Published · Quechua
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 sequence of steps from name reservation to post-licence filings, and a realistic view of how long each stage takes. General information only, not legal or tax advice.
Setting up a company in mainland China is a structured process, but it is not a single application. It runs across several government systems and usually requires a local registered address, a locally appointed legal representative, and a clear decision on your business scope. This article walks foreign founders through the documents, the order of steps and the timeline to expect. It is general information only and is not legal or tax advice; rules and processing times vary by city and change over time, so confirm details with a qualified local adviser before you file.
First: choose the vehicle and the basics
Most foreign founders register either a wholly foreign-owned enterprise (WFOE) or a Sino-foreign equity joint venture. A WFOE is the common default where you want full control; a joint venture involves a Chinese partner and a shareholders' agreement. The vehicle you choose affects the documents and the approval path, so settle this before drafting anything.
You will also need to fix these elements early, because they appear on nearly every form:
- Company name in Chinese, in the standard format (region + trade name + industry + company type), with two or three backups in case of a clash.
- Registered address in the city of registration — a real, documented premises; many cities accept a serviced office or an incubator address, but policies differ.
- Business scope written to match the local catalogue of permitted activities, keeping any pre-approval items out unless you truly need them.
- Registered capital and the contribution schedule, in RMB or a convertible currency.
- Legal representative, executive director or board, supervisor and general manager — some roles can be combined, but a company cannot have the same person as legal representative and supervisor.
Documents you will generally need to prepare
Gather these before filing. Foreign documents usually need notarisation and, depending on the city and document type, legalisation or an apostille, plus a Chinese translation where required.
Investor and corporate documents
- Certificate of incorporation (or equivalent) of the foreign parent company, notarised and legalised/apostilled.
- Articles of association of the foreign investor, and a board resolution approving the China investment.
- Passport copies of the foreign parent's authorised signatory and directors.
- For individual investors: passport copy, notarised where the local authority requires it.
- Bank reference letter or proof of the investor's standing, if requested.
China-side formation documents
- Articles of association of the new China company (in Chinese).
- Name pre-approval application.
- Appointment documents and ID copies for the legal representative, directors, supervisor and general manager.
- Proof of the registered address: lease agreement and the landlord's property certificate.
- Capital contribution plan and, where relevant, a statement on the source of funds.
- Power of attorney if a local agent files on your behalf.
Keep original signed copies in reserve: several systems ask for scanned uploads first and paper originals later.
The registration steps, in order
1. Name reservation
Submit the proposed Chinese name to the market regulation authority's online system. If it passes, you receive a name pre-approval notice that is valid for a limited period — typically a few months — so do not reserve too early.
2. Foreign investment information reporting
Where the investment falls within the negative list or triggers reporting thresholds, file through the foreign investment information reporting system, usually alongside or shortly after establishment. Many ordinary WFOEs in permitted sectors file a simple report rather than seeking a separate approval.
3. Business licence application
Submit the formation package — articles, appointments, address proof, investor documents — to the market regulation bureau (often via the city's integrated online portal). If the file is complete, the business licence is commonly issued within a few working days. This is the moment the company legally exists.
4. Company seal carving
Order the official seals: company seal, legal representative seal, finance seal and contract seal as needed. Seals are filed with the public security system and remain central to signing in China.
5. Bank account opening
Open the basic RMB account, and a foreign currency capital account if you will bring in capital. Banks conduct their own onboarding and may ask for the full corporate file, business plan and evidence of the source of funds; this step often takes the longest.
6. Tax and social insurance registration
Register with the tax authority, sign the tripartite withholding agreement with your bank, and complete social insurance and housing fund registration if you will employ staff.
7. Foreign exchange and capital contribution
Register the capital account with the foreign exchange system so inbound capital can be converted and used. Follow the contribution schedule in your articles, and keep the bank receipts for later filings.
8. Post-licence items
Depending on your activity, add sector licences, customs registration, an invoice system set-up, and trademark filings. If you will employ foreign staff, work permit and residence permit applications sit outside the company registration but are usually needed soon after.
Realistic timeline
Assuming documents are clean and the address is accepted, a straightforward WFOE in a major city commonly follows this pattern:
- Preparation and notarisation abroad: two to six weeks, driven by your home jurisdiction's apostille or legalisation queue.
- Name reservation: one to three working days.
- Business licence: three to ten working days after a complete submission.
- Seals: one to three working days.
- Bank account: one to four weeks, sometimes longer for new entities.
- Tax, FX and social insurance set-up: one to two weeks in parallel with banking.
In practice, founders should plan for roughly one to three months from a complete document set to an operating company with a working bank account. Delays usually come from notarisation and legalisation abroad, an address that the authority queries, a business scope that includes restricted items, or bank due diligence rather than from the licence itself.
Practical points that save time
- Confirm the registered address before reserving the name; a rejected address resets much of the file.
- Match the Chinese name to your intended brand, and file the trademark early rather than relying on the company name alone.
- Keep the legal representative available for bank and tax appointments; some banks require an in-person visit.
- Translate and notarise consistently — mismatched names across documents are a common cause of rework.
- Budget for annual obligations from day one: bookkeeping, annual reporting and, where applicable, audit.
Registration is the beginning rather than the end. Compliance, tax filing and capital management continue every year, and the rules differ by city and sector. Use this guide to plan, then have a qualified local lawyer or accountant review your specific structure before you commit funds.