Published · Greenlandic
China Company Registration: Documents, Steps and Timeline
A practical guide for foreign founders on registering a company in mainland China: the documents you need, the steps from name approval to bank account, and a realistic timeline, with notes on common delays. General information only, not legal or tax advice.
Setting up a company in mainland China is a structured process with a well-defined sequence of steps. Most foreign founders choose a Wholly Foreign-Owned Enterprise (WFOE), which allows full foreign ownership in permitted sectors. This guide walks through the documents, the steps and the timeline you can realistically expect. It is general information only — not legal, tax or investment advice — and requirements vary by city, industry and current policy, so confirm details with a local adviser or the relevant authority before you commit.
Before you start: choose the basics
Several decisions shape every document that follows, so settle them first.
- Company type: A WFOE is the default for most foreign founders. A joint venture with a Chinese partner, or a representative office (which cannot earn revenue), are alternatives in specific situations.
- Business scope: Written in standard regulatory language, it defines what the company may do. Some activities require a pre-approval or a special licence.
- Registered capital: A subscribed amount, not necessarily paid up front. It should be realistic and consistent with your business plan; the figure appears in public records.
- Registered address: A physical office address in the city where you register. Many founders use a serviced office or an approved virtual address at the start. Landlords must provide the property documents the registration authority requires.
- Legal representative: One person — often a director or the general manager — who signs on the company's behalf and carries defined responsibilities.
- Supervisor: A company supervisor (or supervisory board) is required and cannot be the same person as the legal representative.
Documents you will typically need
Exact lists differ by city, but a WFOE application usually involves the following.
From the foreign investor (company or individual)
- Certificate of incorporation (for a corporate shareholder) or passport (for an individual shareholder), notarised and legalised — or apostilled where the Hague Apostille Convention applies — in the investor's home country, then translated into Chinese by a qualified translation agency.
- Bank reference letter or proof of funds for the investor, in some cities.
- Articles of association of the foreign parent, sometimes requested.
For the new China entity
- Articles of association (公司章程) for the WFOE, drafted to local templates and signed by the investor.
- Appointment documents for the legal representative, directors, supervisor and general manager, with copies of their identity documents.
- Lease agreement for the registered address plus the landlord's property certificate or equivalent.
- Application form for the business licence (now often submitted through an online portal).
- Name pre-approval result (see below).
After the licence: additional registrations
- Company seal set (official seal, financial seal, legal representative seal, contract seal), engraved at an approved shop and registered.
- Bank account opening documents: licence, seals, ID of the legal representative or authorised signatory, and often proof of address.
- Tax registration and a tax classification report; social insurance and housing fund registration if you hire staff.
- Foreign exchange registration, usually handled through the bank when the capital account is opened.
The registration steps, in order
1. Name pre-approval
Submit proposed Chinese names (and the English name) to the market regulation authority, typically online. Names follow a format: city + trade name + industry + company type. Have two or three alternatives ready in case of conflicts with existing registrations.
2. Prepare and notarise investor documents
This is often the longest lead item. Notarisation and legalisation (or apostille) happen in the investor's home country and can take days to weeks depending on the jurisdiction and consular queues. Start here early, in parallel with the name application.
3. Submit the establishment application
File the application package — articles, appointments, address documents, investor documents — through the local market regulation portal or window. Authorities review the file and may request corrections. When approved, you receive the business licence (营业执照), which is the company's formal existence date.
4. Seals and basic registrations
Have the seal set engraved and registered. Complete tax registration and the initial tax report, and register with the local statistics and, if applicable, social insurance authorities. Many cities now bundle several of these steps into one window or portal.
5. Open the bank account
Open a basic RMB account and a foreign currency capital account. Banks apply their own onboarding and compliance review, which can take longer than the registration itself, particularly for newly established entities with foreign shareholders. Expect requests for business background, expected transaction flows and supporting documents.
6. Capital contribution and foreign exchange
If you plan to inject registered capital, do so through the capital account so the funds are properly registered with the foreign exchange system. Keep the bank receipts; they matter for later profit repatriation and audits.
7. Post-establishment items
Depending on your activity, you may need sector licences (for example, food, education, logistics or e-commerce-related permits), customs registration for import/export, and invoices (fapiao) set up with the tax authority. Hiring staff triggers social insurance and housing fund enrolment.
Realistic timeline
Timelines vary widely by city, industry and how complete your documents are. As a planning framework:
- Investor document notarisation and legalisation: roughly one to four weeks, sometimes longer around holiday periods.
- Name pre-approval: commonly a few working days, if no conflicts arise.
- Business licence review and issuance: often one to three weeks once a complete file is submitted, longer if the authority requests changes.
- Seals and tax registration: several working days to about two weeks.
- Bank account opening: one to four weeks, depending on the bank's compliance review.
- Sector licences (if required): can add weeks or months and should be checked before you sign a lease.
In practice, founders who prepare documents carefully and work with a local adviser often reach "licence in hand" in about four to eight weeks, with bank account opening and post-establishment registrations adding a few more weeks. Delays usually come from document legalisation, address documentation, name conflicts, or sector approvals — not from the core registration filing itself.
Practical tips to avoid delays
- Check sector restrictions early. Confirm your business activity is open to foreign investment and whether a special licence applies before committing to premises.
- Align every document. Names, addresses, capital figures and business scope must match across the articles, application forms and lease.
- Use a qualified translation agency for Chinese versions; informal translations are frequently rejected.
- Choose the legal representative carefully. The role carries legal duties and practical exposure; pick someone who understands the responsibility.
- Keep your registered address valid. Authorities may follow up on the address, and a lapsed lease can create compliance issues.
- Budget for ongoing compliance — monthly or quarterly bookkeeping, annual reporting and tax filings — from day one, not just the registration costs.
Registration is the entry point, not the finish line. Treat the process as a project with a document checklist, a local adviser and a realistic buffer, and you will avoid most of the friction foreign founders encounter in their first months in China. For anything specific to your structure, sector or city, consult a qualified professional.