Editor's Note: Since 2026, more than 20 listed companies have issued announcements on paying back taxes. According to public information, the earliest retrospective adjustment of taxable years can be traced back to 2019, among which there are cases involving the repayment of over 100 million yuan in taxes and late payment fees (interest). This paper focuses on the main causes of tax repayment disclosed by listed companies in recent years, analyzes the high-risk points of key issues, and puts forward tax compliance suggestions for the reference of enterprises in general.

I. A Surge in Tax Repayments by Listed Companies in Recent Years, Covering Previous Years and Multiple Tax Types

According to statistics from public information, more than 20 listed companies have repaid taxes and late payment fees (interest) due to tax issues from the start of 2026 to the present. These cases present four prominent characteristics: first, a long retrospective period, with some adjustments traceable to economic activities several years ago; second, huge involved amounts, with many cases of a single tax repayment exceeding 100 million yuan; third, diverse causes of tax repayment, covering non-compliance with the applicable conditions of tax preferential policies, unfair transfer pricing in cross-border related party transactions, non-compliant supporting documents, and misinterpretation of policies for "minor taxes", among others; fourth, most enterprises have completed the payment of taxes and late payment fees through self-inspection.

A search on CNINFO with the keyword "tax repayment" shows that 3 listed companies issued tax repayment announcements in 2021, 1 in 2022, 5 in 2023, 23 in 2024, 66 in 2025, and 16 companies disclosed tax repayment-related announcements in January 2026. From the perspective of information disclosure requirements, these announcements often mean that the amount of tax repayment is huge and accounts for a relatively high proportion of the listed companies' net assets, reaching the threshold that requires mandatory public disclosure. Behind this trend lies not only the fact that enterprises have paid more attention to tax compliance and conducted timely self-inspection and tax repayment in recent years, but also the more precise and efficient development of tax collection and administration. The recently held National Tax Work Conference pointed out that the reform tasks deployed in the Opinions on Further Deepening the Reform of Tax Collection and Administration jointly issued by the General Office of the Central Committee of the Communist Party of China and the General Office of the State Council have been fully completed. This means that a normalized and institutionalized inter-departmental mechanism for data sharing and coordination has been established, with tax big data featuring a larger scale, more types and finer granularity. Therefore, under the current regulatory trend, systematically sorting out and analyzing the common tax-related problems in recent years and the underlying compliance key points is of important practical significance for enterprises to comprehensively improve their tax compliance level and effectively prevent tax-related risks.

II. Major Tax-related Risks of Listed Companies

(1) Misapplication of Tax Preferential Policies

In recent years, tax repayments by listed companies due to improper policy application have mainly concentrated on the application of tax preferential policies such as those for the Western Development Strategy and high-tech enterprises, with the failure to meet the income proportion threshold being a prominent issue. Taking high-tech enterprises as an example, Article 11 of the Measures for the Identification and Administration of High-tech Enterprises (Guoke Fa Huo [2016] No.32) stipulates that one of the conditions for being identified as a high-tech enterprise is that "the proportion of income from high-tech products (services) in the total income of the enterprise in the most recent year is not less than 60%". In practice, many companies fail to meet the income proportion and thus cannot apply for the enterprise income tax preferential policies for high-tech enterprises due to obtaining large dividends. Although dividend and bonus income and other equity investment gains between resident enterprises are exempt from enterprise income tax, in accordance with the Enterprise Income Tax Law, such equity investment gains shall all be included in the total income of the enterprise. Dividend income obtained by enterprises must be included in the income, which in turn affects the income indicators for high-tech enterprise identification. At present, most tax preferential policies clearly stipulate that tax authorities have the right to recover the improperly enjoyed preferential treatments. For example, Document No.32 stipulates that "if the relevant departments find that a certified high-tech enterprise fails to meet the identification conditions in the daily management process, they shall submit a request to the identification authority for review. If the enterprise is confirmed to fail to meet the identification conditions after the review, the identification authority shall revoke its high-tech enterprise qualification and notify the tax authority to recover the tax preferences enjoyed by the enterprise since the year when it failed to meet the identification conditions". Improper application of tax preferential policies will lead to tax repayment and the imposition of late payment fees. In recent years, tax authorities have also focused on cracking down on the act of fraudulently obtaining tax preferences. Recently, the State Taxation Administration exposed 4 cases of fraudulent obtaining of tax and fee preferences, with the relevant subjects all being identified as having evaded taxes.

