The Measures for Registration of the Pledge of Accounts Receivable (hereinafter referred to as the Measures), adopted on September 18, 2019 at the first executive meeting of the People’s Bank of China in 2019, is hereby issued and shall come into force as from January 1, 2020.
Yi Gang, Governor of the People’s Bank of China
November 22, 2019
Measures for Registration of the Pledge of Accounts Receivable
Chapter 1 General Provisions
Article 1 The Measures is promulgated in accordance with the Property Law of the People’s Republic of China and other relevant laws and regulations with a view to regulating the registration of the pledge of accounts receivable, and protecting the legitimate rights and interests of parties involved in pledges and of interested persons.
Article 2 The term “accounts receivable” mentioned in the Measures refers to the creditor’s right to ask the debtor to make payments for certain goods, services or facilities provided by the creditor, and the creditor’s other legal rights of claim for payment, including existing and potential monetary claim, but excluding the right to claim a payment incurred from bills or other negotiable securities and the right to claim a payment whose transfer is forbidden by law and administrative rules.
The “accounts receivable” as mentioned in the Measures includes:
(a) The creditor’s right arising from sale and lease, including the sale of goods, the supply of water, power, gas and heat, the licensed use of intellectual property (IP), and the leasing of movable or immovable properties;
(b) The creditor’s right arising from the providing of healthcare, education, tourism and other services or labor;
(c) The right to earnings of energy, transportation, water conservancy, environmental protection, municipal engineering, as well as other infrastructure and public utility projects;
(d) The creditor’s right arising from the providing of loans or conduction of other credit activities;
(e) Other contract-based creditor’s right involving monetary payment.
Article 3 The term “pledge of accounts receivable” mentioned in the Measures refers to the pledge of accounts receivable specified in Article 223 of the Property Law of the People’s Republic of China. To be specific, to guarantee the fulfillment of debt, the debtor or a third party pledges the legally possessed accounts receivable to the creditor. If a debtor defaults upon maturity of the debt, or the pledge is realized as agreed upon by the parties concerned, the creditor shall have the priority in being paid with the said accounts receivable and the profits generated thereby.
The debtor or third party mentioned in the preceding paragraph is the pledger, and the creditor is the pledgee.
Article 4 The Credit Reference Center of the People’s Bank of China (hereinafter referred to as the Credit Reference Center) is the registration authority for the pledge of accounts receivable.
The Credit Reference Center shall establish an internet-based registration and public notification system (hereinafter referred to as the registration and public notification system), process the registration of the pledge of accounts receivable, and provide inquiry services for the general public.
Article 5 The PBC shall regulate the activities of the Credit Reference Center for the registration of the pledge of accounts receivable.
Article 6 Where multiple rights are created on the same piece of accounts receivable, the pledgee shall enforce his interest pursuant to the sequence of registration.
Chapter 2 Registration and Inquiry
Article 7 The registration of the pledge of accounts receivable shall be processed through the registration and publicity system.
Article 8 The pledge of accounts receivable shall be registered by the pledgee upon agreement with the pledger on registration information.
The pledgee may authorize others to register on his behalf, in which case the provisions of the Measures on pledgee registration shall apply.
Article 9 The pledgee handling the registration of the pledge of account receivable shall register as the user of the registration and public notification system.
Article 10 The information to be registered shall include the basic information of the pledger and pledgee, a description of the accounts receivable, and a valid registration term.
Where the pledger or pledgee is an institution, the user shall fill in the institution’s legally registered name, domicile, the name of the legal representative or responsible person, the organization code or financial institution code, the industrial and commercial registration number, the unified social credit code of the legal person and other organizations, the global legal entity identifier (LEI), and other institution codes or numbers as required.
Where the pledger or pledgee is an individual, the user shall fill in the number of valid identity documents, the address carried on valid identity documents, and other information as required.
The pledger may agree with the pledgee on the registration of other information such as the amount of the principal creditor’s right.
Article 11 The pledgee shall submit the completed information in the registration and public notification system. The system will allocate a registration number pursuant to the time of submission, and generate an initial registration certificate of the pledge of accounts receivable and a code for future revisions to the pledgee.
Article 12 The pledgee shall determine a registration term appropriate to the maturity of the principal debt. The registration term shall range from one month to 30 years, inclusive.
Article 13 The pledgee may apply for an extension of the registration term within 90 days prior to the expiration. The pledgee may extend the registration term more than one time, only that the term extended each time shall range from one month to 30 years, inclusive.
Article 14 Where there is any omission, error or change in the registration information, the pledgee shall modify the registration information accordingly.
Where a new piece of accounts receivable is to be pledged on the basis of an existing pledge that has been registered, the registration of the new pledge shall be deemed a new separate registration.
