On July 4, 2026, the State Administration for Market Regulation and the Ministry of Commerce jointly released the Draft Amendment to the E-Commerce Law of the People’s Republic of China (for Public Comment) for public consultation. The consultation period will close on August 4, 2026.
The Draft contains twenty proposed amendments. From a corporate compliance perspective, two groups of provisions warrant particular attention. The first concerns the determination of who qualifies as an e-commerce platform operator and the relationship between different types of platform services and specific legal obligations. These provisions determine which entities may be brought within the scope of platform regulation and what corresponding liabilities they may bear. The second concerns adjustments to administrative penalties and regulatory measures. These provisions determine the fines, business restrictions, restrictions on network access, and other operational consequences that violations may entail. In addition, the provisions on workers’ rights and interests, regulatory coordination, and foreign-related governance are also important, although their practical impact will depend on the final statutory text and subsequent implementation standards.
I. First Group of Provisions: Who May Be Deemed a Platform Operator (I) “Order Generation” Added as a Type of Platform Service Article 9, paragraph 2, of the current E-Commerce Law provides that an e-commerce platform operator means a legal person or an unincorporated organization that provides online business premises, transaction matching, information publication, and other services to two or more parties to transactions in e-commerce, enabling those parties to conduct transactions independently.
The Draft proposes adding “order generation” to the foregoing types of services. This amendment responds to emerging business models such as livestream e-commerce, on-demand retail, mini-program stores, and software services. Under these models, different entities may separately perform functions such as product display, order generation, transaction referral, payment connectivity, or merchant management. Following the addition of “order generation,” operators may have less room to deny platform status solely on the ground that they do not provide complete transaction-matching services. However, the provision of a particular technical function does not necessarily mean that the provider constitutes a platform. It remains necessary to assess comprehensively whether the relevant service is provided in the course of e-commerce activities, whether it is made available to two or more parties to transactions, and whether it enables those parties to conduct transactions independently. The Draft therefore weakens the exclusionary effect of “incomplete functionality” in determining platform status, but does not establish a rule that the provision of any single function automatically makes an entity a platform. For example, an enterprise that sells its own products through its own mini-program will generally be engaged in self-operated e-commerce; by contrast, an entity that provides third-party merchants with storefront space, product display, order generation, or transaction-matching services should reassess whether it qualifies as a platform operator.
(II) Providers of Only Some Platform Services May Still Bear Corresponding Obligations The Draft proposes providing that where an e-commerce platform operator provides all or part of the services of online business premises, transaction matching, information publication, order generation, or similar services, it shall bear the corresponding obligations based on the types of services it provides. This provision is intended to address the allocation of responsibilities where platform functions are divided among different service providers. An operator cannot automatically be exempted from platform obligations merely because it does not provide the full range of platform functions.
The platform obligations set out in Section 2 of Chapter II of the E-Commerce Law include merchant identity verification, information reporting, handling of unlawful conduct, retention of transaction information, fair trading, protection of consumer rights and interests, and protection of intellectual property rights. The Draft, however, does not further clarify how different types of services correspond to specific obligations. For example, it remains to be clarified whether an entity that provides only order-generation services must undertake comprehensive merchant identity verification; whether an entity that provides only information-publication services must retain transaction information that it does not process; and whether an entity that provides only technical interfaces should bear liability for consumer harm. Accordingly, for entities that provide only some platform services, the key question is no longer merely “whether the entity constitutes a platform,” but also “which obligations are commensurate with its actual services, degree of control, and access to data.” This issue should be a priority for enterprises when submitting legislative comments.
(III) Delegating Obligations to a Third Party Does Not Transfer Liability The Draft further proposes that where a platform entrusts another operator to assist in performing relevant obligations, the parties must enter into a written contract. The platform and the entrusted operator shall each bear liability for their own unlawful conduct; where losses are caused to operators or consumers, they shall bear joint and several liability in accordance with law.
This provision may cover outsourcing arrangements involving managed operations, merchant review, customer service, content governance, data preservation, order management, and after-sales services. It may also apply to group structures in which an affiliated company actually provides platform services. A platform may entrust a third party with specific tasks, but it cannot automatically transfer its statutory liability through an outsourcing arrangement. Enterprises should therefore re-examine their outsourcing contracts and clearly address service standards, information retention, compliance audits, reporting of unlawful matters, complaint handling, allocation of indemnification liability, and insurance arrangements.
