Three compliant routes: dividends (10% withholding tax; 5% under the China–HK/Singapore arrangements with ≥25% holding + beneficial owner), service fees (real, documented services only), capital reduction / equity transfer (exit-stage, taxed on the gain).
Before any dividend: losses made up, 25% CIT settled, 10% statutory reserve funded to 50% of registered capital, annual audit done. Plan 4–8 weeks resolution to cash.
Step by step: ① Close annual accounts under PRC GAAP; complete the annual audit. ② Confirm distributable profit (after losses, CIT, and statutory reserve). ③ Written shareholder resolution. ④ File and pay withholding tax — 10% standard; 5% under DTA (HK/Singapore, ≥25% holding, beneficial owner per STA Announcement No. 9 of 2018). ⑤ Bank review: resolution + audit report + tax certificates + beneficiary account.
| Item | Standard | With DTA (HK/SG ≥25%) |
|---|---|---|
| Withholding tax on dividends | 10% | 5% |
| Precondition | — | Beneficial owner + holding conditions + records |
| Combined burden (25% CIT + WHT) | 32.5% | 28.75% |
Only for genuine, recurring services provided to the WFOE (management, technical, design, marketing). The WFOE withholds 6% VAT and 10% CIT on the payment; fees must be arm's length with transfer pricing documentation. Do not disguise dividends as service fees — the most common trigger of tax audits for foreign investors in China.
Suitable for partial or full exits. Taxed as property transfer income: 10% withholding on the gain derived by a non-resident enterprise (or treaty relief where applicable). Requires shareholder resolution, creditor notice period, and foreign exchange change registration — plan 2–4 months.
10% withholding tax on dividends by default; 5% if your HK/Singapore holding company owns ≥25% and meets the beneficial-owner test. CIT (25%) is paid by the WFOE before distribution, so the combined burden is 28.75%–32.5%.
No. Dividends go to the registered shareholder (your holding company). Personal transfers bypassing this chain are red flags for both tax and FX review.
Yes. Foreign investors reinvesting China-sourced profits into qualifying direct investments can access a 10% tax credit on the reinvested amount for the 2025–2028 window. Worth modeling before deciding.
4–8 weeks if audit and tax filings are current. Add 2–4 weeks if you claim treaty relief with documentation review.
Annual audit report, shareholder resolution, withholding tax filing receipts, bank remittance slips, and beneficial ownership evidence — banks and tax bureaus can ask for the full chain years later.
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