sectors stayed on 1 January to 30 June, and representative offices of foreign enterprises on 1 March to 30 June.8 Read the local regulator’s notice each year.

Tax deadlines move when they end on a statutory holiday. The last day becomes the day after the holiday ends, and where three or more consecutive statutory holidays fall inside a filing period, the deadline is extended by that number of days (Implementing Rules of the Tax Collection and Administration Law, Article 109).9 Ask the accounting firm for the actual dates each year rather than working them out.

Does a Chinese company need an annual audit?

The Company Law requires a company to prepare a financial report at the end of each financial year and have it audited by an accounting firm in accordance with law (Article 208).1 That rule reaches a foreign-invested company through the Foreign Investment Law, which subjects its organisational form, governance structure and rules of operation to the Company Law (Article 31).10

For a foreign-invested company the practical reason is the dividend. The documents a bank reviews before remitting profit to a foreign shareholder are a written application, the profit distribution resolution, the company’s own audited financial statements and, where one is required, the tax filing form (SAFE, Capital Account Foreign Exchange Business Guidelines, 2024 edition, section 7.12.2). The bank also checks that the annual report has been filed (section 7.12.3).11 A subsidiary that has skipped its audit should expect its bank to ask for one before it remits a dividend abroad. Who else asks to see the audit report differs by city and by authority: banks, tax bureaux and head-office auditors each have their own habits.

What does the annual report publish?

Seven groups of information, six of them published (Interim Regulation on Enterprise Information Publicity, Article 9).4 The six published groups are:

  • contact details: correspondence address, postcode, telephone and email
  • whether the company is operating, suspended or in liquidation
  • companies it has invested in or bought equity in
  • each shareholder’s (or, in a company limited by shares, each promoter’s) subscribed and paid-in capital, with the amount, date and method of contribution
  • equity transfers and other changes in a limited liability company’s shareholdings
  • its websites, and any online shop it runs

The seventh group is the financial picture: headcount, total assets, total liabilities, guarantees given for others, owners’ equity, total revenue, main business revenue, total profit, net profit and total tax paid. The company reports all of it and chooses whether to publish it. What it keeps back can be seen by others with its consent.4

Corrections to an annual report must be completed before 30 June of the year it is filed, and the original and the corrected version are then published together (Article 12).4 A report filed in the last days of June leaves little time to fix anything.

Is the foreign investment report a separate filing?

No. Since the 2019 reporting year, the annual reports once made separately to the market regulator, the commerce authority and the foreign exchange administration have been one report, filed through the National Enterprise Credit Information Publicity System.6 The commerce and foreign exchange items are added to the ordinary annual report and are not published, and the market regulator shares the data with the Ministry of Commerce within 48 hours of submission.6

The commerce sections include the company’s basic details, its investors and their actual controllers, its operations, and its assets and liabilities. A company whose business falls under the foreign investment negative list also reports the industry licences it has obtained (Measures for Foreign Investment Information Reporting, Article 15).5 Investment information the authorities can obtain by sharing between departments may not be demanded again (Foreign Investment Law, Article 34).10

The same report is also how a foreign-invested company completes SAFE’s annual stock-of-equity registration (存量权益登记). SAFE’s Guangdong branch told companies established on or before 31 December 2025 to file their 2025 data through the publicity system by 30 June 2026.7

One foreign exchange filing is still separate. A company in China that has itself invested abroad reports the previous year’s equity in its overseas enterprises to SAFE between 1 January and 30 June each year, through SAFE’s own online system rather than the publicity system. Where several Chinese investors share one overseas enterprise, one of them files for all (Capital Account Guidelines, section 8.4.3).11

Does a company with no revenue still file tax returns?

Yes, every period. A taxpayer with no tax payable in a period must still file the return, and so must one in a tax reduction or exemption period (Implementing Rules of the Tax Collection and Administration Law, Article 32).9 The Jiangsu tax bureau’s 12366 service gave that answer, citing Article 32, in June 2023 to the owner of a newly registered company that had not yet done any business and was being made to file nil returns every month.12

Corporate income tax works the same way: a company files every return, prepayment and annual, whether it made a profit or a loss (Implementing Regulations of the Enterprise Income Tax Law, Article 128).13 A taxpayer assessed on a fixed amount (核定定额) does not file the annual return (Measures for the Administration of Annual Corporate Income Tax Reconciliation, Article 3).14 A company with no invoices and no staff still has VAT returns, corporate income tax prepayment returns and an annual return to file, each one showing nothing. These are the returns that run all year.

