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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 will need, the steps from name approval to bank account opening, and a realistic timeline, with notes on where local rules vary.
Setting up a company in mainland China is a well-trodden path, but it is not a quick online form. Foreign founders typically spend several weeks to a few months from first decision to a fully operational entity, and much of that time is spent preparing documents, notarising and legalising them, and coordinating between several government systems. This article walks through the documents, the sequence of steps, and the timeline you should plan for. It is general information only, not legal, tax or investment advice; requirements vary by city and change over time, so confirm details with a local professional before you commit.
First, decide what kind of entity you are registering
Most foreign founders choose one of two structures. A wholly foreign-owned enterprise (WFOE) is a limited liability company owned entirely by foreign investors, and it is the default choice for businesses that need to invoice Chinese customers, hire local staff and control their own operations. A joint venture with a Chinese partner is used where local knowledge, licences or distribution matter, but it adds governance complexity. Representative offices are much narrower than they used to be and generally cannot earn revenue.
Your entity type determines your document list and your approval pathway, so settle it before you start collecting paperwork. You will also need to confirm that your intended business scope is open to foreign investment. China regulates market access through a negative list; some activities are prohibited and others require a Chinese partner or specific approvals. Check your activity against the current negative list with a local adviser.
The documents you will need
Exact lists differ by city and by whether your investor is an individual or a company, but the core pack usually looks like this.
Investor documents
- If the investor is a company: certificate of incorporation, articles of association, and a board resolution approving the investment. These normally need to be notarised and then legalised, either through a Chinese embassy or consulate or via an apostille where the issuing country is a party to the Apostille Convention.
- If the investor is an individual: passport copy, often notarised, plus proof of address in some cities.
- Translations: Chinese translations of foreign-language documents, often required to be stamped by a translation company.
- Bank reference or proof of funds: requested in some jurisdictions and for some business scopes.
Company formation documents
- Proposed company names in Chinese, usually three to five options in your preferred order, following local naming rules.
- Articles of association for the new company, in Chinese.
- Registered address proof: a lease or a hosting agreement. Many founders use a serviced office or an approved address provider in the early stage.
- Business scope wording, drafted to match standard catalogue language.
- Appointment documents for the legal representative, directors, supervisor and general manager, plus identity documents and, for foreign personnel, passport copies.
- Capital and shareholder details: registered capital amount, contribution schedule and ownership percentages.
Every foreign-language document typically needs translation, and every signature page needs to match the names on the investor's identity documents exactly. Small mismatches are one of the most common causes of delay.
The registration steps, in order
The process runs through several separate systems. In many cities much of it is now handled through a single online portal, but the sequence still matters.
1. Name pre-approval
You submit proposed Chinese names to the market regulation authority for a check against existing registrations. Approval is usually quick, often a few working days, but names can be rejected for similarity or for containing restricted words.
2. Foreign investment information reporting
Where required, the foreign investment information is filed through the national reporting system, either before or alongside establishment depending on the city and the activity. Your adviser will confirm the local practice.
3. Business licence application
You submit the articles, address proof, appointment documents and investor papers to the market regulation authority (the AMR, formerly the AIC). If everything is in order, the business licence is issued. This is the moment the company legally exists, and it is usually the fastest part of the process once documents are ready.
4. Company seals
After the licence, you have the official seals carved, typically the company seal, legal representative seal, finance seal and contract seal. Seals carry real legal weight in China; keep them controlled.
5. Bank account opening
You open a basic RMB account, and often a foreign currency account, at a commercial bank. Banks apply their own due diligence, and this step frequently takes longer than founders expect, especially where the legal representative or beneficial owners are offshore. Expect requests for source-of-funds evidence and detailed business explanations.
6. Tax and social insurance registration
The company registers with the tax authority, and supplementary registrations follow for invoicing systems and, once you hire, social insurance and housing fund accounts.
7. Licences for regulated activities
If your business scope includes regulated activities such as food, education, logistics or certain consulting services, additional pre- or post-licences are required. These can add weeks or months.
Realistic timeline
Timelines vary widely by city, business scope and how quickly you can produce legalised documents. As a planning guide:
- Document preparation and legalisation: often two to six weeks, depending on your home country's notarisation and legalisation queues.
- Name approval: a few working days.
- Business licence: commonly one to three weeks once the file is complete, longer if amendments are requested.
- Seals: a few working days.
- Bank account: one to four weeks, sometimes longer for foreign-invested entities.
- Tax and related registrations: one to two weeks.
- Sector licences: highly variable, from a couple of weeks to several months.
A straightforward WFOE in a major city, with clean documents and no special licences, often reaches an operating bank account in roughly one to three months from the start of document preparation. Treat that as a range, not a promise.
Practical points that save time
Start legalisation early, because it is the step you control least. Use a registered address that the local authority will accept for your business scope. Draft the business scope conservatively and add activities later if needed.
Choose a legal representative who can travel to China if the bank requires it, and make sure all names, addresses and dates match across documents. Keep a single folder of originals and translations for every filing.
Finally, budget for post-registration compliance: bookkeeping, annual reporting and tax filings begin immediately, even before you have revenue. A local accountant or corporate services firm is not optional for most foreign founders.
This article provides general information only and is not legal, tax or investment advice. Requirements vary by city and change frequently; consult a qualified local professional about your specific situation.