In addition, the income tax treatment of enterprise restructuring is also a high-risk area, with the core issue being whether equity acquisitions, asset transfers and other transactions carried out by enterprises are eligible for special tax treatment. In November 2025, a listed company issued an announcement on the tax repayment of its wholly-owned subsidiary Company A. The wholly-owned subsidiaries Company B and Company C of Company A transferred mining rights to Company A free of charge in 2021 and 2022 respectively. As the transfer failed to meet the requirements for special tax treatment, the company needed to repay over 500 million yuan in enterprise income tax and over 200 million yuan in late payment fees. The Notice of the Ministry of Finance and the State Taxation Administration on Issues Concerning the Enterprise Income Tax Treatment for Promoting Enterprise Restructuring (Cai Shui [2014] No.109) sets multiple requirements for the special tax treatment of asset transfers, including that the transfers must be between resident enterprises with 100% direct control, or between resident enterprises under the 100% direct control of the same or multiple identical resident enterprises; the transfers must have a reasonable commercial purpose; and the substantive business activities of the transferred equity or assets shall not be changed within 12 consecutive months after the equity or asset transfer, among others. If the policy requirements are not met, the transaction shall be adjusted to general tax treatment and the overdue taxes shall be repaid.

Before intending to apply for tax preferential policies, enterprises should pay attention to the policy conditions and document requirements. In recent years, tax authorities in many places have successively launched pilot projects for tax advance rulings, and Shanghai, Beijing, Chongqing and other places have issued trial measures. For major and complex transaction matters, enterprises may apply for tax advance rulings to improve tax certainty and reduce tax disputes. For example, a case disclosed by the Shanghai Taxation Bureau shows that an enterprise applied for an advance ruling on whether a merger by absorption under the same control and without consideration met the conditions for special tax treatment. The tax authority issued a ruling, holding that the relevant restructuring matter could opt for special tax treatment, and clarifying that the relevant policies and administration requirements for the special tax treatment of enterprise income tax must be complied with in the specific implementation process.

(2) Unfair Transfer Pricing in Cross-border Related Party Transactions

A listed company issued an announcement on January 31 stating that its subsidiary had conducted a self-inspection of special tax adjustments for cross-border related party transaction matters from 2020 to 2022 in accordance with the requirements of the tax authority, and the company and its subsidiary needed to repay a total of 196 million yuan in taxes and interest. The company disclosed that the involved business was that the domestic subsidiary produced products and sold them to a Hong Kong trading subsidiary, which then sold them to overseas markets in a unified manner. The tax adjustment was triggered by the issue of unfair pricing between the domestic subsidiary and the Hong Kong subsidiary.

In accordance with the Tax Collection and Administration Law, the Enterprise Income Tax Law and other relevant provisions, the transactions between associated enterprises shall collect or pay prices and fees in accordance with the transactions between independent enterprises. If an enterprise reduces its taxable income or profit by failing to collect or pay prices and fees in accordance with the transactions between independent enterprises, the tax authority has the right to make reasonable adjustments. Article 4 of the Measures for the Administration of Special Tax Investigation and Adjustment and Mutual Agreement Procedures (Announcement of the State Taxation Administration No.6 of 2017) stipulates that tax authorities shall focus on enterprises with risk characteristics such as "large amount or various types of related party transactions", "profit level lower than the industry average", and "having related party transactions with associated parties in low-tax countries (regions)" when conducting special tax investigations.

It is worth noting that unlike the general statute of limitations for tax recovery, the maximum time limit for special tax adjustment of related party transactions is 10 years from the tax year in which the business occurred, meaning a longer retrospective period for tax repayment. Therefore, enterprises with related party transactions should pay attention to the fairness and commercial rationality of transactions, complete the submission and retention of contemporaneous documentation, and guard against potential tax compliance risks.

