Published · Persian
China company registration: documents, steps and timeline
A practical guide for foreign founders on the documents, steps and timeline for registering a company in mainland China. General information only, not legal or tax advice.
Setting up a company in mainland China is a process that rewards preparation. The rules are national, but the practical experience varies by city and by the type of entity you choose. This guide walks through the typical documents, steps and timeline for a foreign-invested enterprise (FIE), usually a wholly foreign-owned enterprise (WFOE) or a Sino-foreign joint venture. It is general information, not legal or tax advice. Always confirm current requirements with a local professional and the relevant authorities in your target city.
First, choose the right entity and scope
Most foreign founders choose a WFOE, which is a limited liability company owned entirely by foreign investors. A joint venture may suit sectors where a Chinese partner is required or commercially useful. Before drafting any documents, settle three things: the registered address, the business scope, and the registered capital. The address must be a real, usable premises that the local market regulator accepts for your industry. The business scope should describe your activities in the standard wording used by the local system; overly broad scopes can trigger extra approvals. Registered capital is a commitment, not a fee, and the currency and payment schedule should match your funding plan.
Core documents you will need
Requirements differ by city and industry, but the following list covers what is commonly requested for a standard WFOE.
Investor and legal representative documents
- Foreign investor’s certificate of incorporation (for a company investor) or passport (for an individual investor), usually notarized and legalized or apostilled in the home country, then translated into Chinese.
- Legal representative’s passport and a photograph; the legal representative can be a foreigner and does not always need to be resident in China, but local practice varies.
- Directors, supervisor and executive officers: names, passports or ID copies, and appointment letters. A small company often has one executive director and one supervisor.
- Proof of the registered address: a lease contract and the landlord’s property certificate, or a local agent’s address-hosting agreement where permitted.
Formation and filing documents
- Articles of association (company charter) in Chinese, signed by the investor.
- Name pre-approval application with several backup names in Chinese.
- Application forms for establishment registration, filed through the local market regulation administration’s online system.
- Foreign investment information report, filed through the national foreign investment reporting system after establishment or as part of the process.
- Bank reference letter or proof of funds in some cities, especially where registered capital is being scrutinized.
Documents signed abroad usually need notarization and consular legalization, or an apostille if the issuing country is a party to the Apostille Convention. Chinese translations must be accurate and are often required to be stamped by a translation agency.
The registration steps, in order
1. Name pre-approval
Submit proposed Chinese names to the market regulator. Names follow a standard structure: city or province, a trade name, an industry descriptor, and “有限公司” (limited company). Avoid names that suggest a national-level entity unless you qualify. This step can take a few working days if names are not contested.
2. Prepare and submit the establishment application
Once the name is reserved, file the establishment package online and, where required, in person. The market regulator reviews the articles, the investor documents and the address proof. If the business scope includes restricted activities, you may need a pre-approval from the sector regulator before or alongside this filing.
3. Obtain the business license
Approval results in the business license, which carries the unified social credit code. This is the company’s primary identity document. In many cities the license is issued within a few working days after a complete filing, though timelines stretch when documents need correction.
4. Make the company seal set
Order the official seals: company seal, legal representative seal, finance seal and, if needed, invoice seal. Seal carving is usually done at an authorized shop and registered with the public security bureau. The company seal is central to signing contracts and bank instructions.
5. Open the bank account
Open a basic RMB account and, if you will receive foreign capital, a foreign currency capital account. Banks conduct know-your-customer checks on the investor and the legal representative, so expect to provide the license, seals, articles, and identity documents. Some banks require the legal representative to appear in person; remote onboarding is improving but not universal. Account opening can take from a few days to a few weeks.
6. Register with tax, customs and social insurance as applicable
After the license and bank account, complete tax registration and set up invoicing. If you will import or export, register with customs. Register with the social insurance and housing fund authorities if you will employ staff. These steps are often handled by your bookkeeper or a local service provider.
7. File the foreign investment information report
Foreign-invested enterprises must report investment information through the national system. This is a filing obligation, not an approval, but missing it can cause problems later with banks and regulators.
Realistic timeline
For a straightforward WFOE in a major city with clean documents and an accepted address, the market regulator’s establishment stage often takes one to three weeks, and the full setup through bank account and tax registration typically runs four to eight weeks. Add time for document notarization and legalization abroad, which can take several weeks depending on the country. Restricted industries, special addresses, or investors with complex corporate structures can extend the process considerably. Treat these as planning ranges, not guarantees.
Practical tips to avoid delays
- Check the address early. Landlords and local agents should confirm the premises can be registered for your industry before you sign a long lease.
- Keep names and scope simple. Standard wording moves faster through the system.
- Match signatures. Signatures on the articles and application forms should match the investor’s authorized signatory exactly.
- Plan the capital account. Decide how and when registered capital will be injected, and keep bank remittance documents for future filings.
- Budget for ongoing compliance. Monthly or quarterly bookkeeping, annual reporting, and tax filings are mandatory; a local accountant is worth the cost.
A note on advice
This article provides general information about company registration in mainland China and is not legal, tax or investment advice. Rules and local practices change, and the right structure depends on your business, investors and industry. Before committing, engage a qualified local lawyer or corporate services firm to confirm documents, approvals and timelines for your specific case.