The main private company structure in mainland China is the limited liability company (LLC), and foreign investors typically set up a wholly foreign-owned enterprise (WFOE) in that form or a joint venture LLC. Since the Foreign Investment Law took effect, foreign-invested enterprises (FIEs) follow the same Company Law framework as domestic companies, with an information reporting system replacing the old approval approach for most sectors.

Compliance is spread across the Administration for Market Regulation (SAMR), the State Taxation Administration (STA) and local tax bureaus, the State Administration of Foreign Exchange (SAFE) and banks, customs, social insurance and housing fund agencies, and sector regulators. Local practice differs between cities, which is why a calendar needs a city-level check.

This guide covers the annual cycle for a WFOE or FIE. Updated November 9, 2026. Chinese rules, including company capital contribution periods, reporting platforms and local deadlines, change frequently, and professional sources do not always agree on details, so verify key dates with your local tax bureau, SAMR office or a Chinese advisor.

Entity compliance China: the quick answer

• Prepare accounts under Chinese accounting standards and, for a foreign-invested company, obtain a statutory audit from a licensed Chinese CPA firm, usually completed by about April 30.

• File the annual corporate income tax (CIT) reconciliation by 31 May for the previous calendar year.

• Submit the annual report through the National Enterprise Credit Information Publicity System by 30 June, which combines the old SAMR and foreign investment annual reports.

• File VAT and other taxes monthly or quarterly, pay quarterly CIT prepayments, handle individual income tax withholding, and keep foreign exchange filings current.

What determines a WFOE's compliance requirements?

Industry, location, registered capital, number of employees, related-party dealings and foreign exchange activity all influence the workload. Some sectors remain on the negative list for foreign investment, and certain businesses need licences. A WFOE in a free trade zone or a high-tech park may have special tax or reporting rules.

Taxpayer status matters too. VAT general taxpayers and small-scale taxpayers have different obligations, and many companies are subject to additional levies such as urban maintenance and education surcharges. The financial year is the calendar year for most companies, which makes the key dates fairly uniform.

Annual entity requirements in China: the core checklist

1. Accounting records and statutory audit

Maintain books in Renminbi under the Accounting Standards for Business Enterprises. A foreign-invested company generally needs an annual audit by a Chinese-licensed CPA firm even when it makes no profit. A company that is dormant or has no income may still need a zero-reporting audit, according to service providers, so do not assume an exemption.

2. Annual CIT reconciliation

The annual CIT filing reconciles accounting profit to taxable profit and settles any difference against quarterly prepayments. The filing window runs from 1 January to 31 May after the year-end. It is submitted with the audit report, tax adjustments and a related-party transaction report where applicable. Companies with losses still file.

3. Annual report to government authorities

The annual publication report is submitted online by 30 June and includes company information, investor details, equity changes, balance sheet data, guarantees and operating data. Foreign-related data used to be filed separately through commerce and foreign exchange channels and is now generally combined, but local requirements vary, so confirm what the local system requires for your entity.

4. Foreign exchange and bank reporting

Capital contributions, loans from the parent, dividends and service fee payments abroad are subject to SAFE rules and bank checks. Profit repatriation generally requires an audit report, tax payment evidence and board resolutions. External debt registrations may also apply.

5. Individual income tax annual reconciliation

Employees with comprehensive income complete an annual individual income tax reconciliation between 1 March and 30 June. HR teams often support foreign staff through this process, and employers must make monthly withholding filings.

Tax and indirect tax obligations

The standard CIT rate is 25 percent, with reduced rates and incentives for qualifying small low-profit enterprises, high and new technology enterprises, and certain regions or sectors. Quarterly CIT prepayments are generally due within 15 days after quarter-end, and the Q2 prepayment is due about 15 July.

VAT is levied at 13 percent, 9 percent or 6 percent depending on the goods and services, with 3 percent or 1 percent collection rates for small-scale taxpayers in some periods. Monthly or quarterly VAT returns are generally due by the 15th of the following period, with local variations and holiday adjustments. The e-fapiao (official invoice) system sits at the core of VAT compliance, so invoices must be issued and matched carefully. Withholding tax of 10 percent generally applies to dividends, interest and royalties paid to non-resident enterprises, subject to treaty relief, and VAT or surtaxes may also apply to service fees paid abroad.