III. Second Group of Provisions: The Cost of Non-Compliance Will Increase Significantly The Draft proposes adjusting the current liability framework at three levels: increasing the maximum amounts of certain fixed fines, adding operational measures that may affect continued business operations, and introducing turnover-based fines for particularly serious violations.
(I) Maximum Fines for Certain Violations Increased to RMB 5 Million For conduct by which a platform imposes unreasonable restrictions or conditions on merchants, or charges unreasonable fees, the Draft proposes increasing the maximum fine for serious circumstances from RMB 2 million to RMB 5 million. Where a platform fails to perform its statutory obligations to protect consumer rights and interests and the circumstances are serious, the maximum fine would likewise be increased to RMB 5 million.
For obligations involving merchant verification, information reporting, handling of unlawful conduct, and information retention, the proposed fine for serious circumstances would remain between RMB 100,000 and RMB 500,000, but additional regulatory measures with greater operational impact would be introduced.
(II) Business Restrictions May Be Imposed in “Serious Circumstances” The Draft proposes that where a relevant violation reaches the level of “serious circumstances,” the competent authority may order the suspension of the relevant business or the suspension of operations for rectification. Measures such as suspending user registration, suspending or terminating access to network services, and revoking relevant business permits would be implemented by the relevant departments in accordance with law upon referral by the competent authority.
The practical impact of these measures may exceed that of the fines themselves. For platforms that rely on user growth, suspension of user registration will directly affect customer acquisition; termination of network access may affect overall business continuity; and revocation of a business permit may make it impossible to continue the relevant operations. Enterprises should therefore assess not only the amount of potential fines, but also the risks associated with user registration, network access, business permits, and business interruption as part of their compliance evaluation.
(III) Turnover-Based Fines of Up to 5% May Apply Where the “Three Particularly Serious” Conditions Are Met The Draft proposes that where a platform violates provisions on merchant verification, handling of unlawful conduct, fair trading, consumer protection, or similar matters, and the circumstances are particularly serious, the adverse impact is particularly egregious, and the consequences are particularly severe, the platform shall be ordered to cease the unlawful conduct, its unlawful gains shall be confiscated, and a fine of up to 5% of the relevant operator’s turnover for the preceding year shall be imposed. This turnover-based fine would not apply to ordinary cases involving “serious circumstances”; rather, it would require all three particularly serious conditions to be satisfied and would therefore constitute a tail risk arising in extreme cases of non-compliance. For large platforms, however, a turnover-based fine may be significantly higher than the current fixed fines.
At present, the scope of “the relevant operator’s turnover for the preceding year” remains unclear, including whether it should be calculated by reference to a single legal entity, a specific line of business, or group turnover; whether it should be limited to domestic turnover; and whether refunds, taxes and fees, and amounts collected by a platform on behalf of others should be included. These calculation methodologies will directly affect the amount of the fine and should also be a priority in enterprises’ submissions of comments.
(IV) Flexible Regulatory Measures and Investigative Powers Strengthened in Parallel The Draft also proposes adding regulatory tools such as regulatory interviews for rectification, special investigations, and warning letters. It further clarifies that regulatory authorities may enter premises for inspection, question the parties concerned, inspect and copy materials, seal or seize evidence, and inquire into bank accounts and payment accounts in accordance with law. These measures do not constitute a fixed, step-by-step sequence of penalties; regulatory authorities may select and apply them based on the nature and severity of the violation.
For enterprises, the ability to retrieve merchant review materials, transaction records, content-governance records, complaint-handling records, and internal decision-making materials in a timely manner will directly affect their capacity to respond to regulatory action. Regulatory preparedness should form part of the day-to-day compliance system.
IV. Other Important Amendments (I) Obligations Relating to Workers and Platform Governance The Draft proposes requiring e-commerce operators to protect, in accordance with law, the lawful rights and interests of relevant operators, workers, and other parties, and to include workers in the co-governance framework for the e-commerce market. This may affect delivery riders, drivers, and other workers in new forms of employment, although the specific obligations and their interaction with labor law, social insurance, and algorithm-governance rules remain to be clarified. The Draft also proposes expanding platforms’ obligations to take action. The objects of such action would be extended from information concerning goods or services to platform-based operators and their business activities, while the triggering circumstances would be expanded to include conduct that harms national interests or the public interest, or violates public order and good morals.
