Published · Cantonese

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 account, and a realistic timeline. General information only, not legal or tax advice.

Setting up a company in mainland China is a process with a fixed sequence of steps, a defined set of documents, and a timeline that depends heavily on your city, your business scope, and how quickly you can produce notarised and legalised paperwork from abroad. This guide walks foreign founders through the practical mechanics of registration. It is general information only and is not legal or tax advice; rules vary by city and change over time, so confirm details with a local professional before you commit.

First, choose the right vehicle

Most foreign founders register either a wholly foreign-owned enterprise (WFOE) or a joint venture with a Chinese partner. A WFOE is the default for foreign-owned businesses that want full control, while a joint venture can make sense where a local partner brings licences, distribution or land access. A representative office is limited to liaison activities and cannot generate revenue, so it is rarely suitable for a trading or service business. Your choice affects the documents required, the registered capital discussion and the approvals involved.

Two structural points matter early. First, check whether your intended business activities sit on the negative list for foreign investment; activities outside the list are generally treated as permitted, but some sectors require extra approvals. Second, decide on your registered address. You need a real, documentable premises in most cities — often a serviced office or incubator address is acceptable — and the lease or ownership papers become part of your filing.

The core document set

Prepare these before you start; missing or inconsistent documents are the single biggest cause of delay.

• Passport copies of every foreign shareholder and legal representative, plus a clear passport-style photo of the legal representative.
• Certificate of incorporation (or equivalent) for any corporate shareholder, showing the company is validly registered.
• Notarisation and legalisation of the corporate shareholder's incorporation documents. Depending on the jurisdiction, this means notary plus apostille or consular legalisation, and some cities also require a Chinese translation prepared or certified locally.
• Articles of association for the new China entity, drafted to match the shareholders' resolution and the registered capital figure.
• Shareholders' resolution appointing directors, the legal representative and supervisors.
• Registered address proof: lease agreement plus the landlord's property certificate, or the incubator's address documents.
• Name choices: three to five proposed Chinese names in order of preference, with the English name noted.
• Business scope wording: a draft list of activities, ideally checked against the standard catalogue used in your city.
• Proof of legal representative's identity and signature, and in some cities a police clearance or health certificate for certain roles.

If a corporate shareholder is based in a jurisdiction with slow legalisation, start that paperwork first — it is usually the longest lead item.

Step-by-step registration

1. Name pre-approval

Submit proposed Chinese names through the local market regulation system. Names must be unique within the relevant scope and follow Chinese naming conventions. Expect a few days, and be ready to resubmit if a name is rejected.

2. Prepare and sign the package

Draft the articles, resolutions and business scope, then have documents signed where required. Many cities now accept electronic signatures for some steps, but foreign shareholders often still need wet signatures on notarised documents. Budget time for courier transit.

3. File with the market regulation bureau

Submit the application for the business licence, including the address documents, articles, appointments and shareholder information. If your activities require a pre-approval (for example, certain food, education or logistics activities), obtain that approval before or alongside this filing.

4. Collect the business licence

Once approved, you receive the business licence, which carries the unified social credit code. This is the anchor document for everything that follows.

5. Carve the company seal and complete the licence-linked registrations

Have the official company seal made at an approved seal-making point, then complete the linked registrations: tax registration and bank account reporting, social insurance and housing fund registration where you will employ staff, and foreign exchange registration. These are usually handled in parallel rather than in strict sequence.

6. Open the bank account

Open a basic RMB account and, if you need it, a foreign currency capital account. Banks vary in their documentation demands and onboarding time; some require the legal representative to attend in person. This step is often the slowest after licensing.

7. Register capital and foreign exchange

If you have foreign capital to inject, the foreign exchange registration and capital account set-up let you bring funds in and convert them for permitted uses. Keep the remittance documentation clean; banks will ask for it.

8. Post-establishment items

Register with the tax authority for invoicing, set up payroll and social insurance, and arrange bookkeeping. If you will hire foreign staff, work permit and residence permit processes run separately.

Realistic timeline

There is no universal figure, but a typical sequence for a straightforward WFOE with clean documents looks like this:

• Name pre-approval: a few working days.
• Document preparation and legalisation: two to six weeks, driven by overseas notarisation and courier time.
• Business licence filing to issuance: roughly one to three weeks in many cities, longer where pre-approvals or address checks are involved.
• Seals and linked registrations: about one week.
• Bank account opening: one to three weeks, sometimes longer.

In practice, founders should plan for six to ten weeks from a standing start for a simple entity, and longer where the business scope needs approvals, the shareholder structure is complex, or the registered address needs verification. Cities differ in digitalisation and in how strictly they review address and scope wording.

Practical tips to avoid delays

• Keep the legal representative's name and passport details consistent across every document; mismatches trigger rejections.
• Match the registered capital figure in the articles, the shareholders' resolution and the filing form exactly.
• Use a registered address you can document properly; informal addresses cause problems later.
• Draft the business scope with local wording, not a direct translation of your home-country activities.
• Confirm bank requirements early; account opening, not licensing, is often the real bottleneck.

Registration is the beginning, not the end. Tax registration, invoicing set-up, payroll compliance and annual reporting obligations continue afterwards, and penalties for missed filings are real. Work with a local accountant or adviser who knows your city's practice, and treat this article as a map of the process rather than a substitute for professional advice.