Recently, the People's Bank of China and the State Administration for Market Regulation of the PRC Jointly released the Administrative Measures on Beneficial Owner Information, which requires the relevant entities registered within the territory of the PRC to file beneficial owner information through the registration system. The Administrative Measures will be implemented from 1 November 2024.
Filing Entities
(1)
Companies
(2)
Partnerships
(3)
Branches of foreign companies
(4)
Other entities specified by the People’s Bank of China and the State Administration for Market Regulation of the PRC
Self-employed industrial and commercial households, non-corporate legal persons, sole proprietorships, specialized farmers' cooperative and its branches, branches of domestic companies and branches of partnerships are not required to file beneficial owner information.
Beneficial Owner Definition
A beneficial owner is a nature person who meets any of the conditions below:
(1)
Ultimately owns at least 25% of a filing entity’s equity interests, shares or partnership interests directly or indirectly.
(2)
In case the first condition is not satisfied, ultimately enjoys at least 25% of a filing entity's beneficial and voting rights.
(3)
In case the first condition is not satisfied, jointly or separately exercises substantial control over a filing entity, including but not limited to exercising substantial control through agreements, close relationships and other means.
The person who is responsible for daily business management should be filed as the beneficial owner if the beneficial owner cannot be decided through the above rules.
Filing Information
The following information of the beneficial owner shall be provided and filed:
(1)
Name;
(2)
Gender;
(3)
Nationality;
(4)
Date of birth;
(5)
Place of the habitual residence or work place;
(6)
Contact information;
(7)
Type, number and validity of the identity certificate or identification document;
(8)
Type of beneficial ownership and date of formation and termination (if any).
Exemption with Commitment
The filing of beneficial owner information may be exempted with commitment if the filing entity meets the following conditions:
(1)
The registered capital (amount of contribution) of the filing entity does not exceed RMB10 million (or equivalent foreign currency);
(2)
All shareholders or partners are nature persons; and
(3)
There is no natural person other than the shareholders or partners who actually control or obtain benefits from the filing entity, and there is no situation where the filing entity is controlled by means other than equity or partnership interests or obtaining benefits from the filing entity by other means.
Filing Schedule
The filing entity registered before 1 November 2024 shall file the beneficial owner information in accordance with regulations before 1 November 2025. Starting from 1 November 2024, the filing entity shall file the beneficial owner information through the relevant registration system in the registration stage.
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