Because these standards are relatively general, clearer enforcement standards are still required as to what measures a platform should take and on what factual basis. In addition, the Draft proposes penalizing the concealment of true circumstances or the provision of false information in publicly disclosed information. Enterprises should ensure that their business licenses, administrative permits, and other legally required information are disclosed on an ongoing, truthful, and accurate basis.
(II) Regulatory Coordination Mechanism The Draft proposes establishing a coordination mechanism for platform-economy work, designating a lead authority for comprehensive regulation, and implementing tiered and classified regulation based on platform size, type, and scope of business impact. This adjustment may alter the regulatory authorities to which platforms are subject, the frequency of regulatory oversight, and the degree of interdepartmental coordination. For platforms operating across multiple regions, internal compliance systems should be kept as consistent as possible to avoid conflicting positions arising from different business departments responding separately to regulators.
(III) Foreign-Related Governance Rules The Draft proposes adding rules concerning extraterritorial application in the field of e-commerce, the application of international treaties, consultation and dispute resolution, countermeasures, and the unreliable entity list. The Law may apply where overseas e-commerce activities disrupt market order within China or harm the lawful rights and interests of domestic operators or consumers.
A foreign entity that violates internationally accepted economic and trade rules concerning non-discrimination, fair trade, transparency, or similar matters, and thereby harms the lawful rights and interests of Chinese citizens or enterprises in e-commerce transactions, may be subject to transaction-risk warnings or may be restricted or prohibited from engaging in e-commerce investment activities related to China. Foreign enterprises will not automatically face such risks merely because they transact with Chinese parties. Nevertheless, overseas platforms serving the Chinese market and entities engaged in cross-border operations should separately assess the impact of this group of provisions.
Conclusion The Draft Amendment addresses a range of matters, including platform classification, platform governance, workers’ rights and interests, regulatory coordination, administrative liability, and foreign-related governance. Before the Draft is formally enacted, the most valuable step enterprises can take is to map, at an early stage, the relationships among their business operations, platform functions, legal obligations, and penalty risks, and to use the public consultation period to submit specific recommendations on key ambiguities.
The Draft contains twenty proposed amendments. From a corporate compliance perspective, two groups of provisions warrant particular attention. The first concerns the determination of who qualifies as an e-commerce platform operator and the relationship between different types of platform services and specific legal obligations. These provisions determine which entities may be brought within the scope of platform regulation and what corresponding liabilities they may bear. The second concerns adjustments to administrative penalties and regulatory measures. These provisions determine the fines, business restrictions, restrictions on network access, and other operational consequences that violations may entail. In addition, the provisions on workers’ rights and interests, regulatory coordination, and foreign-related governance are also important, although their practical impact will depend on the final statutory text and subsequent implementation standards.
I. First Group of Provisions: Who May Be Deemed a Platform Operator (I) “Order Generation” Added as a Type of Platform Service Article 9, paragraph 2, of the current E-Commerce Law provides that an e-commerce platform operator means a legal person or an unincorporated organization that provides online business premises, transaction matching, information publication, and other services to two or more parties to transactions in e-commerce, enabling those parties to conduct transactions independently.
The Draft proposes adding “order generation” to the foregoing types of services. This amendment responds to emerging business models such as livestream e-commerce, on-demand retail, mini-program stores, and software services. Under these models, different entities may separately perform functions such as product display, order generation, transaction referral, payment connectivity, or merchant management. Following the addition of “order generation,” operators may have less room to deny platform status solely on the ground that they do not provide complete transaction-matching services. However, the provision of a particular technical function does not necessarily mean that the provider constitutes a platform. It remains necessary to assess comprehensively whether the relevant service is provided in the course of e-commerce activities, whether it is made available to two or more parties to transactions, and whether it enables those parties to conduct transactions independently. The Draft therefore weakens the exclusionary effect of “incomplete functionality” in determining platform status, but does not establish a rule that the provision of any single function automatically makes an entity a platform. For example, an enterprise that sells its own products through its own mini-program will generally be engaged in self-operated e-commerce; by contrast, an entity that provides third-party merchants with storefront space, product display, order generation, or transaction-matching services should reassess whether it qualifies as a platform operator.
