01 · ChinaMNC
Why China, and what to expect
Foreign founders come to mainland China for market access, proximity to suppliers and manufacturing, and the ability to hire locally. The trade-off is a regulated environment where registration, tax and immigration rules are administered locally and can differ meaningfully between cities and districts.
Plan for a process that rewards preparation. Chinese authorities generally expect complete, consistent paperwork: names must match across documents, translated materials should be accurate, and the registered address must be real and acceptable to the local office. Expect to engage a local accountant, a corporate services firm or a lawyer — most founders do.
- Local variation: the same entity type may face different document requests in different districts.
- Sequencing matters: name approval, address and scope are decided before the business licence is issued.
- Operating, not just registering: banking, tax filing and work permits are separate tracks that need owners.
Treat incorporation as the start of compliance, not the end of a project.
02 · ChinaMNC
WFOE, joint venture or representative office
The three structures foreign founders most often compare:
- WFOE (wholly foreign-owned enterprise): a Chinese limited liability company owned by foreign shareholders. It can conduct permitted business activities, invoice customers, hire staff and remit profits. Most founders who intend to trade or operate choose this route, subject to the negative list for foreign investment.
- Joint venture (JV): a company shared with a Chinese partner. Useful where local relationships, licences or distribution matter, but governance, capital contribution and exit terms need careful drafting.
- Representative office (RO): a non-profit-making liaison office. It cannot sign contracts or earn revenue in its own name. Suitable for market research or coordination, not for running a business.
Your choice affects capital, liability, tax and hiring. Check whether your industry appears on the foreign investment negative list, and confirm local practice before deciding.
03 · ChinaMNC
The five-step registration process
A typical sequence for a WFOE. Exact steps and portals vary by city.
- 1. Name pre-approval. Submit proposed Chinese names to the local market regulation authority. Prepare alternatives and check for conflicts.
- 2. Prepare the application package. Articles of association, shareholder and director information, registered address evidence, scope of business and translated corporate documents, often notarised and legalised or apostilled.
- 3. Submit and obtain the business licence. The licence carries the unified social credit code used across systems.
- 4. Make the company seal set and complete post-licence registrations. Seals, tax registration, and where required foreign exchange and customs records.
- 5. Open the bank account and start compliance. Capital account and basic account setup, tax filing calendar, payroll and, for foreign staff, work permits and residence permits.
Keep a single owner for the file and a checklist of what has been submitted and returned.
04 · ChinaMNC
Documents you will likely be asked for
Requirements differ, but foreign founders should expect to gather the following. Start early — authentication and translation take time.
- Passport copies of shareholders, legal representative, directors and supervisors, with signatures where requested.
- Foreign corporate documents if the shareholder is a company: certificate of incorporation, articles, board resolutions and a register of directors, often notarised and legalised or apostilled, then translated into Chinese.
- Registered address proof: lease agreement and property ownership documents acceptable to the local office.
- Articles of association and the application forms, completed in Chinese.
- Name approval notice and any industry-specific pre-approvals.
Names, addresses and dates must match across every document. Inconsistencies are a common cause of delay.
05 · ChinaMNC
Registered address, business scope and capital
Registered address. You need a real address accepted by the local authority. Some cities allow serviced or virtual arrangements for certain activities; others require a physical office with inspection. Confirm before signing a lease, and keep the lease and ownership documents consistent with the application.
Business scope. Written in Chinese, this defines permitted activities. Keep it accurate and specific; some activities need separate licences. Changing scope later is possible but adds work.
Registered capital. Set an amount you can realistically contribute within the subscribed period. Rules on contribution timing have changed in recent years, so check current requirements and your industry's expectations. Capital affects credibility with banks, landlords and partners.
Match the address, scope and capital to what you will actually do in the first year.
06 · ChinaMNC
Banking, tax and visas after incorporation
Once the licence is issued, operations begin.
- Banking. Open the basic RMB account and, if needed, a foreign currency capital account. Banks apply their own due diligence, so expect questions on ownership, business purpose and expected flows. Bring originals, seals and translated documents.
- Tax. Complete tax registration and understand your filing obligations — VAT, corporate income tax, payroll withholding and invoices. Appoint a bookkeeper or accounting firm early. Deadlines are fixed even when you have no revenue.
- Visas and work permits. Foreign staff need a work permit and residence permit; the legal representative should confirm their own immigration position. Procedures run through local labour and exit-entry authorities.
- Seals and records. Keep the company seal set secure and maintain statutory registers and accounting records.
Budget for ongoing compliance, not just setup costs.
07 · ChinaMNC
Common mistakes to avoid
Most problems are avoidable with care.
- Choosing the entity before the business model. Decide what you will sell, to whom, and whether you need to invoice locally.
- Ignoring the negative list. Confirm foreign ownership rules for your industry before signing anything.
- Unverified addresses. A lease the local office rejects can stall the whole application.
- Weak translation and inconsistent names. Match names, dates and addresses exactly across documents.
- Underestimating capital expectations. Set an amount you can contribute and that satisfies banks and landlords.
- Forgetting post-setup compliance. Tax filing, payroll and work permits need a named owner from day one.
- No exit plan. Agree shareholder terms and transfer mechanics while relationships are good.
Use local professionals for anything regulated, and keep written records of every decision.