Published · Chinese (Simplified)

China Company Registration: Documents, Steps and Timeline

A practical walkthrough of registering a company in mainland China for foreign founders — the documents you will need, the sequence of steps from name approval to bank accounts, and realistic timelines, with general information only (not legal or tax advice).

Setting up a company in mainland China is a process with a well-defined sequence, but it is document-heavy and involves several government bodies. For a foreign founder, the key is to understand what each stage requires before you start, so you are not repeatedly re-submitting paperwork. This article walks through the typical documents, steps and timeline for a wholly foreign-owned enterprise (WFOE), which is the most common vehicle for foreign investors. It is general information only and not legal or tax advice; requirements vary by city and by industry, and you should confirm details with a local professional or the relevant authority.

First, the structural decisions that shape everything

Before documents matter, three choices determine your path:

• Entity type. A WFOE gives you full control and is standard for service, trading and many manufacturing businesses. A joint venture (EJV) or representative office (RO) suits narrower cases; note that an RO cannot earn revenue directly.
• Registered address. You need a physical address in the jurisdiction where you register. Many cities allow serviced offices or incubator addresses, but the address must be verifiable and acceptable to the local market supervision bureau.
• Business scope. This is written into your licence and defines what you may do. Some activities require a pre-approval or a post-registration permit (for example, certain food, education or logistics activities). Keep the scope precise but not unnecessarily narrow.

Also confirm your industry is not on the negative list for foreign investment. Restricted sectors may require Chinese majority ownership or additional approvals.

Documents you will typically need

Requirements differ by city, but a typical WFOE application package includes:

Corporate and investor documents

• Certificate of incorporation (or equivalent) of the foreign parent company, notarised and legalised — or apostilled where the Hague Apostille Convention applies to the issuing country. Chinese authorities generally require this to be done in the investor's home jurisdiction.
• Articles of association of the foreign parent, where requested.
• Passport copies of the legal representative, directors, supervisors and shareholders (individuals), plus proof of address in some cities.
• Bank reference letter or proof of funds for the investor, sometimes requested.
• Board resolution or shareholder resolution approving the investment, drafted to local templates.

China-side drafting documents

• Articles of association of the new China company (in Chinese).
• Feasibility study or business plan, requested in some jurisdictions.
• Lease agreement and property ownership certificate for the registered address.
• Name pre-approval application with several candidate names in Chinese.
• Appointment documents for the legal representative, supervisor and directors.
• Power of attorney if a local agent files on your behalf.

Translations into Chinese are normally required, and some cities ask for a translation company's stamp. Notarisation and legalisation of the parent company documents is often the longest lead item — start it early.

The registration steps, in order

1. Name pre-approval

Submit several candidate Chinese names to the market supervision administration (MSA). Names follow a structure: jurisdiction, brand name, industry, and company type. Avoid names that suggest a national-level entity unless you qualify. Approval is usually quick — days, not weeks — but rejections are common, so prepare alternatives.

2. Filing with the market supervision administration

Once the name and address are settled, the main application — articles, investor documents, appointment of officers, business scope — is filed, increasingly through an online system with physical documents submitted afterwards. On approval you receive the business licence, which is the company's legal birth certificate. This is the core step and typically takes one to three weeks if documents are clean.

3. Company seal carving

Order the official seals: company seal, financial seal, legal representative seal, invoice seal and contract seal as needed. Seals carry legal weight in China and are usually kept under controlled custody. This stage is fast, often a few working days.

4. Bank account opening

Open the basic RMB account, and a foreign currency capital account if you will bring in registered capital. Banks conduct enhanced due diligence on foreign-invested entities, so expect questions on the parent company, ownership and business purpose. Allow one to three weeks, and be prepared for the bank to visit the registered address.

5. Tax registration and invoicing setup

Register with the tax authority, determine your taxpayer status (small-scale or general VAT taxpayer), and set up the electronic tax bureau account. If you need to issue VAT invoices, apply for the invoice system. This is typically handled alongside or shortly after bank opening.

6. Foreign exchange and capital contribution

Register the foreign investment with the foreign exchange administration through the bank, then remit registered capital into the capital account. Funds are converted and used according to the registered purpose. Keep documentation for each remittance, as banks scrutinise capital flows.

7. Social insurance and other registrations

Register for social insurance and housing fund once you hire employees. Depending on activity, add licences — for example, food business, customs registration for import/export, or industry-specific permits.

Realistic timeline

Assuming documents are prepared and the address is secured, a WFOE can be licensed in roughly three to six weeks, with the licence itself often issued within two to three weeks of a clean filing. Adding bank accounts, tax setup and foreign exchange registration usually brings the full operational setup to six to ten weeks. Delays most often come from notarisation and legalisation of parent documents, name rejections, address verification, and bank due diligence. Restricted industries, special licences, or cities with stricter review can extend the process considerably.

Practical tips to avoid rework

• Start notarisation and legalisation of the parent company documents on day one.
• Confirm the registered address will pass bank and authority checks before signing a lease.
• Draft the business scope with a local adviser so it covers planned activities without triggering unnecessary permits.
• Keep the legal representative's schedule flexible for in-person steps, and ensure their passport and visa status are in order.
• Use consistent translations of company names across all documents.
• Budget for ongoing compliance — annual reporting, tax filings and bookkeeping — from the start.

Registration is only the first milestone; maintaining the entity in good standing requires regular filings and a functioning finance function. Because rules and local practice change, and because penalties for non-compliance can be significant, treat this overview as a planning aid and confirm each step with a qualified local adviser or the relevant authority before you act.