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Business Compliance

Annual Compliance for a Foreign-Owned Company in China: What to File and When

By Zhongzhi International Published 6 min read

Your company has its Chinese business licence, but it has not sent its first invoice. What, if anything, needs filing? The answer depends on its tax registration and activity, but waiting for revenue is a poor way to run the calendar.

This guide is for a company incorporated in mainland China with foreign shareholders, including a foreign-owned limited liability company. It covers the ordinary company calendar. An overseas company selling to China without a Chinese entity has a different set of questions.

There are three jobs owners often mix up: filing taxes during the year, closing the accounts and settling corporate income tax after year-end, and submitting the company annual report. The annual report also carries foreign-investment information for an applicable foreign-invested enterprise. They are related, but one does not replace the others.

The short version: what happens when?

When What to arrange What to check
From registration, then every assigned tax period Keep books and file the returns assigned to the company Which taxes apply, whether filings are monthly or quarterly, and who has access to the tax account
Each pay cycle, if you employ staff Run payroll, withhold individual income tax and handle social insurance Who submits each return and who checks the payment and employee records
After year-end; annual income-tax return within five months Prepare the financial report, address audit requirements and settle annual corporate income tax Whether the books, bank statements and tax returns agree
1 January to 30 June of the following year Submit the company annual report, including applicable foreign-investment information Whether the filing was accepted and a copy was saved

A company established this year starts submitting its company annual report next year. That does not mean it can ignore its tax and accounting calendar in the meantime.

Start the tax calendar before the first invoice

When the company is set up, have its accountant check the tax account and write down every return the company is expected to file. VAT periods are determined by the competent tax authority; do not assume every company files quarterly. Corporate income tax is prepaid monthly or quarterly under the Enterprise Income Tax Law. The exact list of returns also depends on the company's transactions and tax status.

Give the accountant bank statements, invoices, contracts, expense records and capital-contribution evidence as they arise. Reconciling a year's transactions at the last minute is much harder than keeping a regular handover. Our monthly bookkeeping guide explains what that handover looks like; the accounting cost guide helps you compare proposals.

If there is no turnover, ask which nil or other returns are still required. China's tax administration rules say a taxpayer with no tax payable in a period must still file according to the applicable rules. “No revenue” and “nothing to file” are not the same answer.

Add payroll duties when you hire

Once the company employs people, the calendar includes salary records, individual income tax withholding and social-insurance administration. Keep the employment contract, pay calculation, payment evidence and filings consistent. If a provider processes payroll, agree in writing who prepares the calculations, who files through the company's accounts and who responds to a discrepancy.

See our hiring guide for the wider employer obligations and our payroll services guide for the difference between outsourcing payroll and using an EOR arrangement.

Close the year: financial report and income tax settlement

China's Company Law calls for a financial accounting report at the end of each accounting year and auditing in accordance with law. Ask the company's accountant how the report and any required audit will be prepared for this entity. That work draws on the same books used for ongoing filings, but it is a separate year-end task.

Corporate income tax also has an annual settlement. The Enterprise Income Tax Law requires the annual return within five months after the end of the tax year, with tax paid or refunded as appropriate. A company that began operating partway through the year still has a tax year for its actual operating period. Match the annual return to the accounts and the prepayments already made. Our corporate income tax guide covers the tax itself.

January to June: one annual-report workflow with foreign-investment fields

Companies submit the previous year's annual report through the National Enterprise Credit Information Publicity System from 1 January to 30 June. A company established during the current year begins reporting in the next year. The report includes registered and operating information; some fields are public, while others are not.

For a foreign-invested enterprise, the same system's combined annual-report process also collects information needed by the commerce and foreign-exchange authorities. It is easy to hear “company annual report” and “foreign-investment annual report” and assume you must repeat the entire filing on two unrelated platforms. The integrated reporting rules provide one normal submission route with additional foreign-investment fields. Check the current local filing instructions, especially if you are correcting or submitting a late report.

This annual report is not the corporate income tax annual return. Give the person preparing it the current shareholder and controller details, capital-contribution records, contact information and financial figures. If registered details changed during the year, deal with the relevant change filing when it happens; the annual report is not a substitute. Our guide to changing shareholders, directors and the legal representative explains where that work starts.

A handover checklist for the owner

In the first month, ask the accountant or internal finance lead for a one-page calendar showing each filing, its due date, the responsible person and proof of submission. Then keep these records ready:

  • business licence, tax account access and the company's registered details;
  • bank statements, invoices, contracts and expense support;
  • payroll and social-insurance records, if there are employees;
  • shareholder changes and capital-contribution records; and
  • copies of accepted tax returns, year-end reports and annual-report confirmations.

If your company is registered in Hainan, the national calendar still applies. Check any Hainan-specific tax incentive, substantive-operation or local reporting conditions separately in our Hainan annual compliance guide.

Official sources

Cover photo: Cht Gsml on Unsplash.

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