Published · Swati
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 and a realistic timeline, from name approval to opening a bank account.
Setting up a company in mainland China is a process with many moving parts, but it is well-trodden ground. The paperwork is predictable once you know what is expected, and the sequence of steps is fairly standard across cities. This article walks foreign founders through the documents, the process and a realistic timeline. It is general information only, not legal or tax advice — requirements vary by city, industry and the type of entity you choose, so confirm details with a local adviser before you commit.
First, choose the entity type
Most foreign founders register one of two structures: a wholly foreign-owned enterprise (WFOE) or a joint venture with a Chinese partner. A WFOE is the default choice for independent control. There is also the representative office, but it cannot generate revenue, so it suits liaison work only.
Your entity type affects the documents, the registered capital discussion and the scope of business you can write into your licence. Decide this early, because everything downstream depends on it.
Documents you will need
The exact checklist differs by city and by whether your shareholder is a company or an individual. As a rule, expect to prepare the following.
Corporate and personal documents
- Passport copies of all legal representatives, directors, supervisors and shareholders who are individuals.
- Proof of address for the foreign shareholder entity, such as a certificate of incorporation and a recent utility bill or bank statement.
- Certificate of incorporation (or equivalent) for a corporate shareholder, usually notarised and legalised, or apostilled where the Hague Apostille Convention applies.
- Board resolution from the foreign parent authorising the investment and appointing the legal representative.
- Articles of association for the new China entity, drafted to match your intended governance.
China-side documents
- Company name in Chinese, with several backups, submitted for pre-approval.
- Registered address — a lease or a serviced-office agreement for premises zoned for commercial use.
- Business scope wording, aligned with the official industry catalogue.
- Registered capital figure and the contribution schedule.
- Legal representative appointment and ID details.
Translation into Chinese is normally required for foreign-language documents, and some cities ask for the translator's certification. Notarisation and legalisation can take weeks, so start these early — they are often the slowest part of the whole exercise.
The registration steps, in order
While the sequence can shift slightly between cities, the broad path looks like this.
1. Name pre-approval
Submit your proposed Chinese company name to the local market supervision authority. Names follow a set format and must not clash with existing registrations. Have two or three alternatives ready.
2. Prepare and notarise foreign documents
Get the parent company's documents notarised and legalised (or apostilled), and translated. This runs in parallel with name approval and often takes the longest.
3. File the establishment application
Submit the application package — articles of association, shareholder documents, address proof, legal representative details and business scope — to the market supervision authority. If your industry is on the negative list or requires a permit, additional approvals apply before or after this stage.
4. Receive the business licence
Once approved, you receive the business licence, which carries your unified social credit code. This is the anchor document for everything that follows.
5. Carve the company seal
Order the official seals — company seal, legal representative seal, finance seal and contract seal as needed. Seals carry legal weight in China and are registered with the authorities.
6. Tax and social insurance registration
Register with the tax bureau and complete the social insurance and housing fund registrations for employees. You will also need to set up your invoicing arrangements.
7. Open a bank account
Open the basic RMB account and, if needed, a foreign currency account. Banks vary in their documentation demands and onboarding time; expect a compliance review.
8. Register foreign exchange and capital contribution
Complete the foreign exchange registration so capital can be brought in, and make your registered capital contribution per the schedule in your articles.
9. Post-establishment items
Depending on your business, you may need sector-specific licences, customs registration for import/export, or special permits. Handle these before you start operating in earnest.
How long does it take?
Timelines depend heavily on document readiness, city and industry. A realistic view:
- Name pre-approval: a few working days, longer if names are rejected.
- Notarisation and legalisation of foreign documents: commonly several weeks; apostille may shorten this.
- Establishment filing to business licence: typically one to three weeks once the package is complete.
- Seals and tax registration: roughly one to two weeks.
- Bank account opening: one to three weeks, sometimes longer for compliance checks.
In practice, founders who have their documents ready often reach a business licence within four to eight weeks, with banking and post-establishment steps adding a few more weeks. Complex industries, restricted sectors or incomplete paperwork can stretch this considerably. Treat any estimate as a planning guide, not a promise.
Common pitfalls
- Underestimating document legalisation. This is the most frequent cause of delay. Start it before anything else.
- A vague business scope. Too narrow and you cannot operate; too broad and approvals stall. Match the official catalogue.
- Registered address problems. The address must be legitimate and properly zoned. Virtual addresses are not accepted everywhere.
- Registered capital confusion. The figure is a commitment. Understand the contribution timeline and currency rules before you sign.
- Ignoring sector rules. The negative list determines whether foreign investment is encouraged, restricted or prohibited in your field.
Practical advice for foreign founders
Work with a local adviser who knows your city's quirks — requirements genuinely differ between Shanghai, Shenzhen, Beijing and smaller hubs. Keep digital and physical copies of every document, translated and certified. Budget more time than you think you need for the foreign-document chain, and do not sign a lease until you have confirmed the address will pass registration.
Finally, remember that company registration is only the beginning. Tax filings, payroll, accounting and annual reporting obligations begin immediately after establishment, and getting a local accountant in place early saves headaches later. This article is general information only and not legal or tax advice; confirm every step with qualified local professionals before proceeding.