(II) Providers of Only Some Platform Services May Still Bear Corresponding Obligations The Draft proposes providing that where an e-commerce platform operator provides all or part of the services of online business premises, transaction matching, information publication, order generation, or similar services, it shall bear the corresponding obligations based on the types of services it provides. This provision is intended to address the allocation of responsibilities where platform functions are divided among different service providers. An operator cannot automatically be exempted from platform obligations merely because it does not provide the full range of platform functions.
The platform obligations set out in Section 2 of Chapter II of the E-Commerce Law include merchant identity verification, information reporting, handling of unlawful conduct, retention of transaction information, fair trading, protection of consumer rights and interests, and protection of intellectual property rights. The Draft, however, does not further clarify how different types of services correspond to specific obligations. For example, it remains to be clarified whether an entity that provides only order-generation services must undertake comprehensive merchant identity verification; whether an entity that provides only information-publication services must retain transaction information that it does not process; and whether an entity that provides only technical interfaces should bear liability for consumer harm. Accordingly, for entities that provide only some platform services, the key question is no longer merely “whether the entity constitutes a platform,” but also “which obligations are commensurate with its actual services, degree of control, and access to data.” This issue should be a priority for enterprises when submitting legislative comments.
(III) Delegating Obligations to a Third Party Does Not Transfer Liability The Draft further proposes that where a platform entrusts another operator to assist in performing relevant obligations, the parties must enter into a written contract. The platform and the entrusted operator shall each bear liability for their own unlawful conduct; where losses are caused to operators or consumers, they shall bear joint and several liability in accordance with law.
This provision may cover outsourcing arrangements involving managed operations, merchant review, customer service, content governance, data preservation, order management, and after-sales services. It may also apply to group structures in which an affiliated company actually provides platform services. A platform may entrust a third party with specific tasks, but it cannot automatically transfer its statutory liability through an outsourcing arrangement. Enterprises should therefore re-examine their outsourcing contracts and clearly address service standards, information retention, compliance audits, reporting of unlawful matters, complaint handling, allocation of indemnification liability, and insurance arrangements.
III. Second Group of Provisions: The Cost of Non-Compliance Will Increase Significantly The Draft proposes adjusting the current liability framework at three levels: increasing the maximum amounts of certain fixed fines, adding operational measures that may affect continued business operations, and introducing turnover-based fines for particularly serious violations.
(I) Maximum Fines for Certain Violations Increased to RMB 5 Million For conduct by which a platform imposes unreasonable restrictions or conditions on merchants, or charges unreasonable fees, the Draft proposes increasing the maximum fine for serious circumstances from RMB 2 million to RMB 5 million. Where a platform fails to perform its statutory obligations to protect consumer rights and interests and the circumstances are serious, the maximum fine would likewise be increased to RMB 5 million.
For obligations involving merchant verification, information reporting, handling of unlawful conduct, and information retention, the proposed fine for serious circumstances would remain between RMB 100,000 and RMB 500,000, but additional regulatory measures with greater operational impact would be introduced.
(II) Business Restrictions May Be Imposed in “Serious Circumstances” The Draft proposes that where a relevant violation reaches the level of “serious circumstances,” the competent authority may order the suspension of the relevant business or the suspension of operations for rectification. Measures such as suspending user registration, suspending or terminating access to network services, and revoking relevant business permits would be implemented by the relevant departments in accordance with law upon referral by the competent authority.
The practical impact of these measures may exceed that of the fines themselves. For platforms that rely on user growth, suspension of user registration will directly affect customer acquisition; termination of network access may affect overall business continuity; and revocation of a business permit may make it impossible to continue the relevant operations. Enterprises should therefore assess not only the amount of potential fines, but also the risks associated with user registration, network access, business permits, and business interruption as part of their compliance evaluation.
(III) Turnover-Based Fines of Up to 5% May Apply Where the “Three Particularly Serious” Conditions Are Met The Draft proposes that where a platform violates provisions on merchant verification, handling of unlawful conduct, fair trading, consumer protection, or similar matters, and the circumstances are particularly serious, the adverse impact is particularly egregious, and the consequences are particularly severe, the platform shall be ordered to cease the unlawful conduct, its unlawful gains shall be confiscated, and a fine of up to 5% of the relevant operator’s turnover for the preceding year shall be imposed. This turnover-based fine would not apply to ordinary cases involving “serious circumstances”; rather, it would require all three particularly serious conditions to be satisfied and would therefore constitute a tail risk arising in extreme cases of non-compliance. For large platforms, however, a turnover-based fine may be significantly higher than the current fixed fines.
