Published by ChinaMNC · Pashto

China Company Registration: Documents, Steps and Timeline

A practical guide for foreign founders on registering a company in mainland China: the entity types available, the documents you will need, the approval steps in order, and a realistic timeline from name reservation to first invoice.

Setting up a company in mainland China is a well-trodden path, but it is not a quick one. The process is procedural, document-heavy, and increasingly digital — yet it still depends on where you register, what kind of entity you choose, and whether your industry needs extra approvals. This guide walks foreign founders through the entity options, the paperwork, the sequence of steps, and a realistic timeline.

This article is general information only. It is not legal, tax or accounting advice. Rules vary by city and change over time, and your industry may carry additional requirements. Confirm everything with a qualified local adviser before you commit money or sign documents.

First, choose the right entity

Most foreign founders in mainland China choose one of three structures. The choice affects your documents, your timeline and your ongoing compliance burden.

• Wholly Foreign-Owned Enterprise (WFOE). The default choice for foreign investors who want full control. A WFOE is a limited liability company owned entirely by foreign parties and can conduct permitted business activities, hire staff and invoice customers. It requires registered capital and a real registered address.
• Joint Venture (JV). A company shared between foreign and Chinese investors. Useful where a local partner brings licences, land, distribution or government relationships. It needs a joint venture contract and articles that anticipate governance disputes.
• Representative Office (RO). A liaison office that cannot earn revenue or sign business contracts on its own behalf. It suits market research or coordination, not actual trading. Note that ROs still need a registered address and a chief representative.

There is also the Foreign-Invested Partnership (FIP), which some fund and consulting structures use, but the WFOE remains the most common starting point. Your industry matters: manufacturing, education, healthcare, media and finance sit on restricted or prohibited lists, and some sectors require a pre-approval before you can even reserve a company name.

The documents you will need

Requirements differ by city and by district, but a typical WFOE application package includes the following.

Corporate and investor documents

• Certificate of incorporation (or equivalent) of the foreign parent company, notarised and legalised — or apostilled where the Hague Apostille Convention applies — and translated into Chinese by a recognised translation agency.
• Articles of association of the foreign parent, where requested.
• Passport copies of the legal representative, directors, supervisors and shareholders.
• Bank reference letter or proof of funds for the foreign investor, in some districts.
• If the shareholder is an individual, notarised passport copies and, in some cases, proof of address.

China-side documents

• Three to five proposed company names in Chinese, in order of preference, checked for availability.
• The company's registered address: a lease agreement and the landlord's property certificate. Some cities accept serviced-office or virtual registered address arrangements; confirm this with the district authority before signing.
• Draft articles of association for the new company.
• Business scope wording, drafted to match the standard catalogue used by the registration authority.
• Appointment documents for the legal representative, directors, supervisor and general manager.
• Registered capital figure and contribution schedule.

Every foreign-language document needs a Chinese translation stamped by a qualified translation company. Notarisation and legalisation alone can take one to three weeks depending on the jurisdiction, so start there.

The registration steps, in order

Step 1: Name reservation

Submit proposed Chinese names to the local Administration for Market Regulation (AMR), usually online. Names must be unique in the local registry and must not use restricted words. Allow a few working days, and be ready to resubmit if a name is rejected.

Step 2: Foreign investment information reporting

Since the Foreign Investment Law took effect, most foreign investments file through the national foreign investment information reporting system rather than seeking case-by-case approval. Restricted sectors may still need a negative-list review. Your adviser will confirm which applies to you.

Step 3: Business licence application

Submit the full package to the AMR — the market regulator that issues the business licence. In many cities this is now a single online window, with original documents couriered or presented in person. Once approved, you receive the business licence, which is the company's legal birth certificate. This is typically the longest single wait.

Step 4: Company seals

Order the official seals: company seal, legal representative seal, finance seal, contract seal and, if needed, invoice seal. Seals carry real legal weight in China, so appoint a custodian and keep a log from day one.

Step 5: Bank account opening

Open the basic RMB account and, if you will receive foreign currency, a foreign currency account. Banks conduct enhanced due diligence on foreign-invested companies. Expect to present the business licence, seals, articles, the legal representative's ID and sometimes proof of the registered address. Some banks require the legal representative to attend in person.

Step 6: Tax and customs registration

Register with the tax authority, sign the tripartite tax-payment agreement with your bank, and determine your taxpayer status (general or small-scale VAT taxpayer). If you will import or export, register with customs and the foreign exchange authority as well.

Step 7: Social insurance and housing fund

Register the company for employee social insurance and the housing provident fund before or as soon as you hire your first staff.

Step 8: Sector licences

If your business scope includes regulated activities — food, education, logistics, e-commerce platforms, recruitment — you need a separate operating licence before you can trade. These licences can take weeks to months and should be planned for early.

A realistic timeline

Timelines vary substantially by city and by how complete your documents are. As a working guide:

• Document preparation and notarisation: 2–4 weeks, often the critical path.
• Name reservation: about 3–10 working days.
• Business licence approval: roughly 1–3 weeks once the file is complete, longer in restricted sectors or where the address needs verification.
• Seals: 2–5 working days.
• Bank account opening: 1–3 weeks, including compliance review.
• Tax and related registrations: 1–2 weeks, often overlapping with banking.
• Sector licences: several weeks to several months depending on the activity.

In practice, a straightforward WFOE in a major city with clean documents can reach an operating business licence and bank account in roughly six to ten weeks. Add a month or more for notarisation delays, address issues, restricted business scope or sector approvals. Budget for the slower end and you will not be surprised.

Practical tips for foreign founders

• Start with the address. A registered address that the district accepts is the most common source of delay. Confirm the landlord can provide the property certificate and that the district accepts the use.
• Keep your business scope tight. Broad scopes invite questions. Add activities later if needed.
• Do not understate registered capital. It signals seriousness to banks and authorities, and some licences set minimums. But it also represents committed capital, so choose deliberately.
• Appoint a reliable legal representative. This person carries significant legal responsibility and must be reachable for bank and tax matters.
• Use a local adviser. A competent corporate services firm or lawyer in your city will know the district-level quirks that no national guide can capture.

Registration is the beginning, not the end. Once the licence is in hand, you face monthly or quarterly bookkeeping, annual reporting, audit obligations in some cases, and ongoing foreign exchange compliance. Plan for those costs from the outset, and treat the setup phase as an investment in a clean compliance foundation.