Who’s in Charge? China’s New Beneficial Ownership Filing Rules Explained
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Who’s in Charge? China’s New Beneficial Ownership Filing Rules Explained

5. May 2025

As of November 1, 2024, China has officially introduced the Beneficial Owner Information (BOI) filing requirements for all business entities operating within the country. This regulation mandates that all existing entities, including companies, partnerships, and branches of foreign firms (collectively referred to as “Reporting Entities”), submit their beneficial ownership details by November 1, 2025.

Understanding Beneficial Ownership

A beneficial owner is an individual who meets any of the following criteria:

  1. Directly or indirectly holds at least 25% of the equity, shares, or partnership interest in the Reporting Entity.
  2. Controls at least 25% of the entity’s income or voting rights, even without meeting the first criterion.
  3. Exercises de facto control over the entity, either alone or in coordination with others.

If no individual meets any of these conditions, the entity must designate those responsible for its daily management and operations as its beneficial owners.

Filing Requirements

When submitting BOI, Reporting Entities must provide the following details:

  • Name
  • Gender
  • Nationality
  • Date of birth
  • Primary residence or workplace address
  • Contact information
  • Identification document type, number, and expiration date
  • Type of beneficial ownership and its duration (if applicable)
  • Ownership structure, including the percentage of equity, income rights, voting power, or the nature of de facto control

Exemptions

Certain small businesses are exempt from BOI filing if they meet all of the following conditions:

  • Registered capital does not exceed RMB 10 million.
  • All shareholders or partners are individuals.
  • No external individuals exert control or benefit from the entity through means other than equity or partnership interests.

Nevertheless, exempted entities must still confirm their exemption status with the authorities through the designated system.

How to file a BOI

Companies must submit the BOI via the SAMR’s online portal or, if online submission is not possible, they must submit the BOI on site, depending on local practice. Enterprises in Shanghai can complete the filing process by logging into the following website: Shanghai Online Business Registration.

Filing Deadlines

  • Newly established entities must file BOI upon registration or within 30 days of establishment.
  • Entities in existence before November 1, 2024, must complete filing by November 1, 2025.

Penalties for Non-Compliance

Failure to comply with BOI requirements may result in administrative penalties. Authorities may demand corrections or impose fines of up to CNY 50,000 for refusal to rectify violations.

With this regulation, China aims to enhance transparency in corporate ownership and improve regulatory oversight across all business sectors.

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