Buying a South African business from China: treaty, filings, visas and time

What changes when the buyer is in China

The South African side is the same for every foreign buyer: see buying a business in South Africa as a foreigner, exchange control for foreign investors and the business visa. From mainland China, the harder half is at home: approval or filing, and bank registration, before any money, financing or guarantee goes in. This is general information, not advice: you need a South African attorney, a lawyer in China, a tax adviser in each country and your banks.

Hong Kong has its own tax treaty with South Africa, in force since 20 October 2015 (SARS), and its passports are visa-exempt for 30 days (Home Affairs, 9 December 2025). A mainland investor buying through a Hong Kong company is still within China's outbound rules, with the differences below.

The China-South Africa tax treaty

Signed on 25 April 2000 and in force since 7 January 2001, the agreement applies to income from taxable years beginning on or after 1 January 2002 (Article 28; agreement, Government Gazette 22041). The OECD Multilateral Instrument has applied to its withholding taxes since 1 January 2023 (SARS synthesised text) without changing these limits:

SARS lists China's 5% for "all beneficial owners", so a small individual stake gets the parent-company rate; Hong Kong's treaty gives 5% only to a company holding at least 10% of the capital, otherwise 10% (SARS table, June 2023). For equipment the 7% is only a ceiling: whether South African tax applies at all is a question of South African law for your tax adviser.

• Exceptions. Not where the holding, loan or right is connected with your permanent establishment here (Articles 10(4), 11(5), 12(4)), or the benefit was a principal purpose of an arrangement (MLI Article 7(1)).
• Loans. A loan from you to the South African company needs exchange control approval first, which its bank can usually give, recording the loan on the Reserve Bank's Loan Reporting System (Currency and Exchanges Manual, version of 5 October 2026, section I.3(B)).

Selling later: what the treaty says about gains

Article 13 lets South Africa tax a Chinese resident's gains on South African immovable property (13(1)), on shares in a company whose property is principally such property (13(4)), and on other shares where the holding is at least 25% (13(5)); other gains are taxed only in China (13(6)) (Government Gazette 22041).

South African law taxes less than Article 13(5) allows: a non-resident's gain on shares only where South African land and buildings make up 80% or more of the shares' market value and the seller and connected persons hold 20% or more, or where the shares belong to a permanent establishment here (SARS capital gains tax guide, Issue 9, chapter 4). So a stake in an operating business that rents its premises is normally taxed only in China; one owning its lodge, farm or buildings may be taxed in both, with China's credit under Article 23(a) (general guide).

How China taxes the income

Through a company in China

Under the Enterprise Income Tax Law, as amended on 29 December 2018, a resident enterprise pays 25% on income from inside and outside China (Articles 3 and 4), with credit for foreign tax up to the Chinese tax on that income and five years to use any excess (Article 23). For dividends from a foreign company it controls, the credit can include that company's own tax borne by the dividend (Article 24) (State Taxation Administration: Enterprise Income Tax Law). Treaty Article 23(a) likewise provides that South African tax paid may be credited against Chinese tax, up to the Chinese tax on that income.

As an individual

Under the Individual Income Tax Law, as amended on 31 August 2018, a person domiciled in China, or there for 183 days or more in a year, is taxed on income from inside and outside China (Article 1), with dividends and gains on shares at 20% (Article 3) and credit for foreign tax up to the Chinese tax on that income (Article 7); foreign income is declared between 1 March and 30 June of the next year (Article 13) (State Taxation Administration: Individual Income Tax Law). Ask a tax adviser in both countries before you sign.

Before the money leaves China: approval and filing

The State Council's Provisions on Outbound Investment (Order 837), in force since 1 July 2026, cover enterprises, other organisations and resident individuals in China (Article 2) and require any approval, filing, reporting or fund registration that the existing rules call for (Article 12). Skipping an approval or filing can bring an order to put it right and a fine of 0.1% to 0.5% of the investment; if it is not put right, an order to stop and sell the investment, a fine of 0.5% to 1%, fines on the managers responsible, and a bar of up to three years on new applications or on investing abroad (Article 27) (State Council Order 837). For a company, as at 9 October 2026:

1. Development and reform commission. Under NDRC Order 11, in force since 1 March 2018, a sensitive project needs NDRC approval, whether you invest directly or through an offshore company you control (Article 13), Hong Kong included (Article 62). A non-sensitive project you fund directly, including by a loan or guarantee, is filed with the NDRC (centrally managed enterprises, or US$300 million or more) or your provincial commission (Article 14). Through a company you control abroad, a non-sensitive purchase is only reported to the NDRC in advance, and only at US$300 million or more (Article 42), but funding that company from the mainland is itself an investment under these rules (Articles 2 and 62) (NDRC Order 11). Real estate and hotels are on the 2018 sensitive list (catalogue), so for a lodge or property-owning business, ask the authority which route applies (Article 15).
2. Commerce authorities. Under the Ministry of Commerce's Order 3, in force since 6 October 2014, approval is kept for UN-sanctioned countries, countries without diplomatic relations with China and certain sectors (Article 7), so a local enterprise buying in South Africa usually files with its provincial commerce department, which issues an Enterprise Overseas Investment Certificate within three working days of a complete filing (Articles 8 and 9); it lapses if unused for two years (Article 16). A purchase by a company you already own abroad is reported afterwards instead (Article 25) (MOFCOM Order 3).
3. Your bank. Since 1 June 2015 a bank in China, not the State Administration of Foreign Exchange (SAFE), registers the foreign exchange side; only then can money go out, or profits come back (part 1(3)). Reinvestment by an offshore company you already control needs no separate foreign exchange filing (part 2(2)) (SAFE notice Hui Fa [2015] No. 13).

