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- China’s Registered Capital Registration System
2023-10-16China’s Registered Capital Registration System
According to the current Company Law of the PRC, the registered capital of a Chinese limited company is the capital or shares subscribed by all the shareholders. The liability of the shareholder of a limited liability company is limited to the amount of its subscribed capital contribution, while the liability of the shareholder of a joint‑stock limited company is limited to the nominal value of its subscribed shares.
After the implementation of the registered capital subscription registration system, the shareholders are not required to contribute their subscribed capital in full when establishing the company. The shareholders may, after the establishment of the company, make their capital contribution to the company in accordance with the mode and period of capital contribution agreed upon and recorded in the articles of association of the company.
The registered capital subscription registration system does not apply to all Chinese companies. It is stipulated clearly in existing laws, administrative rules and State Council decisions of the PRC that certain industries are still subject to the paid‑up capital registration system and not the subscribed capital registration system. The industries concerned are listed below.
After the implementation of the registered capital subscription registration system, the shareholders are not required to contribute their subscribed capital in full when establishing the company. The shareholders may, after the establishment of the company, make their capital contribution to the company in accordance with the mode and period of capital contribution agreed upon and recorded in the articles of association of the company.
The registered capital subscription registration system does not apply to all Chinese companies. It is stipulated clearly in existing laws, administrative rules and State Council decisions of the PRC that certain industries are still subject to the paid‑up capital registration system and not the subscribed capital registration system. The industries concerned are listed below.
|
No. |
Description |
Basis |
|
1 |
Joint stock limited companies set up by way of fund raising |
Company Law |
|
2 |
Commercial banks |
Law on Commercial Banks |
|
3 |
Foreign-funded banks |
Regulation on the Administration of Foreign-Funded Banks |
|
4 |
Financial asset management companies |
Regulation on Financial Asset Management Companies |
|
5 |
Trust companies |
Banking Supervision Law |
|
6 |
Financial companies |
Banking Supervision Law |
|
7 |
Financial leasing companies |
Banking Supervision Law |
|
8 |
Auto finance companies |
Banking Supervision Law |
|
9 |
Consumer finance companies |
Banking Supervision Law |
|
10 |
Currency brokerage companies |
Banking Supervision Law |
|
11 |
Rural banks |
Banking Supervision Law |
|
12 |
Loan companies |
Banking Supervision Law |
|
13 |
Rural credit cooperative association |
Banking Supervision Law |
|
14 |
Rural mutual cooperatives |
Banking Supervision Law |
|
15 |
Securities companies |
Securities Law |
|
16 |
Futures companies |
Regulation on the Administration of Futures Trading |
|
17 |
Fund management companies |
Law on Securities Investment Fund |
|
18 |
Insurance companies |
Insurance Law |
|
19 |
Professional insurance agencies, insurance brokerages |
Insurance Law |
|
20 |
Foreign-funded insurance companies |
Regulation on the Administration of Foreign-Funded Insurance Companies |
|
21 |
Direct selling enterprises |
Regulation on the Administration of Direct Selling |
|
22 |
Foreign labour cooperation enterprises |
Regulation on the Administration of Foreign Labour Cooperation |
|
23 |
Financing guarantee companies |
Interim Measures for the Administration of Financing Guarantee Companies |
|
24 |
Labour dispatch enterprises |
Decision of the 28th State Council Executive Meeting on 25 October 2013 |
|
25 |
Pawn shops |
Decision of the 28th State Council Executive Meeting on 25 October 2013 |
|
26 |
Insurance asset management companies |
Decision of the 28th State Council Executive Meeting on 25 October 2013 |
|
27 |
Small loan companies |
Decision of the 28th State Council Executive Meeting on 25 October 2013 |
KAIZEN Group is equipped with experienced and highly qualified professional consultants and is therefore well positioned to provide professional advices and services in respect of the formation and registration of company, application for various business licences and permits, company compliance, tax planning, audit and accounting in China. Please call and talk to our professional consultants for details.
Disclaimer
All information in this article is only for the purpose of information sharing, instead of professional suggestion. Kaizen will not assume any responsibility for loss or damage.
WhatsApp/Line/Wechat: +852 5616 4140
All information in this article is only for the purpose of information sharing, instead of professional suggestion. Kaizen will not assume any responsibility for loss or damage.
WhatsApp/Line/Wechat: +852 5616 4140
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