Stamp duty, property and land taxes, and other local levies may apply. Transfer pricing documentation, including a local file in certain cases, is often prepared around mid-year, with timing depending on local practice.

Foreign-owned subsidiaries

Foreign investors submit initial and change reports through the enterprise registration system, and the ownership and beneficial owner information should be kept consistent across SAMR, tax and bank records. Changes to legal representative, registered capital, address, business scope or shareholders are filed with SAMR, and the post-2024 Company Law reforms impose time limits for paying in subscribed capital, so review the contribution schedule.

Beneficial owner filings are required with the People's Bank of China in certain cases under the anti-money laundering rules, and banks will request the ownership chain. Payments to the parent, such as royalties, service fees and management charges, need contracts, tax filings and FX documentation. Global minimum tax and country-by-country reporting rules may apply to large multinational groups, with filing dates that group tax teams should confirm.

First-year and event-triggered obligations

In the first year, complete tax registration, open the basic bank account, register with social insurance and housing fund agencies, obtain invoicing access, and file the capital contribution plan. Make sure the company chop, financial chop and legal representative's chop controls are in place. Event-driven filings include changes to the legal representative, address, registered capital, shareholders or business scope, plus deregistration, which requires tax clearance, customs, social insurance and bank closure steps that can take months.

Employment and local requirements

Employers must sign written labour contracts within one month of hire, contribute to social insurance and the housing fund at city-specific rates, withhold individual income tax monthly, and adjust contribution bases annually, with timing varying by city. Foreign employees need work permits and residence permits, and the company must register their details. Labour law imposes rules on working hours, overtime, severance and termination procedures. Remote hiring through a PEO or an employer of record does not replace a legal entity when a company wants to control a local team.

Record-keeping and governance in China

Keep accounting vouchers, ledgers, financial reports, invoices and tax filings, usually for the periods required by the accounting archive rules, which can be as long as 30 years for certain records. Keep board and shareholder resolutions, articles, business licence, tax and FX registrations, and approval documents. Control company chops carefully with a signing log, and maintain a record of who is the legal representative, because that person has legal exposure for filings.

Build a compliance calendar for China

A compliance calendar turns the rules above into dated tasks with named owners. Start from the financial year-end and the incorporation anniversary, then add the recurring monthly and quarterly items. Review it each quarter, because deadlines, extensions and registry systems change.

• 1 January to 31 May: complete the annual CIT reconciliation, normally supported by an audit report finished by about 30 April.

• 15 days after each quarter-end: quarterly CIT prepayment.

• 15th of each month: VAT and surtax returns, subject to local calendars.

• 1 March to 30 June: individual income tax annual reconciliation for employees.

• 30 June: annual report through the enterprise credit information system.

• Mid-year: transfer pricing documentation where required.

Common mistakes

• Assuming a loss-making or dormant WFOE can skip the audit and the CIT filing.

• Missing the 31 May CIT deadline and the 30 June annual report.

• Moving cash or profits abroad without the audit, tax evidence and bank documents.

• Leaving the legal representative and registered capital records out of date.

• Overlooking local social insurance and housing fund rules in each city.

• Ignoring invoice (fapiao) control, which can undermine VAT credits.

Entity compliance China: frequently asked questions

What is the usual structure for a foreign company in China?

A wholly foreign-owned enterprise set up as a limited liability company is the standard route, with joint venture LLCs used when there is a local partner.

When is the annual CIT filing due?

The reconciliation for the previous calendar year is due by 31 May, supported by a statutory audit report that is typically completed by the end of April.

Does a WFOE with no revenue still have to file?

Yes. Service providers advise that inactive foreign-invested companies still complete the audit, tax filing and annual report, so confirm the position with your local bureau.

What is the annual report deadline?

The annual report is generally submitted online by 30 June for the previous year through the national enterprise credit information system.

What is the corporate income tax rate?

The standard CIT rate is 25 percent, with reduced rates for small low-profit enterprises and qualifying high-tech companies.

Can profits be sent to the foreign parent?

Yes, but only after the audit, CIT payment and bank documentation are complete, and with the withholding tax and FX filings required for dividends.

How CoverPin can help

CoverPin helps finance, legal and operations teams track entity obligations across countries. See our international entities overview, learn about compliance advisory, or browse more guides in our legal and compliance resources.

This article is general information, not legal, tax or accounting advice. Confirm current requirements with the relevant authority or a qualified local adviser before acting.