Published · Catalan
China Company Registration: Documents, Steps and Timeline
A practical guide for foreign founders on registering a company in mainland China: the common entity types, the documents you will need, the step-by-step process and a realistic timeline. General information only, not legal or tax advice.
Setting up a company in mainland China is a structured process, but it is not a single application. Depending on your business, you may register a wholly foreign-owned enterprise (WFOE), a joint venture with a Chinese partner, or a representative office. Most foreign founders who intend to invoice customers, hire staff and control their own operations choose a WFOE, usually a limited liability company. This article walks through the documents, the sequence of steps and a realistic timeline. It is general information only and is not legal or tax advice; rules vary by city and by industry, so confirm details with a qualified local adviser before you commit.
First, decide what you are registering
Your entity type and your registered business scope drive everything else. Before you collect documents, settle three questions:
- Entity type: WFOE, joint venture, or representative office. A representative office cannot generate revenue directly, which rules it out for most commercial operations.
- Business scope: the activities written into your registration. Some activities require pre-approval or a specific licence (for example, certain food, education, logistics or financial services). Keep the scope accurate but broad enough to cover your planned operations.
- Registered address: you need a physical address in the city where you register. Many founders use a serviced office or an incubator address that is approved for company registration. Confirm the landlord can provide the required address documents.
Also check whether your industry appears on the negative list for foreign investment. If it does, restrictions on ownership or requirements for a Chinese partner may apply.
Documents you will typically need
Requirements differ by city and by district, but a WFOE application commonly involves the following. Prepare clean, consistent versions of each document, because mismatches in names, addresses or dates are a common cause of delays.
Corporate and shareholder documents
- Certificate of incorporation of the foreign parent company, plus any charter or articles.
- Board resolution approving the investment and the appointment of the legal representative.
- Passport copies of directors, supervisors, the legal representative and authorised signatories.
- Proof of address for the foreign parent company (for example, a utility bill or bank statement).
- Power of attorney if a local agent or lawyer will file on your behalf.
Documents issued outside China generally need notarisation and legalisation, or an apostille where applicable, plus a Chinese translation. The exact chain depends on the issuing country and the filing authority, so confirm the current requirement for your jurisdiction early.
China-side documents
- Lease agreement and property ownership certificate for the registered address, or the equivalent documents from a serviced office provider.
- Articles of association for the new China entity, usually drafted in Chinese.
- Name reservation for the Chinese company name, with alternatives in case of rejection.
- Application forms for the market supervision authority, including the legal representative's details and the business scope.
The registration steps, in order
The process is sequential: each step unlocks the next. Expect to work through the following stages.
1. Name pre-approval
Submit your proposed Chinese company name for check and reservation. Names follow a standard structure (city, trade name, industry, company type). Avoid names that suggest an official body or that duplicate existing registrations. Reservation is typically valid for a limited period, so do not file too early.
2. Foreign investment filing
Depending on the activity and the city, you may need to complete a foreign investment information report through the national filing system, and in some cases a project filing with the development and reform commission. Your adviser can confirm which filings apply to your business scope.
3. Business licence application
File the incorporation package with the local market supervision administration (the former AIC). If the documents are complete, the business licence is often issued within a few working days, though this varies by city. The licence is the foundation for everything that follows, including the company's unified social credit code.
4. Seals and chops
The company needs a set of official seals, commonly including the company seal, the legal representative's seal, the finance seal and the contract seal. Seals are usually carved by an approved vendor and registered with the public security authorities. Keep them secure and track who holds them.
5. Bank account opening
Open the basic RMB account and, if needed, a foreign currency capital account. Banks conduct know-your-customer checks on the company and its beneficial owners, and may require the legal representative to attend in person. This step often takes longer than founders expect, so start it as soon as the licence and seals are ready.
6. Tax registration and invoicing setup
Register with the tax authority, confirm your taxpayer status, and set up the systems needed to issue invoices (fapiao). You will also need to arrange bookkeeping and, typically, a monthly or quarterly filing routine. Engage an accountant or a bookkeeping firm before your first filing deadline rather than after.
7. Social insurance and other registrations
If you will hire employees, register with the social insurance and housing fund authorities. Depending on your industry, additional licences may be required before you can trade, so map these out before signing a lease or hiring.
Realistic timeline
There is no universal timeline, and estimates should be treated as planning ranges rather than promises. A straightforward WFOE in a major city, with clean documents and a compliant address, might move through the following rough sequence:
- Preparation and document legalisation: several weeks, largely driven by how quickly your home-country documents can be notarised and legalised.
- Name reservation and filings: a few working days to a couple of weeks, depending on the city and whether pre-approvals apply.
- Business licence: often a few working days once the package is accepted.
- Seals and bank account: one to several weeks, with bank onboarding often the slowest part.
- Tax and payroll setup: a few weeks, overlapping with the bank stage.
In practice, founders should budget several weeks to a few months from first document collection to a fully operational company, with regulated industries taking longer. Chinese New Year and other public holidays can pause administrative work, so build them into your plan.
Practical tips to avoid common delays
- Keep names and addresses identical across every document and translation. Inconsistency is a frequent source of rejections.
- Confirm the address is registration-approved before you sign a lease. Not every office address can host a company.
- Decide who holds the seals and the bank tokens before the company is live. Poor controls create real risk.
- Line up a local adviser early for document legalisation, filings and tax registration. The rules are local and change.
- Plan the capital contribution and foreign exchange route with your bank and adviser, so funds can be injected and used as intended.
Registration is only the beginning. Budget time for banking, tax setup and any industry licences, and treat the whole sequence as a project with dependencies rather than a single filing. For anything specific to your business, obtain advice from a qualified professional in China.