ReturnPeriodDueSet by
Corporate income tax prepayment(企业所得税预缴)A month or a quarter, as the tax bureau decidesWithin 15 days of the end of the month or quarter, with the tax paidEnterprise Income Tax Law, Article 54; Implementing Regulations, Article 1272,13
VAT(增值税)10 days, 15 days, a month or a quarter, set by the local tax bureau according to the tax payable. A quarter is open only to small-scale taxpayers, to general taxpayers that are banks, finance companies, trust companies or credit cooperatives, and to others named by the State Council’s tax and finance departmentsWithin 15 days of the end of a monthly or quarterly period; within the first 15 days of the next month for a 10-day or 15-day periodVAT Law, Article 30; Implementing Regulations, Article 4315,16
Individual income tax withheld from staff(代扣代缴个人所得税)Each month in which wages are paid, with a return covering everyone paidWithin the first 15 days of the following monthIndividual Income Tax Law, Articles 10 and 1417
The periodic returns. The tax bureau sets the period for each taxpayer.

Other periodic returns depend on what the company does, whether it employs anyone, and where it is registered. The firm that keeps the books should be able to give you the full list for your entity.

Must transactions with the parent be reported?

Yes, once a year, with the corporate income tax annual return. A company taxed on its actual accounts that dealt with a related party during the year attaches the Annual Related-Party Transaction Report Forms (2016 edition) to its return (STA Announcement 2016 No. 42, item 1).3 For a subsidiary that buys from, sells to, licenses from or pays service fees to its foreign parent, that is every year.

Some companies must also prepare transfer-pricing documentation (同期资料). It is kept rather than filed, and handed over within 30 days of the tax bureau asking for it (item 19).3

DocumentNeeded when, in one yearReady by
Local file(本地文档)Related-party transfers of ownership of tangible assets over RMB 200 million (processing with supplied materials is measured at the year’s customs declared value), of financial assets over RMB 100 million or of intangibles over RMB 100 million, or other related-party transactions over RMB 40 million in total30 June of the following year
Local file, for a loss yearContract manufacturing, distribution or contract research and development for an overseas related party, in any year it makes a loss, whatever the amounts30 June of the following year
Master file(主体文档)Cross-border related-party transactions where the group of the ultimate holding company that consolidates its accounts has prepared a master file, or related-party transactions over RMB 1 billion in totalWithin 12 months of the end of the ultimate holding company’s financial year
STA Announcement 2016 No. 42, items 11, 13, 18 and 19; STA Announcement 2017 No. 6, Article 28. A company whose related-party transactions are all inside China may dispense with both documents.3,18

What must be published within 20 working days?

Six kinds of information go on the publicity system within 20 working days of arising, without waiting for the annual report (Interim Regulation on Enterprise Information Publicity, Article 10):4

  • shareholders’ subscribed and paid-in capital, with the amount, date and method of contribution
  • equity transfers and other changes in a limited liability company’s shareholdings
  • administrative licences obtained, changed or renewed
  • registered pledges of intellectual property
  • administrative penalties
  • anything else the law requires to be published

The same 20 working days apply when a company adjusts its shareholders’ contribution amounts, method or period (State Council Order 784, Article 4),19 which is what every company amending its articles for the 30 June 2027 deadline below will be doing. Publishing is the company’s job, not the registry’s.

The Company Law makes the company answer for what it publishes, and for keeping it true, accurate and complete (Article 40). Failing to publish its capital, equity and licence information, or publishing it untruthfully, brings an order to correct and possibly a fine of RMB 10,000 to 50,000. In serious cases the fine is RMB 50,000 to 200,000, and the managers and other staff directly responsible are each fined RMB 10,000 to 100,000 as well (Article 251).1

What else falls due on 30 June 2027?

The deadline for bringing an older company’s capital contribution period within five years. A limited liability company registered on or before 30 June 2024 whose remaining contribution period runs more than five years from 1 July 2027 must bring it within five years, and record the new period in its articles, before 30 June 2027; the shareholders must then pay in full within the new period (State Council Order 784, Article 2).19 A narrow exception covers companies whose business touches national or major public interests. The window for the 2026 annual report closes on the same date.

A company that misses it is ordered to correct. If it still does not, the registry adds a notation to its record on the publicity system and publishes it (特别标注, Article 6).19 The test, two worked examples and the filing itself are in whether the 2027 deadline applies to your company.

Is beneficial ownership (受益所有人) filed every year?

No. It is filed when the company is registered and again within 30 days of any change, and the Measures provide for no annual confirmation (Measures for the Administration of Beneficial Owner Information, Articles 9 and 10).20 Companies, partnerships and branches of foreign companies all file through the business registration system, which the market regulator oversees and which passes the information to the People’s Bank of China. The authorities and institutions that obtain it must keep it confidential (Articles 2, 4 and 12).20

A beneficial owner is any individual who ultimately owns 25% or more of the company, directly or indirectly; or ultimately holds 25% or more of the income or voting rights; or controls it, alone or with others. Where nobody meets any of the three tests, the people in charge of day-to-day management are filed instead (Article 6). A branch of a foreign company files the foreign parent’s beneficial owners and the branch’s own senior managers (Article 8).20

A small company may file a commitment instead, but only where its registered capital is RMB 10 million or less, every shareholder is a natural person, nobody other than the shareholders controls or benefits from it, and nobody controls or benefits from it other than through a shareholding (Article 3).20 A subsidiary owned by a foreign company fails the second condition, so it files in full. A company that stops qualifying files within 30 days (Article 10).

