Published · Mongolian (Traditional)
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 realistic timelines for each stage.
Setting up a company in mainland China is a process of assembly rather than a single event. You will collect documents across several government systems, then move through approvals in a fairly predictable order. The good news is that the sequence is well established and the paperwork is manageable if you prepare it properly before you start. This article walks through the documents, the steps and the timeline for a foreign-invested enterprise (FIE), most commonly a wholly foreign-owned enterprise (WFOE). It is general information only, not legal or tax advice. Rules differ by city and by industry, and they change, so confirm details with a qualified local professional before you commit.
First, decide what kind of entity you need
The most common structure for a foreign founder is a WFOE, a limited liability company owned entirely by foreign capital. Other options include a joint venture with a Chinese partner or a representative office, which cannot generate revenue. Your choice affects the documents, the registered capital requirements and the timeline.
Two things drive the rest of the process. The first is your business scope: the activities you list on the licence must fit China's foreign investment rules. Some sectors are encouraged, some restricted and some prohibited to foreign investors. The second is your registered address. You need a real, documentable address in the city where you register. Many founders use a serviced office or an incubator that provides the lease and address documents the authorities require.
The documents you will need
Exact requirements vary by city, but the core set is consistent. For a WFOE, expect to prepare the following.
From the foreign parent or founder
- Certificate of incorporation or equivalent registration document for the foreign company, notarised and legalised (or apostilled, where the Hague Apostille Convention applies).
- Articles of association of the foreign entity, usually notarised and legalised along with the certificate.
- Passport copies of the legal representative, directors, supervisors and shareholders.
- Proof of address for the foreign company, such as a utility bill or bank statement, in the form the local authority accepts.
- Bank reference letter or a statement showing the foreign entity's financial standing, where requested.
For the China entity
- Articles of association for the new Chinese company, drafted to match the registration application.
- Lease agreement and the landlord's property certificate for the registered address.
- Name reservation confirmation once your proposed name is approved.
- Appointment documents for the legal representative, directors, supervisor and general manager.
- Foreign investment information report, filed through the national enterprise registration system.
- Application form for business registration, signed by the legal representative.
Notarisation and legalisation are usually the slowest part of document preparation. Start these early, because a missing stamp can stall the whole application.
The steps, in order
1. Name pre-approval
Submit several candidate names to the local market regulation authority. Names must be unique and follow Chinese naming conventions. Once approved, the reservation is typically held for a limited period, so do not reserve too early.
2. Prepare and legalise documents
While the name is being processed, notarise and legalise the foreign documents. If the foreign company's papers are not in Chinese, arrange certified translations.
3. Apply for the business licence
Submit the registration package to the market regulation authority, often through an online portal with a physical follow-up. If approved, you receive the business licence, which is the company's legal birth certificate.
4. Have the company seal carved
Order the official seals: company seal, legal representative seal, finance seal and contract seal. Seals carry legal weight in China and are usually required for banking and contracts. Register them with the public security bureau where required.
5. Open the bank account
Open a basic deposit account at a Chinese bank. Banks have become more thorough about verifying the beneficial owner and the source of funds, so expect questions and a site visit in some cases. This step often takes longer than founders expect.
6. Register for tax and social insurance
Complete tax registration and set up social insurance and housing fund accounts if you will employ staff. Confirm the tax reporting calendar with your accountant.
7. Handle foreign exchange and capital contribution
If you are contributing registered capital from abroad, the bank will need the relevant foreign exchange registration. Keep the capital contribution timeline in mind, because it is tied to your articles of association.
8. Obtain any sector-specific licences
If your business scope includes regulated activities, such as food, education or logistics, additional permits may be required before you can trade.
Realistic timeline
Timelines vary by city, industry and how quickly you supply documents. As a rough planning guide:
- Name pre-approval: a few working days to a couple of weeks.
- Notarisation and legalisation abroad: two to six weeks, depending on the country and courier time.
- Business licence: one to three weeks after a complete application.
- Seals: a few working days.
- Bank account: one to four weeks, sometimes longer.
- Tax and social insurance registration: about one to two weeks.
In practice, a straightforward WFOE in a major city can be up and running in roughly six to ten weeks if documents are ready. Add time for sector licences or complex ownership structures.
Common pitfalls to avoid
- Starting legalisation late. It is the most common cause of delay.
- An address the authorities will not accept. Confirm the landlord can provide the required documents before signing.
- A vague business scope. It can trigger extra scrutiny or limit what you can do later.
- Underestimating the bank account stage. Prepare ownership and source-of-funds information in advance.
- Assuming one city mirrors another. Requirements differ, so check locally.
Registration is only the first milestone. Budget for accounting, payroll and compliance from day one, and keep your registered information up to date as the business evolves. With the documents prepared carefully and the steps followed in order, the process is predictable and manageable for most foreign founders.