Article 15 Where the pledger’s legally registered name or number of the valid identity document filled by the pledgee at the time of registration changes, the pledgee shall modify such information within four months from the date of change.
Article 16 Any extension of registration term or modification of registration information shall be made upon agreement between the pledgee and the pledger.
Article 17 Under any of the following circumstances, the pledgee shall cancel the registration within ten working days since the day when such circumstance occurs:
(a) The principal creditor’s rights cease to exist;
(b) The pledges are realized;
(c) The pledgee gives up all the registered pledges on the accounts receivable;
(d) Any other circumstance under which the registered pledge will cease to exist.
If the pledgee inflicts harm on others due to a delay in the cancellation of the registration, the said pledgee shall bear corresponding legal responsibility.
Article 18 The pledgee shall apply the code for future revision to extend, modify and/or cancel the registration.
Article 19 If the pledger or any other interested person holds that there is any error in the registered information, the said pledger or interested person may request the pledgee to modify or cancel the registration. If the pledgee disagrees with such request for modification or cancellation, the said pledger or interested person may apply for a dissidence registration.
The pledger or any other interested person who handles the dissidence registration may cancel such registration on his own.
Article 20 The pledger or any other interested person shall notify the pledgee of the dissidence registration within seven days since the date of registration.
Article 21 If the pledger or other interested persons fails to bring an action or file a request for arbitration and submit the notice of case acceptance to the registration and public notification system within 30 days since the dissidence is registered, the Credit Reference Center shall revoke the said dissidence registration.
Article 22 The Credit Reference Center shall, in respect of the application of the pledger or any other interested person and/or the pledgee, revoke the registration of the pledge of accounts receivable or the dissidence registration in accordance with effective court decision and/or ruling or the arbitral award made by an arbitration organ against the said parties.
Article 23 After the pledgee modifies and cancels the registration and/or the pledger or any other interested person registers a dissidence, the registration and public notification system shall record the time of registration, allocate a registration number, and issue a certificate of modification, cancellation or dissidence registration.
Article 24 When financing through the pledge of accounts receivable, the pledgee shall strictly review and confirm the authenticity of the said accounts receivable and look for any encumbrance on the said accounts receivable in the registration and public notification system.
Article 25 The pledgee, the pledger and any other interested person shall fill in the items in the registration and public notification system faithfully and ensure the authenticity, integrity and legitimacy of the information registered. If any harm is inflicted on others due to the provision of false materials, the party handling the registration shall bear the corresponding legal responsibility.
Article 26 Any institution or individual may make an inquiry about the registration information of the pledge of accounts receivable after registering as a user of the registration and public notification system.
Article 27 If the pledger is an institution, the inquirer shall make an inquiry with the legally registered name of the pledger.
If the pledger is an individual, the inquirer shall make an inquiry with the number of identity document of the pledger.
Article 28 The Credit Reference Center shall produce an inquiry certificate based on the application of the inquirer.
Article 29 The pledgee, the pledger or any other interested person, and the inquirer may verify the registration and inquiry certificate in the registration and public notification system with the certificate number.
Chapter 3 Responsibilities of the Credit Reference Center
Article 30 The Credit Reference Center shall take technical and other necessary measures to maintain the safe and smooth operation of the registration and public notification system and prevent the leakage and loss of registration information.
Article 31 The Credit Reference Center shall develop rules for registration steps and set up internal management systems, and file them with the PBC.
Article 32 Upon the cancelation or expiration of registration, the Credit Reference Center shall keep offline digital records of the registration for 15 years.
Chapter 4 Supplementary Provisions
Article 33 The Credit Reference Center shall charge the registration services of accounts receivable pursuant to the charging standards of the price authority under the State Council.
Article 34 When handling the registration of the transfer of accounts receivable for financing purposes in the registration and public notification system, the creditor shall comply with the provisions specified in the Measures.
Article 35 When handling the registration of other movable properties and guarantee of rights, the creditor shall comply with the provisions specified in the Measures.
The movable properties and guarantee of rights mentioned in the Measures include all types of transactions established on movable properties and rights, by an agreement between the parties concerned, offered for the purpose of repaying debts or performing obligations in other ways, and vested the nature of guarantee, including but not limited to financial leasing, the pledge of security deposits, and the pledge of inventory and warehouse receipts, unless otherwise provided for by law.
Article 36 The Measures is subject to the interpretation of the PBC.
Article 37 The Measures shall enter into force as from January 1, 2020, and the Measures for Registration of the Pledge of Accounts Receivable (PBC Order No.3 [2017]) shall be repealed simultaneously.
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