Published · Yiddish
China Company Registration: Documents, Steps and Timeline
A practical walkthrough of registering a company in mainland China as a foreign founder: the documents you need, the steps from name approval to bank account, and a realistic timeline. General information only, not legal or tax advice.
Setting up a company in mainland China is a process with a well-defined sequence, but it is also document-heavy and locally administered. Rules, portals and processing times vary by city, by district, and by the type of entity you choose. This article gives foreign founders a practical overview of what is involved: the entity options, the documents to prepare, the steps in order, and how long each stage typically takes. It is general information, not legal or tax advice — before you commit funds or sign leases, confirm current requirements with a qualified local adviser or the relevant authority in your city.
First, decide what kind of entity you are registering
Most foreign founders choose between a wholly foreign-owned enterprise (WFOE) and a Sino-foreign equity joint venture (JV). A WFOE is owned entirely by the foreign investor and is the common choice when you want full control and do not need a Chinese partner. A JV involves one or more Chinese investors and can make sense where local licenses, land, distribution or sector access require a domestic partner. Representative offices still exist but are limited in what they can do commercially, and branch setups are less common for new market entry.
Your entity type determines the documents you will file, so settle this first. It also determines whether your proposed business scope is permissible: China regulates foreign investment through a negative list, and some activities are prohibited or restricted for foreign ownership. Check that your intended activities are allowed before you spend money on a name search or a lease.
Documents you will generally need
Requirements differ by city and district, and some documents must be notarised and legalised (or apostilled, where applicable) in your home country. As a working checklist, expect the following.
Investor and corporate documents
- Passport copies of the foreign individual investor(s), or the full corporate documents of a foreign parent company if the investor is a company — certificate of incorporation, articles, and registers of directors and shareholders.
- Notarisation and legalisation of the investor's incorporation documents, typically notarised locally and then legalised by the Chinese embassy or consulate, or apostilled if your jurisdiction is a party to the Apostille Convention and China's arrangements apply. Your local adviser will confirm the exact route.
- Proof of address for the investor, such as a utility bill or bank statement, and sometimes a bank reference letter.
- Translations of foreign-language documents into Chinese, usually prepared by a recognised translation agency.
Company-level documents
- Proposed company names (several alternatives, in Chinese and often with an English version) for the name pre-approval step.
- Articles of association for the new company, drafted to match the entity type and governance you want.
- Business scope wording, aligned with permitted activities and any sector-specific licensing.
- Registered capital and contribution schedule, stated in the articles and filing documents.
- Legal representative details and identification — this person signs on behalf of the company and carries defined responsibilities, so choose deliberately.
- Directors, supervisors and senior management details, depending on the governance structure you adopt.
- Registered address documents — a lease or sublease plus the landlord's property certificate, or an address provided by a registered agent or incubator.
Operational and post-setup documents
- Company chops (seals): the official company seal, financial seal, legal representative seal and, where needed, contract and invoice seals. These are carved after registration and are central to how Chinese companies execute documents.
- Bank account opening documents: licences, seals, legal representative identification, and often a visit to the bank, sometimes with the legal representative present.
- Tax registration and invoicing setup: enrolment with the tax authority and configuration for issuing fapiao (official tax invoices).
The steps, in order
While the exact workflow is city-specific, most registrations follow this sequence.
1. Name pre-approval or declaration
Submit several candidate Chinese names for checking against existing registrations. Approval is not guaranteed on the first attempt, so prepare alternatives. This step is usually quick but can take longer if names conflict.
2. Prepare and notarise investor documents
This often runs in parallel with the name step and is frequently the longest lead item, because notarisation and legalisation happen in your home country. Start early.
3. Draft the articles and filing package
Your adviser or agent prepares the articles of association, business scope, capital details and governance documents for signature. Ensure signatures match the passport or corporate documents exactly.
4. Submit the establishment registration
File with the local market regulation authority (the administration for market regulation). Once approved, you receive the business licence, which is the company's foundational document. Many cities now run much of this through online portals, with original documents submitted or inspected as required.
5. Carve seals and complete post-licence filings
After the licence, arrange seal carving, then complete tax registration, social insurance and housing fund enrolment where applicable, and any sector licences your business scope requires. Some activities need approval before you can trade.
6. Open the bank account
Open a basic RMB account and, if needed, a foreign currency capital account for injecting registered capital. Bank onboarding includes compliance checks, so expect requests for source-of-funds documentation and beneficial ownership information.
7. Register capital contribution and start operations
Inject capital according to the schedule filed, keep records, and set up bookkeeping and invoicing before your first transaction. Foreign exchange and tax compliance apply from day one.
Realistic timeline
Timelines are indicative only and depend on your city, your entity type, document readiness and whether sector approvals are needed.
- Name approval: often a few working days, longer if names conflict.
- Notarisation and legalisation abroad: commonly several weeks; this is usually the critical path, so begin immediately.
- Drafting and signing the filing package: one to three weeks, depending on how quickly you can sign and return documents.
- Establishment registration and business licence: often one to three weeks once a complete package is submitted, subject to local processing.
- Seals and post-licence filings: roughly one to two weeks.
- Bank account opening: one to four weeks, depending on the bank's compliance review and appointment availability.
- Sector-specific licences: highly variable; some take weeks, others months.
A straightforward WFOE in a major city with clean documents can often be operational in roughly six to ten weeks from a standing start, but treat that as a planning estimate rather than a promise. Delays typically come from document legalisation, name conflicts, address documentation and bank compliance rather than from the registration filing itself.
Practical tips for foreign founders
- Secure your address early. The registered address must be documented and acceptable to the authority; a lease alone is often not enough.
- Match signatures and names exactly across passports, notarised documents and filings. Small inconsistencies cause rejections.
- Choose the legal representative carefully. The role carries legal responsibilities, and changing it later requires filings.
- Plan the capital injection. Understand how registered capital is contributed, how foreign exchange works, and what records the bank will require.
- Budget for compliance, not just registration. Bookkeeping, tax filing and invoice management are ongoing obligations.
Registration is the beginning, not the end. Use this overview to plan, then confirm the current local requirements — including any sector restrictions and licensing — with a qualified professional in the city where you intend to operate. This article is general information only and is not legal, tax or investment advice.