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China Company Registration: Documents, Steps and Timeline
A practical guide for foreign founders on registering a company in mainland China: the typical documents required, the step-by-step process from name reservation to post-setup filings, and realistic timelines for each stage.
Setting up a company in mainland China is a structured process, but it is rarely a fast one. For foreign founders, the two decisions that shape everything else are where you register and what kind of entity you choose. Most foreign-invested enterprises (FIEs) today take the form of a wholly foreign-owned enterprise (WFOE), though a joint venture or a representative office may fit certain situations. This article walks through the documents, steps and timeline in general terms. It is general information only, not legal, tax or investment advice, and requirements vary by city and by industry, so confirm details with a local professional before you commit.
Before you start: the decisions that affect your paperwork
Three choices determine which documents you will need and how long the process takes.
- Entity type. A WFOE is the default for foreign founders who want to run a business, invoice customers and hire staff. A representative office cannot generate revenue directly and suits liaison work only. A joint venture involves a Chinese partner and adds negotiation and governance documents.
- Location. Registration happens at the local market supervision bureau (often called the AMR or SAMR) in the district where your registered address sits. Cities and districts differ in processing speed, documentation quirks and whether they accept online filing. Free trade zones and economic development zones sometimes offer streamlined procedures, but they also have their own rules.
- Business scope. Your scope of business must be written in the standard categories used by the local authority. Some activities require a pre-approval or a post-registration licence; if your business touches areas on the negative list for foreign investment, additional approval applies.
Documents you will typically need
Exact checklists differ by city, but most foreign founders should prepare the following. Documents issued abroad usually need notarisation and, in many cases, legalisation or an apostille, plus a Chinese translation prepared by a qualified translation company.
Corporate and personal documents
- Passport copies of the legal representative, directors, supervisors and shareholders (for corporate shareholders, the full ownership chain up to the ultimate beneficial owner).
- Notarised and legalised certificate of incorporation for any corporate shareholder, plus its articles and a board resolution approving the investment.
- Proof of address for the company: a lease agreement for the registered office, plus the landlord's property certificate. Some districts accept serviced-office or virtual-address arrangements; confirm locally.
- Articles of association, drafted to match the local template and your governance arrangements.
- Name reservation application with several alternative company names in Chinese.
- Appointment documents for the legal representative and, where applicable, the supervisor and directors.
- Bank reference letter or proof of funds for the foreign investor in some jurisdictions.
- Application forms, powers of attorney and a commitment letter on the truth of the information submitted.
Note that a Chinese company name must follow local naming conventions: an administrative division, a trade name, an industry descriptor and a company type suffix. Names that resemble existing registrations or contain restricted words will be rejected, so prepare backups.
The registration steps in order
1. Name reservation
File proposed names with the local market supervision bureau, usually through its online system. Approval is typically quick once the name is compliant, but common trade names can trigger rejections and resubmissions.
2. Prepare and legalise investor documents
This is often the slowest part for foreign founders. Notarisation, apostille or consular legalisation and translation can take weeks depending on the country and the documents involved. Start this early and in parallel with name reservation.
3. Submit the establishment application
Once the name is reserved and documents are ready, submit the company establishment filing. In many cities this can be done online, with original documents checked later. The output is the business licence, which carries the unified social credit code that identifies your company for tax, banking and other purposes.
4. Company seal carving
Chinese companies use official seals: the company seal, the legal representative seal, the finance seal and, if needed, a contract seal and invoice seal. Seals are usually carved at a designated shop and registered with the public security authorities. Keep them under controlled custody from day one.
5. Bank account opening
Open the basic RMB account at a bank branch. Expect the bank to conduct know-your-customer checks on the company, its shareholders and the legal representative, and to require original documents and often an in-person visit. Some banks also require a minimum deposit or ongoing balance; terms vary.
6. Tax registration and invoicing setup
Register with the tax authority, determine your taxpayer status (small-scale or general taxpayer), and arrange the equipment or platform needed to issue invoices. Bookkeeping and monthly or quarterly filings begin immediately, even before you generate revenue.
7. Foreign exchange and capital account formalities
If you plan to bring in registered capital or pay foreign suppliers, complete the foreign exchange registration and open the relevant capital or settlement accounts. Banks handle much of this, but they will ask for the business licence, articles, and evidence of the capital contribution plan.
8. Post-registration items
- Social insurance and housing fund registration if you will employ staff.
- Registration with the statistics bureau where required.
- Any industry-specific licence needed for your business scope.
- Work permit and residence permit for foreign staff, including the legal representative if they will reside in China.
Realistic timeline
Timelines depend heavily on document legalisation and local processing. As a general guide:
- Document preparation and legalisation: several weeks, sometimes longer, depending on the issuing country and whether translations and apostilles are needed.
- Name reservation: a few business days if the name is accepted; resubmissions add time.
- Business licence: commonly one to three weeks after a complete application, though some districts process faster and some slower.
- Seals: a few business days.
- Bank account: one to three weeks, including KYC review and any in-person requirements.
- Tax and foreign exchange setup: one to two weeks, often overlapping with banking.
In practice, founders who have their documents ready and a compliant registered address can often reach an operating company in roughly six to ten weeks. Add time for industry licences, unusual business scopes, or delays in legalisation.
Practical tips to avoid delays
- Confirm the registered address first. Landlords must provide documentation the authority accepts; a mismatch here stalls everything.
- Keep names and scope conservative. Standard wording reduces back-and-forth with reviewers.
- Align passport names exactly. Inconsistent spelling across documents is a common cause of rejection.
- Plan for ongoing compliance. Registration is the start: monthly bookkeeping, annual reporting and tax filings are mandatory.
- Use local help for the filing itself. A local accountant or corporate services firm can check documents against district practice before submission.
China company registration rewards preparation. The legal framework is national, but execution is local, and the founders who move fastest are those who treat document legalisation and address compliance as the critical path rather than afterthoughts. This article is general information only and does not constitute legal, tax or investment advice; engage qualified local professionals for your specific situation.