Published · Kikuyu

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 accounts, and realistic timelines for each stage.

Setting up a company in mainland China is a process with a well-defined sequence, but the details vary by city, by industry, and by the type of entity you choose. This guide walks foreign founders through the documents, the steps and the timeline for a typical wholly foreign-owned enterprise (WFOE) — the most common vehicle for foreign investors who want to run a business in China. It is general information only, not legal or tax advice; always confirm requirements with your local registration authority and a qualified professional in the city where you plan to operate.

First, choose the entity and the city

Most foreign founders register a limited liability company (有限责任公司), usually structured as a WFOE. Other options include a joint venture with a Chinese partner, a representative office (limited to liaison activities, no revenue), or a branch of an overseas company. The WFOE is popular because it allows full control and the ability to invoice customers and repatriate profits.

City matters. Registration is handled by the local Administration for Market Regulation (AMR), and each city has its own portal, templates and processing times. Shanghai, Beijing, Shenzhen and Guangzhou have more mature English-language support and faster digital workflows, but costs and requirements differ. Pick your city based on your customers, staff and supply chain — not just speed.

The documents you will need

Exact checklists differ by locality, but a typical WFOE application requires the following. Prepare clean, consistent documents; mismatches between names, addresses and shareholding percentages are a common cause of delays.

Corporate and shareholder documents

• Passport copies of all foreign individual shareholders and the legal representative, plus directors and supervisors.
• Certificate of incorporation and business license of any corporate shareholder, notarised and legalised (or apostilled where applicable), often with a Chinese translation.
• Articles of association (公司章程) for the new Chinese entity, drafted to match the local template and your governance arrangements.
• Shareholder resolution approving the investment and appointing directors, supervisors and the legal representative.
• Proof of address for the corporate shareholder, and for individuals where requested.

Premises and operational documents

• Lease agreement for the registered address, plus the landlord's property certificate. Some cities accept virtual or incubator addresses; confirm before signing.
• Name pre-approval result (see below).
• Business scope wording (经营范围) — use the standard catalogue terms for your activities.
• Registered capital and contribution schedule, expressed in RMB or a convertible currency.
• Legal representative appointment and ID documents, plus contact details for the entity.

Foreign documents generally need notarisation and legalisation (consular legalisation, or an apostille if your country is a party to the Apostille Convention and the Chinese authority accepts it). Chinese translations are usually required. Budget time for this step — it is often the longest lead item.

Step-by-step registration process

Step 1: Name pre-approval

Submit proposed Chinese names (and an English name if desired) through the local AMR system. Names follow a structure: city + trade name + industry + company type. Prepare two or three alternatives; generic or trademark-conflicting names are rejected.

Step 2: Prepare and submit the application package

File the articles, shareholder resolutions, premises documents and identity papers, usually online via the local one-stop portal, with originals or notarised copies submitted later. Some cities require the legal representative or an authorised agent to appear in person.

Step 3: Obtain the business licence

Once approved, the AMR issues the business licence (营业执照), which carries the unified social credit code. This is the legal birth of the company.

Step 4: Carve the company seal

Order the official seals — company seal, financial seal, legal representative seal and, where used, contract and invoice seals. Seals are filed with the public security bureau in many cities and are essential for banking and contracts.

Step 5: Bank account opening

Open the basic deposit account (基本户) at a bank. Expect enhanced due diligence for foreign-invested entities: beneficial ownership information, source-of-funds questions and sometimes a visit to the registered address. This step can take one to three weeks.

Step 6: Tax and social insurance registration

Register with the tax authority (often merged with the AMR process), sign the tripartite tax-bank agreement, and enrol for social insurance and housing fund if you will hire staff. Choose between general taxpayer and small-scale taxpayer status with your accountant.

Step 7: Foreign exchange and capital contribution

Register the foreign investment information with the commerce authorities (usually handled through the AMR filing) and complete foreign exchange registration so capital can be remitted. Contributions should follow the schedule in the articles.

Step 8: Sector-specific licences

If your business is in a restricted or licensed sector — food, education, logistics, medical devices, certain services — additional permits are needed before you can trade. Check the negative list for foreign investment and your local industry rules early.

Realistic timeline

Timelines depend heavily on document readiness and city workload. A reasonable planning range for a straightforward WFOE in a major city:

• Document notarisation and legalisation: two to six weeks, depending on your home country and translation needs.
• Name pre-approval: one to five working days.
• Business licence: three to ten working days after a complete submission.
• Seals: one to three working days.
• Bank account: one to three weeks, longer for complex ownership structures.
• Tax and social insurance set-up: about one week.
• Licensed sectors: add weeks or months depending on the permit.

In practice, founders should allow six to twelve weeks from a standing start to a company that can invoice and pay staff, assuming no sector licence is required. Delays usually come from legalisation, address documentation or bank due diligence rather than from the registration authority itself.

Practical tips to avoid delays

• Use one consistent English and Chinese spelling of names and addresses across every document.
• Confirm the registered address can actually be used for your business scope before signing a lease.
• Draft the business scope from the official catalogue, not free text.
• Appoint a legal representative who will be available for in-person steps and banking.
• Keep capital contribution realistic; the amount is public and affects credibility and tax treatment.
• Engage a local accountant early — bookkeeping, invoicing and tax filings start from day one.

Registration is the beginning, not the end. Budget for ongoing compliance: monthly or quarterly tax filings, annual reporting, audit where required, and renewals. Done in the right order, with clean documents and a local adviser, China company registration is a predictable process rather than a mysterious one.

This article provides general information only and does not constitute legal, tax or investment advice. Requirements change and vary by jurisdiction; consult qualified local professionals before acting.