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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 involved, realistic timelines, and common pitfalls to plan around. General information only, not legal or tax advice.
Setting up a company in mainland China is a process with a well-defined sequence of steps, but the details vary by city, by industry, and by the type of entity you choose. This guide walks foreign founders through the typical documents, the order of steps, and a realistic timeline for a standard limited liability company (often called a WFOE — wholly foreign-owned enterprise). It is general information only and is not legal or tax advice; always confirm requirements with a qualified local professional before you file.
First, decide what you are registering
Most foreign founders choose a wholly foreign-owned limited liability company (WFOE). Other options include a joint venture with a Chinese partner, a representative office (limited to liaison activities, not revenue-generating business), or a branch of an existing foreign company. The entity type affects your documents, your registered capital, your tax profile, and how long registration takes. Decide this before you start collecting paperwork, because the documents you prepare depend on it.
You will also need to settle a few basics early: the company name (in Chinese, with a backup list), the registered address, the business scope, the legal representative, and the registered capital. The registered address must be a real, usable address in the city where you register — many founders use a serviced office or an incubator address, but the address must satisfy local market regulation requirements.
The core documents foreign founders typically need
Requirements differ by city and by whether your foreign investor is a company or an individual, but the following list covers the common core. Prepare clean, consistent versions, because mismatches between documents are one of the most frequent causes of delay.
Investor documents
- If the investor is a foreign company: certificate of incorporation (or equivalent), articles of association, and a board resolution approving the China investment. These usually need to be notarized and then legalized — either apostilled (for jurisdictions covered by the Apostille Convention) or consular-legalized — and translated into Chinese by a qualified translator.
- If the investor is an individual: passport copy, and in many cities a notarized and legalized/apostilled copy of the passport, plus proof of address. Some cities also request a personal statement or resume.
- Beneficial ownership information: details of ultimate beneficial owners, which is now a standard part of the filing and bank onboarding process.
Company-level documents
- Articles of association for the China entity (often prepared from a local template).
- Name pre-approval application with several candidate Chinese names.
- Registered address proof: lease agreement and the landlord's property certificate, or the documents provided by your serviced office.
- Appointment documents for the legal representative, supervisor, and executive director/board, with ID copies.
- Business scope wording that matches the local standard catalogue.
- Capital contribution plan and, where relevant, the foreign exchange registration information.
Translations must be consistent: the company name on the notarized certificate, the translation, and the name approval application should all align. Keep scanned copies in PDF and be ready to produce originals when the local authority asks.
The registration steps, in order
The exact sequence varies, but most cities follow a recognizable path.
1. Name pre-approval (or name declaration)
Submit several Chinese name candidates through the local market regulation system. Names are checked for duplicates and for compliance with naming rules. This step is usually quick, but a rejected name means resubmitting.
2. Prepare and notarize/legalize investor documents
This is often the longest lead-time item because it happens outside China. Start early. Apostille or consular legalization timelines depend on your home jurisdiction, and translation adds time on top.
3. Submit the establishment registration
File the application with the local Administration for Market Regulation (AMR), including the articles, address proof, appointment documents, and investor documents. If your business scope includes restricted or pre-approval items, additional approvals may be needed before or alongside this filing.
4. Obtain the business license
Once approved, you receive the business license (now commonly issued with a unified social credit code). This is the anchor document for everything that follows.
5. Carve the company seal set
Seals are still central to doing business in China. You will typically need a company seal, a legal representative seal, a finance seal, and a contract seal, registered with the public security system through an authorized seal-making vendor.
6. Bank account opening
Open the basic RMB account (and, if needed, a foreign currency account). Bank onboarding has become more thorough: expect questions on beneficial ownership, expected transaction flows, and business substance. This step can take longer than founders expect, so plan for it.
7. Tax and social insurance registration
Register with the tax authority, complete the initial tax reporting setup, and register for social insurance and housing fund if you will employ staff. Your finance provider or accountant usually handles this.
8. Foreign exchange and capital contribution
If you are contributing registered capital from abroad, complete the foreign exchange registration and remit funds through the proper channel. Keep the bank receipts and the capital verification trail organized.
9. Post-registration items
Depending on your business, you may also need industry-specific licenses, customs registration for import/export, or invoicing setup. Employment contracts and work permits for foreign staff are separate processes.
Realistic timeline
Timelines vary widely by city and by how prepared your documents are. As a planning guide rather than a promise:
- Document preparation and notarization/legalization abroad: often two to six weeks, depending on jurisdiction and translation.
- Name approval: usually a few working days, longer if names are rejected.
- Business license issuance: commonly one to three weeks after a complete filing in many cities, though this varies.
- Seals: typically a few working days.
- Bank account opening: often one to four weeks, and sometimes longer given enhanced due diligence.
- Tax and social insurance setup: usually one to two weeks after the license.
In practice, founders who have their notarized documents ready and a compliant address can often complete the core registration in roughly four to eight weeks. Founders who start the notarization late, or who change their business scope or address mid-process, should expect longer.
Common pitfalls to plan around
- Document mismatches: name spellings, translated company names, and address details must line up across every document.
- Address problems: a lease that does not satisfy local requirements can stall the filing.
- Business scope wording: vague or non-standard wording can trigger questions or require refiling.
- Registered capital assumptions: the amount and contribution schedule have real consequences; discuss them with an advisor rather than copying another company's numbers.
- Banking timelines: do not assume the account opens the day after licensing.
A note on advice
China's registration rules are administered locally and updated from time to time, and industry-specific requirements can add steps. This article is general information for planning purposes and is not legal, tax, or compliance advice. Before filing, engage a qualified local lawyer or corporate services provider in your target city to confirm the current document list, the address requirements, and the timeline for your specific entity and business scope.