Published · Maori

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 — general information, not legal or tax advice.

Setting up a company in mainland China is a process with a well-defined sequence of steps, but the detail matters more than the outline. Most foreign founders lose time not because the rules are impossible, but because a document is translated incorrectly, a lease lacks the right paperwork, or the registered capital figure doesn't match what the bank and tax bureau later expect. This guide walks through the typical path for a wholly foreign-owned enterprise (WFOE), the most common vehicle for foreign investors, and explains what you will need at each stage. It is general information only — not legal, tax or investment advice — and rules vary by city and change over time, so confirm specifics with a local professional before you commit.

First, decide what you are actually registering

Most foreign founders choose between a WFOE, a joint venture with a Chinese partner, or a representative office. A WFOE is a separate legal entity that can invoice customers, hire staff and remit profits; a representative office cannot conduct revenue-generating business. Before any paperwork begins, settle four things: your business scope (written in the official catalogue of permitted activities), your registered address, your registered capital, and your legal representative. These choices flow through almost every document you will submit, so changing them later is expensive.

Registered address and capital

The registered address must be a real commercial premises that accepts company registration. Many cities allow serviced offices or incubator addresses; some districts are stricter. You will need a lease contract and the landlord's property certificate. Registered capital is a subscribed figure, not necessarily paid upfront, but it should be realistic: it signals credibility to banks and authorities, and the amount and payment schedule appear in your articles of association. Some sectors have minimum capital requirements; most do not.

Core documents you will need

Requirements differ by city and by the approval channel used, but a typical WFOE application package includes the following. Prepare clean, consistent versions early — mismatches between documents are the single most common cause of delay.

• Passport copies of all foreign shareholders and the proposed legal representative, usually notarised and, where required, legalised (apostille or consular legalisation depending on your country).
• Proof of address for foreign corporate shareholders, plus certified copies of their certificate of incorporation and board resolution approving the investment.
• Articles of association for the new Chinese entity, covering governance, capital, profit distribution and dissolution.
• Name pre-approval application — proposed Chinese names (two or three alternatives) and the English name.
• Lease contract and property certificate for the registered address, plus a landlord's consent to registration.
• Appointment documents for the legal representative, supervisors and (if applicable) the board.
• Feasibility study or business plan — not always mandatory, but often requested, and useful for the bank later.
• Foreign exchange registration materials and bank account opening forms, handled after the licence is issued.

Documents issued abroad generally need translation into Chinese by a recognised translation agency, and the translation must match the original exactly. Allow time for notarisation and legalisation before you travel or file.

The registration steps, in order

Step 1: Name pre-approval

Reserve your company name through the local market regulation authority's online system or the national enterprise registration platform. Names follow a structure — administrative region, trade name, industry, organisational form — and can be rejected for similarity to existing names or for misleading terms. Expect one to three working days if the name is clean.

Step 2: Prepare and file the establishment package

Submit the articles, shareholder and director documents, address proof and application forms to the market regulation authority (the SAMR system). In many cities this is now largely online, with original documents checked at a window. If your activity falls on the negative list or requires a sector-specific permit, an additional approval step applies before or alongside registration. Review time is commonly three to ten working days, longer if the file is queried.

Step 3: Collect the business licence

Once approved, you receive the business licence, which carries the unified social credit code. This is the anchor document for everything that follows. Check every field — company name, address, scope, legal representative — before leaving the counter.

Step 4: Seal carving and registration

Order the official company seals: company seal, legal representative seal, finance seal and, if needed, contract and invoice seals. Seals must be registered with the public security system in most places. In China the company seal carries real legal weight, so control access from day one.

Step 5: Bank account opening

Open the basic RMB account, and if you need foreign currency, a foreign exchange account. Banks conduct enhanced due diligence on foreign-owned entities: expect questions about the source of funds, the business model and the beneficial owners. Bring the licence, seals, passports and address documents. Opening can take from a few days to several weeks depending on the bank and city.

Step 6: Tax, customs and social insurance registration

Register with the tax authority, sign the tripartite tax-payment agreement with your bank, and register for social insurance and housing fund if you will employ staff. If you will import or export, add customs registration and, where relevant, foreign trade operator filing. These steps are usually completed within one to two weeks after the bank account is live.

Step 7: Capital contribution and foreign exchange

If your registered capital is paid in foreign currency, the inbound remittance must be registered with the foreign exchange system and routed through the capital account. Work with your bank's corporate desk on the documentation before wiring funds; mislabelled remittances are difficult to unwind.

Realistic timeline

For a straightforward WFOE in a major city with clean documents, the licence itself typically takes two to four weeks from filing. The full sequence — name approval through bank account and tax registration — commonly runs six to ten weeks. Add two to four weeks if shareholder documents need notarisation and legalisation abroad, and add more if your business scope requires a pre-approval permit. Cities with streamlined online systems can be faster; cities with stricter address checks can be slower. Treat any quoted timeline as a planning estimate, not a promise.

Practical tips to avoid delays

• Keep one master set of shareholder documents and reuse consistent translations everywhere.
• Choose a registered address that the local authority has previously accepted for foreign investment.
• Write the business scope from the official catalogue rather than inventing wording.
• Name a legal representative who can be physically present for bank and tax steps if possible.
• Budget for ongoing compliance — monthly or quarterly bookkeeping, annual reporting and audit where required — from the day the licence is issued.

Registration is the beginning, not the end. The entities that succeed in China are usually the ones that treat compliance, banking and tax setup as part of the launch rather than an afterthought. Because requirements vary by city, sector and nationality of the investor, have a local lawyer or licensed agent review your specific plan before filing.