Timing. The approval or filing document must be in hand before any money, assets, financing or guarantee goes in (Order 11, Article 32), and banks will not settle funds without it (Article 33). A performance deposit or other large preliminary cost can be approved or filed in advance (Article 17), and documents last two years (Article 35). The conditions of sale fix when the deposit is due, so file before you bid or sign. Draft revised NDRC measures went out for comment on 21 August 2026 (Xinhua); until they are final, Order 11 applies.

After the purchase: reporting back in China

For a company, as at 9 October 2026:

• Completion report. For an approved or filed project, report completion, which includes delivery of the shares or assets bought, through the NDRC's online system within 20 working days (Article 44), and any major adverse event, such as a major loss of assets, within five working days (Article 43) (NDRC Order 11).
• Annual stock report. By 30 September each year, report the previous year-end value of the investment through SAFE's capital account system, directly or through an accounting firm or your bank; if you miss it, banks may not handle your capital account foreign exchange business until you report late and explain (part 2(3), Hui Fa [2015] No. 13).
• Commerce authorities. Report operations and statistics to the authority that filed the investment (Article 24); the Chinese head of the South African company registers with China's embassy or consulate (Article 23); and a later sale or closure is reported once the South African formalities are done (Article 17) (MOFCOM Order 3).

Buying as an individual in China

Order 837 covers resident individuals (Article 2) but leaves the detailed rules for them to the investment and commerce authorities (Article 33) (State Council Order 837); as at 9 October 2026 we found none in final form. NDRC Order 11 does not cover an individual investing abroad directly, only, by reference, one investing through an offshore, Hong Kong, Macao or Taiwan company they control (Article 63).

Your personal allowance is not a route to pay for a business. The facilitation quota is US$50,000 a person a year (Hui Fa [2020] No. 14, as restated by SAFE's Shanghai branch on 2 April 2026), and the purchase application commits you not to use it for property abroad, securities investment or other capital account items not yet opened, nor to split purchases across other people's quotas; a breach can mean a watch list and no quota that year or the two after (SAFE purchase application, 2021 form). Ask your bank and a lawyer in China how the money can lawfully leave before you sign or register to bid.

Moving yuan into rand

• The currency pair. From 20 June 2016 the rand and the renminbi (yuan) could be traded directly against each other in China's interbank market (SARB media release, 17 June 2016).
• The bank in South Africa. The money arrives at an "Authorised Dealer"; the Reserve Bank's list includes the Johannesburg branches of Bank of China, Bank of Communications and China Construction Bank (Currency and Exchanges Manual, version of 5 October 2026, section A.2(A)). Agree with both banks which currency is sent.
• Rand at auction. Bids, deposits and fees on our auctions are in rand: arrange payment with your banks well before auction day.
• Money going home. Dividends leave South Africa in proportion to your shareholding once the bank has SARS tax compliance evidence (section B.3(B)); in China the bank registration covers profits coming back.

Visiting, and moving to run it

Home Affairs' list of 9 December 2025 exempts only Chinese diplomatic, official and service passports, for 30 days; on an ordinary passport even a short business trip needs a visa (Home Affairs: visa exemption list). Chinese travellers can apply online for an Electronic Travel Authorisation (ETA) at eta.dha.gov.za: China was in the pilot that ran before the national launch on 12 August 2026, and the ETA is initially for arrivals at four airports, OR Tambo among them (Minister of Home Affairs, 12 August 2026). Check it covers your trip's purpose.

To live here and run the business you need a visa that allows it, usually the business visa. Documents in Chinese must be translated into an official South African language and certified by a sworn translator, at your cost (Immigration Regulations, 2014, regulation 9(4)(b); the same in the current consolidation). Since 7 November 2023 an apostille issued in China replaces consular legalisation of a Chinese public document (Apostille Convention, HCCH status table).

Working with Dynamic from China

Beijing time is UTC+8 with no daylight saving since 1991 (IANA time zone database, 2026e) and SAST is UTC+2 all year (IANA, Africa/Johannesburg), so Beijing is six hours ahead of us.

• Contact. Email info@dynamicauctioneers.co.za. Our WhatsApp, +27 84 702 3766, works only outside the mainland: Freedom House lists it among the platforms blocked in China (Freedom on the Net 2024).
• Finding a business. Businesses for sale lists what we offer, and international buyers sets out the steps: a non-disclosure agreement before the information pack, and proof of funds before the books. From China, your filings are part of showing the money can arrive.
• Bidding from China. Our online auction room lets a non-citizen open an account with a passport number (how to register and bid online); check before auction day that you can sign in from where you will bid.

Selling to a foreign buyer? See selling your business to a foreign buyer.