At present, the scope of “the relevant operator’s turnover for the preceding year” remains unclear, including whether it should be calculated by reference to a single legal entity, a specific line of business, or group turnover; whether it should be limited to domestic turnover; and whether refunds, taxes and fees, and amounts collected by a platform on behalf of others should be included. These calculation methodologies will directly affect the amount of the fine and should also be a priority in enterprises’ submissions of comments.
(IV) Flexible Regulatory Measures and Investigative Powers Strengthened in Parallel The Draft also proposes adding regulatory tools such as regulatory interviews for rectification, special investigations, and warning letters. It further clarifies that regulatory authorities may enter premises for inspection, question the parties concerned, inspect and copy materials, seal or seize evidence, and inquire into bank accounts and payment accounts in accordance with law. These measures do not constitute a fixed, step-by-step sequence of penalties; regulatory authorities may select and apply them based on the nature and severity of the violation.
For enterprises, the ability to retrieve merchant review materials, transaction records, content-governance records, complaint-handling records, and internal decision-making materials in a timely manner will directly affect their capacity to respond to regulatory action. Regulatory preparedness should form part of the day-to-day compliance system.
IV. Other Important Amendments (I) Obligations Relating to Workers and Platform Governance The Draft proposes requiring e-commerce operators to protect, in accordance with law, the lawful rights and interests of relevant operators, workers, and other parties, and to include workers in the co-governance framework for the e-commerce market. This may affect delivery riders, drivers, and other workers in new forms of employment, although the specific obligations and their interaction with labor law, social insurance, and algorithm-governance rules remain to be clarified. The Draft also proposes expanding platforms’ obligations to take action. The objects of such action would be extended from information concerning goods or services to platform-based operators and their business activities, while the triggering circumstances would be expanded to include conduct that harms national interests or the public interest, or violates public order and good morals.
Because these standards are relatively general, clearer enforcement standards are still required as to what measures a platform should take and on what factual basis. In addition, the Draft proposes penalizing the concealment of true circumstances or the provision of false information in publicly disclosed information. Enterprises should ensure that their business licenses, administrative permits, and other legally required information are disclosed on an ongoing, truthful, and accurate basis.
(II) Regulatory Coordination Mechanism The Draft proposes establishing a coordination mechanism for platform-economy work, designating a lead authority for comprehensive regulation, and implementing tiered and classified regulation based on platform size, type, and scope of business impact. This adjustment may alter the regulatory authorities to which platforms are subject, the frequency of regulatory oversight, and the degree of interdepartmental coordination. For platforms operating across multiple regions, internal compliance systems should be kept as consistent as possible to avoid conflicting positions arising from different business departments responding separately to regulators.
(III) Foreign-Related Governance Rules The Draft proposes adding rules concerning extraterritorial application in the field of e-commerce, the application of international treaties, consultation and dispute resolution, countermeasures, and the unreliable entity list. The Law may apply where overseas e-commerce activities disrupt market order within China or harm the lawful rights and interests of domestic operators or consumers.
A foreign entity that violates internationally accepted economic and trade rules concerning non-discrimination, fair trade, transparency, or similar matters, and thereby harms the lawful rights and interests of Chinese citizens or enterprises in e-commerce transactions, may be subject to transaction-risk warnings or may be restricted or prohibited from engaging in e-commerce investment activities related to China. Foreign enterprises will not automatically face such risks merely because they transact with Chinese parties. Nevertheless, overseas platforms serving the Chinese market and entities engaged in cross-border operations should separately assess the impact of this group of provisions.
Conclusion The Draft Amendment addresses a range of matters, including platform classification, platform governance, workers’ rights and interests, regulatory coordination, administrative liability, and foreign-related governance. Before the Draft is formally enacted, the most valuable step enterprises can take is to map, at an early stage, the relationships among their business operations, platform functions, legal obligations, and penalty risks, and to use the public consultation period to submit specific recommendations on key ambiguities.