Today we received a question about new company's law. Maybe you have the same wondering in this side, please see below question and reply.
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I was informed that there were published on December 29, 2023 announcing changes to Chinese corporate law (applicable to ltd. and public companies ). This were preceded by a legislative process lasting several years. These changes are now scheduled to come into effect on July 1, 2024.
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Revised capitalization rules
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Changed rules regarding the company's internal structure
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Revised share transfer rules
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New rules for restructuring
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New rules on formal aspects
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Stricter liability rules
Are those rules affecting my company in China?
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The new company's law main big change which may affect most of limited liability companies is the capial injection deadline. The new law requires from July 1th, 2024, new company's capital must be injected in 5 years after establishment. For the exist companies, the law gives 3 years transition period.
For example, A is an exist company.
At present, A company registered capital is 1,000,000RMB, already paid 750,000RMB, the unpaid capital is 250,000RMB. If the unpaid capital 250,000RMB shall be paid before June 30th 2027, then no any change needs to be done in the government.
If not, A company needs to check the last capital payment deadline submitted to the government.
1. If the deadline is a certain day before 30th, June 2032
----does't need to do any change in the government.
2. If the deadline is a certain day after 30th, June, 2032, then it shall not meet the new law about capital injection regulation.
---- a) If A will pay the unpaid 250,000 capital during 30th, June 2027-30th, June 2032, then change the registered capital payment deadline to a certain before 30th, June 2032 in the government.
--- -b)If A would not pay the unpaid 250,000 before 30th, June, 2032, then decreases the registered capital to 750,000 in the government.
Below summary in chart for your reference.
Other changes mentioned above in the new company's law has no big influence on exist service or trading companies.
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