Published · Crimean Tatar
China Company Registration: Documents, Steps and Timeline
A practical English-language guide for foreign founders on registering a company in mainland China: the documents you need, the steps from name pre-approval to bank account, how long each stage usually takes, and where founders commonly get stuck.
Setting up a company in mainland China is a well-trodden path, but it is a bureaucratic one. The paperwork is manageable if you prepare it properly, yet small errors — a mismatched address, an untranslated document, a business scope written too vaguely — can add weeks. This guide walks foreign founders through the documents, the sequence of steps and realistic timelines. It is general information only, not legal or tax advice; rules vary by city and change over time, so confirm details with a local professional before you commit.
First, choose the structure and the city
Most foreign founders register a wholly foreign-owned enterprise (WFOE), a limited liability company owned entirely by foreign investors. Alternatives include a joint venture with a Chinese partner or a representative office, but a rep office cannot earn revenue, so it suits liaison work only. Your choice affects the documents and the approval path.
The city matters too. Shanghai, Shenzhen, Beijing and Guangzhou have the most experienced registration staff and English-speaking service providers, but costs and office requirements differ. Many cities now run a single-window online system for company establishment, while foreign-invested enterprises may still need a separate filing with the commerce authorities. Ask your local adviser which system applies where you plan to operate.
Documents you will need
The exact list depends on your city and structure, but a WFOE registration typically requires the following. Prepare clean scans early; consular legalisation or apostille requirements for foreign documents should be checked with your local authority, as practice differs by country and by city.
- Passport copies of all foreign shareholders and legal representatives, plus a photo for the legal representative.
- Proof of the foreign investor's existence — usually a certificate of incorporation or equivalent, notarised and legalised or apostilled as required.
- Registered office lease and the landlord's property certificate. Some cities accept serviced or virtual office arrangements for certain activities; confirm before signing.
- Articles of association, often in a standard template, listing shareholders, capital, governance and profit distribution.
- Capital contribution plan, including subscribed capital and the schedule for paying it in.
- Business scope wording that matches the official catalogue of permitted activities.
- Appointment documents for the legal representative, supervisors and, if applicable, the general manager.
- Name pre-approval application with several candidate names in Chinese.
- Foreign-investment information report filed through the commerce system where required.
- Company chop (seal) carving application, submitted after the licence is issued.
Translations should be consistent across every document. The company name, address and capital figures must match exactly from one form to the next — inconsistencies are one of the most common causes of delay.
The registration sequence, step by step
1. Name pre-approval
Submit several Chinese company names in order of preference. The name must follow the standard format — administrative region, trade name, industry and organisational form — and must not clash with existing registrations or use restricted words. This step is often quick, but a rejected name means resubmitting.
2. Prepare and submit the establishment file
Once the name is reserved, assemble the application package: articles, shareholder resolutions, address documents, identity documents and the business scope. In many cities this is filed online through the market regulation system, with originals or verified copies submitted later. Foreign-invested enterprises may also need to complete the foreign-investment information report.
3. Obtain the business licence
If the file is complete, the market regulation authority issues the business licence, which carries the unified social credit code. This code is the company's identity for tax, banking and social insurance. Review the licence carefully — correcting an error afterwards is possible but slow.
4. Carve the company seals
Order the official chops: company seal, financial seal, legal representative seal, contract seal and invoice seal as needed. Seals must be registered with the public security system in most places. Keep them secure; in China the company chop carries real legal weight.
5. Open the bank account
Open a basic RMB account and, if you will receive foreign currency capital, a foreign exchange capital account. Banks apply enhanced due diligence to foreign-owned companies, so expect questions about the business, the source of funds and the ultimate beneficial owners. The legal representative usually must attend in person, and some banks require a local address visit.
6. Tax and social insurance registration
Register with the tax authority, sign the tripartite withholding agreement with your bank, and determine your VAT taxpayer status. Register for social insurance and housing fund if you employ staff. Bookkeeping and monthly or quarterly filings begin immediately, even before you generate revenue.
7. Capital contribution and foreign exchange
Inject capital according to the schedule in your articles, using the foreign exchange capital account so the funds are properly recorded. Keep the bank receipts — they matter for future profit repatriation and capital verification.
Realistic timeline
Timelines vary widely by city, sector and the quality of your documents, but founders commonly see the following pattern:
- Name pre-approval: a few working days, longer if names are rejected.
- Establishment filing and business licence: roughly one to three weeks once the package is complete, plus time for document legalisation abroad beforehand.
- Seals: a few working days.
- Bank account opening: one to three weeks, depending on the bank's due diligence and appointment availability.
- Tax and social insurance registration: about one week after the licence.
A straightforward WFOE in a major city can be operational in roughly four to eight weeks from a complete document set. Add several weeks if your foreign documents need notarisation and legalisation, if your business scope touches licensed activities such as food, education or logistics, or if the registered address needs special approval. Licensed sectors can take months.
Common pitfalls to avoid
- Address problems. Confirm the landlord can supply the property certificate and that the address is approved for your activity.
- Vague business scope. Too broad invites questions; too narrow blocks invoicing for your actual services.
- Missing the foreign-investment report. It is easy to overlook and can stall banking.
- Ignoring post-registration compliance. Annual reporting, tax filings and social insurance obligations start early.
- Assuming one city's rules apply everywhere. Registration practice is local; verify with the authority or a local adviser.
None of the above substitutes for professional advice. Engage a qualified local lawyer or corporate services firm to review your structure, documents and tax position before filing — the cost is modest compared with the delay of a rejected application.