Companies registered before the Measures took effect on 1 November 2024 had to file before 1 November 2025 (Article 16), so one that has not is now late.20 Since 1 January 2025 the Anti-Money Laundering Law has also required companies to keep the information and update it promptly (Article 19). A company that does not file as required is ordered by the registration authority to correct within a set period and fined up to RMB 50,000 if it refuses. One that files false or inaccurate information, or does not update it in time, faces the same from the People’s Bank of China, as the anti-money-laundering authority (Article 60).21

The same law requires financial institutions to check the filed record, and since 20 January 2026 a PBOC rule has required them to compare the beneficial owners they identify for a corporate customer with it (Order 2025 No. 12, Article 23).22 A filing that has gone stale is likely to come up at the bank’s next review of the account.

What happens when a filing is missed?

For the annual report, the first consequence is the abnormal operations list (经营异常名录), a public listing on the company’s record. The rest escalate from there, and each carries a figure.

FailureWhat followsSet by
Annual report lateThe abnormal operations list, decided within 10 working days after 30 June, and possibly a fine of up to RMB 10,000Interim Regulation, Article 18; Abnormal Operations List Measures, Article 6; Implementing Rules of the Market Entity Registration Regulation, Article 704,23,24
Annual report missed two years runningWhere the failure is uncorrected and the company cannot be reached at its registered address or place of business, the business licence is revoked. The company must then deregister, and a revoked licence is a ground for dissolution and liquidationInterim Regulation, Article 18; Company Law, Articles 229 and 2321,4
Published information falseUnless a law or administrative regulation provides otherwise, an order to correct and a fine of RMB 10,000 to 50,000; in serious cases RMB 50,000 to 200,000, the serious dishonesty list and possible revocation. The legal representative and person in charge of a company on that list may not hold either role in any other enterprise for three years. For capital, equity and licence information, Company Law Article 251 applies insteadInterim Regulation, Article 184
Change not published within 20 working daysA written order to publish within 10 days, then the abnormal operations list, on top of the Company Law fines set out aboveAbnormal Operations List Measures, Article 723
Tax return lateAn order to file within a set time, and a fine of up to RMB 2,000 at the tax bureau’s discretion; RMB 2,000 to 10,000 in serious casesTax Collection and Administration Law, Article 6225
Foreign investment report missing or wrongA notice to supply or correct it within 20 working days, then an order to correct within another 20. If that lapses, a fine of RMB 100,000 to 300,000, rising to RMB 300,000 to 500,000 where the company deliberately evaded reporting or gave false or misleading information; misreported its industry, its negative-list status or its investors and actual controllers; failed again within two years of being penalised; or the commerce authority finds the case otherwise seriousMeasures for Foreign Investment Information Reporting, Articles 19 and 25; Foreign Investment Law, Article 375,10
What each failure leads to, as the instruments state it.

An abnormal operations listing is visible to any bank, customer or counterparty who looks the company up, and local governments are told to restrict or exclude companies on it in areas such as government procurement, tendering for works, state land grants and honours, as the law allows (Interim Regulation, Article 19).4 Coming off it is quick once the missing reports are filed and published. The company applies to the regulator where it is registered, which must accept a complete application within two working days and decide within two working days of accepting it, extendable by ten in complex cases (SAMR Credit Repair Measures, Articles 12, 14 and 16, in force since 25 December 2025).26 A company that is no longer wanted is better closed than left to reach revocation.

What should an owner ask for each year?

  1. The signed audit report for the year.
  2. The filed corporate income tax annual return, with the tax bureau’s acknowledgement and the related-party forms that went with it.
  3. A print of the published annual report showing the year and the date it was submitted, and confirmation that the foreign investment and foreign exchange sections were completed.
  4. A record of every monthly or quarterly return filed, nil returns included.
  5. The beneficial owner information on file, checked against who actually owns and controls the company.
  6. The local file, by 30 June, where the thresholds above are met.

We are not an accounting firm and do not keep books, file tax returns or perform audits. What an owner can usefully do is check that the work was done. The public record shows whether the annual report was filed and whether the company is listed as abnormal, and the documents above show the rest. That independent check is our Annual Compliance Check.

Want this done rather than explained? Annual Compliance Check & Company Deregistration From US$350, check in 5–10 days; exit 9–12 months. See the service

Sources

All sources checked 22 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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