(3) Obtaining Non-compliant Invoices

In November 2025, a listed company issued an announcement stating that its wholly-owned subsidiary purchased used home appliances from individual sellers in 2015 and obtained 350 special VAT invoices issued by a third-party renewable resources limited company other than the sellers, with a certified and deducted input tax of more than 3.85 million yuan and a recorded main business cost of more than 22.68 million yuan. The inspection bureau identified the act as tax evasion and imposed a fine of 0.5 times the evaded tax, totaling more than 2.02 million yuan.

Invoices are the statutory documents for enterprises to claim VAT input tax deduction and enterprise income tax pre-tax deduction. Non-compliant invoices will lead to the transfer-out of VAT input tax and the adjustment and repayment of income tax, among other issues. The recently held National Tax Work Conference pointed out that the joint crackdown mechanism of eight ministries and commissions will be utilized to severely investigate and punish tax evasion acts such as false invoice issuance. The existence of real purchase and sale transactions is the basis for enterprises to receive and issue invoices. Enterprises should straighten out the purchase and sale chain, clarify the rationality of the transaction subjects at each link and the functions they perform, truthfully issue and obtain invoices in accordance with the actual conduct of business, and retain relevant materials to prove the authenticity of the business.

(4) Misapplication of Policies for "Minor Taxes"

In terms of tax types, in addition to enterprise income tax and VAT, the announcements also involve the repayment of environmental protection tax, real estate tax, resource tax and other taxes. For example, in December 2025, a listed company issued an announcement stating that its subsidiary sold solid waste to downstream enterprises for comprehensive utilization. The tax authority refused to recognize the disposal and comprehensive utilization acts due to incomplete transshipment procedures, and required the relevant companies to repay a total of about 650 million yuan in environmental protection tax and late payment fees for the period from 2018 to 2023.

Data from the 2025 Fiscal Revenue and Expenditure Situation recently released by the Ministry of Finance shows that the national real estate tax in 2025 reached 521.2 billion yuan, an increase of 10.8% over the previous year; the environmental protection tax reached 28.7 billion yuan, an increase of 17% over the previous year, with the growth rates of these two taxes ranking among the top among all tax types. Although environmental protection tax, real estate tax and other taxes are classified as "minor taxes", improper application of their relevant tax bases and tax preferential policies can easily trigger tax-related risks. Therefore, enterprises should judge whether relevant transaction matters involve "minor taxes" and clarify the policy guidelines and document requirements. For example, in terms of environmental protection tax, for the act of directly selling solid waste, enterprises should pay attention to the tax authority's implementation guidelines and certification document requirements for acts such as "disposal" and "comprehensive utilization" before carrying out the business, so as to avoid the relevant sales acts not being recognized as disposal or comprehensive utilization and thus triggering the risk of tax repayment.

III. Tax Compliance Suggestions for Listed Companies

As public entities in the capital market, tax compliance of listed companies is not only related to their operating costs and market image, but also directly affects their capital market operations. Therefore, enterprises need to establish a systematic and full-process tax compliance management system to prevent tax risks:

Accurately interpret and apply tax policies. The accurate interpretation and application of tax policies should run through the entire process of enterprise business operations. Enterprises need to establish a tax policy tracking mechanism to timely grasp policy updates and changes in implementation guidelines. For policies such as preferences for high-tech enterprises and special tax treatment for enterprise restructuring, enterprises should dynamically monitor the compliance with applicable conditions, adjust business activities in a timely manner, and avoid policy application deviations.

Strengthen the ability of tax self-inspection and correction. Enterprises need to establish a normalized tax self-inspection mechanism, conduct a comprehensive inspection of the tax-related situation of various tax types and business links on a regular basis, with a focus on high-risk areas such as cross-border related party transactions, application of tax preferences and invoice management, and conduct timely self-inspection and rectification when problems are found.

Distinguish the subjective fault status. In the handling of tax repayment and tax-related disputes, the existence of subjective intent to evade taxes often affects the characterization of relevant handling. When facing the need for tax repayment, enterprises can actively collect evidence to prove the absence of subjective intent to evade taxes, and that the compliance problems are caused by policy misinterpretation, non-standard business operations and other factors. For related party transaction matters, enterprises can provide evidence to prove the existence of reasonable commercial purposes, fair pricing and other facts.