China: Measures for the Administration of Beneficial Owner Information

People’s Bank of China (PBOC) and State Administration of Market Regulation jointly issued the Measures for the Administration of Beneficial Ownership Information (PBOC SAMR Order No. 3 [2024]) on 1st November 2024. In Order No. 3, all companies, partnerships, and branches of foreign companies (hereinafter referred to as the “Filing Entities”) established after 1st November 2024 are required to register their beneficial owner information (“BOI”) when completing their initial establishment registration. For Filing Entities registered before 1st November 2024, the BOI registration must be completed by 1st November 2025.

Key changes and requirements

A beneficial owner refers to a natural person who ultimately owns or controls the Filing Entities or enjoys the final benefits of the Filing Entities. A filing entity must identify all beneficial owners and file their information. If more than one natural person meets the beneficial owner criteria, all such natural persons should be filed as beneficial owners. If there is no natural person meeting any of the above criteria, the person responsible for the day-to-day operation and management of the Filing Entity should be filed as the beneficial owner.

Pursuant to Order No. 3, the BOI filing is non-public and is only accessible to relevant state authorities and anti-money laundering obligated institutions in the course of performing their statutory duties through inquiries to the PBOC.

A Filing Entity that fails to make BOI filings as required or files false information will be handled in accordance with the relevant administrative regulations on enterprise registration management. According to Article 14 of Measures for the Administration of Beneficial Ownership Information, entities that fail to comply with the filing requirements will be ordered by the registration authority to rectify the issue. Those who refuse to comply face fines of up to RMB 50,000.

How can we help?

Computershare Governance Services global team of professionals are available to guide you through the process of determining the beneficial owner and the ongoing advisory oversight to monitor a change in the organization structure that may result in a triggering event that will require an update to the Registrar for a change of the beneficial owner.  

Computershare’s leading entity management system GEMS can also help you to manage and store your beneficial ownership information, as well as the information about shareholdings, ownership, and directorships on a global basis.  

Contact:

Please contact your dedicated Computershare Relationship Manager or send an email to globalentityservices@computershare.com for more information about how Computershare may assist you in responding to these new requirements.

This notice is provided by Computershare for general informational purposes only and is not intended and should not be construed as legal, regulatory, financial or tax advice. Computershare is not licensed or authorized to practice law in any jurisdictions and hence does not provide any legal advice and it does not hold itself out as doing so. Neither Computershare nor any of its affiliates or contributors accept any responsibility or liability for the quality, accuracy or completeness of any information contained in this notice. It is important that you seek independent professional advice relating to the subject matter of this notice before relying on it.