Published · Kituba
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 post-registration filings, and a realistic timeline. General information only, not legal or tax advice.
Setting up a company in mainland China is a structured process with a well-defined paper trail. For a foreign founder, the difficulty is rarely the concept — it is knowing which documents to prepare, in what order, and how long each stage realistically takes. This article walks through the typical path for a foreign-invested enterprise (FIE), most commonly a wholly foreign-owned enterprise (WFOE), and explains what to expect at each step.
Important: This is general information for planning purposes only. It is not legal, tax or investment advice. Rules and local practices vary by city and change over time, so confirm details with a qualified local adviser or the relevant authority before you commit funds or sign documents.
First, decide what you are registering
Before documents matter, the structure does. Most foreign founders choose between a WFOE (a wholly foreign-owned limited liability company), a joint venture with a Chinese partner, or a representative office (RO). An RO cannot earn revenue, so it suits liaison work only. A WFOE is the default vehicle for businesses that need to invoice customers and hire staff. Your choice affects the document set, the registered capital requirements and the approvals involved.
You will also need to settle four basics early: the company name, the registered address, the business scope (the activities listed on your licence), and the legal representative. The legal representative is a named individual with statutory responsibilities, so choose deliberately.
Documents you will typically need
The exact list depends on your city, your industry and your structure, but a WFOE application usually involves the following.
Corporate and identity documents
- Passport copies of the foreign shareholder(s) and the proposed legal representative, supervisor and general manager.
- Certificate of incorporation for a corporate shareholder, plus its Articles of Association or equivalent constitutional documents.
- Proof of address for the corporate shareholder, such as a utility bill or bank statement.
- Board resolution from the corporate shareholder approving the investment and appointing the legal representative.
Documents issued outside China generally need to be notarised and legalised, or apostilled where the Hague Apostille Convention applies, and then translated into Chinese. Translation is usually done by a translation company, and some cities require the translator's stamp. Build time for this into your plan — it is one of the most common causes of delay.
China-side documents
- Lease agreement for the registered address, plus the landlord's property certificate. Some cities accept virtual or incubator addresses; confirm before signing.
- Articles of Association for the new company, drafted to match the filed information.
- Name pre-approval result, once reserved.
- Application forms for business registration, often completed online through the local market supervision bureau's system.
If your business is in a restricted or encouraged sector, you may also need a foreign investment filing or, in some sectors, approval. Most ordinary commercial activities now fall under a simple filing regime, but sector-specific rules still apply.
The registration steps, in order
1. Name reservation
Submit proposed Chinese names (usually two or three alternatives) to the local market supervision authority. Names must be unique and follow naming conventions. This can be done online in many cities and typically takes a few working days.
2. Prepare and legalise documents
While the name is being processed, gather, notarise, legalise and translate the foreign documents. This stage often runs in parallel with name reservation and is usually the longest part of the preparation phase.
3. Submit the establishment application
File the business licence application with the market supervision bureau, including the Articles of Association, address documents, identity documents and appointment information. In many cities this is a single online submission with supporting scans, followed by a review period.
4. Obtain the business licence
Once approved, the company receives its business licence, which carries the unified social credit code. This is the company's core identity document for everything that follows.
5. Carve the company seal set
Order the official seals — typically the company seal, legal representative seal, finance seal and, where used, the contract seal. Seals are registered and carry legal weight in China, so keep them controlled.
6. Open a bank account
Open the basic RMB account and, if needed, a foreign currency capital account. Banks apply their own due diligence, so expect to provide the licence, seals, identity documents and information about the business and its owners. Some banks require the legal representative to attend in person.
7. Register with the tax authority
Complete tax registration and confirm your taxpayer status, invoicing needs and accounting arrangements. This is also the point to appoint a bookkeeping provider if you do not have in-house finance staff.
8. Handle social insurance, housing fund and other registrations
If you will hire employees, register with the social insurance and housing fund authorities. Depending on your activity, additional licences may be required — for example, for food, education, logistics or certain professional services. These are separate from the business licence and can add weeks.
9. Capital contribution
Foreign currency capital is typically contributed through the capital account and then converted for use. Follow your bank's procedures and keep documentation for each remittance; the process is subject to foreign exchange rules.
Realistic timeline
Timelines vary by city, sector and how complete your documents are. As a planning guide:
- Document preparation and legalisation: often two to six weeks, depending largely on how quickly overseas notarisation, legalisation and translation are completed.
- Name reservation: a few working days.
- Business licence review: commonly one to three weeks after a complete submission, longer if the authority requests amendments.
- Seals and bank account: roughly one to three weeks, with bank onboarding often the slower part.
- Tax and ancillary registrations: a few days to a couple of weeks once the licence is in hand.
In practice, founders who prepare documents carefully and work with an experienced local adviser often complete the core setup — licence, seals, bank account and tax registration — within roughly one to three months. Sector licences, complex ownership structures or a difficult registered address can extend this.
Practical tips to avoid delays
- Check the registered address before signing a lease; not every address is accepted for every business scope.
- Keep the Chinese company name, business scope and Articles of Association consistent across every form.
- Start notarisation and legalisation as early as possible — it is the least controllable part of the timeline.
- Confirm the legal representative's availability for bank and authority appointments.
- Budget for ongoing compliance from day one: bookkeeping, tax filings and annual reporting are obligations, not optional extras.
Registration is the beginning, not the end, of operating in China. Getting the documents right the first time and understanding each step's dependencies will save you weeks. Because requirements differ by city and sector, treat this guide as a map rather than a rulebook, and verify the specifics with a qualified adviser before you proceed.