Published · Aymara

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 step-by-step process, and realistic timelines for each stage.

So you have decided to set up a company in mainland China. For most foreign founders this means a wholly foreign-owned enterprise (WFOE), which is the most common vehicle for a foreign investor who wants to control a business in China without a local joint-venture partner. A small number of sectors also allow a joint venture (JV) or a foreign-invested partnership (FIP). This article walks through the documents, the sequence of steps and the kind of timeline you should plan for.

This is general information for planning purposes only. It is not legal, tax or investment advice. Rules vary by city, by industry and by your specific circumstances. Always confirm details with a licensed local adviser and the relevant authorities before acting.

First, the pre-registration decisions

Before you touch any forms, settle a few things. These choices shape the documents you will need and how long the process takes.

• Business scope. You must describe your intended activities. Some activities sit on the negative list for foreign investment, meaning they are restricted or prohibited. Check the current version of the national negative list and any local addenda for your sector.
• Registered address. You need a real, documented address in the city where you register. Many cities require the landlord to provide ownership documents and a lease, and some accept virtual or incubator addresses. Confirm what your city accepts.
• Registered capital. This is a subscribed amount, not money you must pay in full on day one. However, the company's articles must state a contribution schedule, and the amount affects credibility with banks and partners. Choose it deliberately.
• Legal representative and directors. The legal representative is a formal role with real responsibilities. Decide who fills it, and whether you need a supervisor or a board.
• Company name. Prepare several candidates in Chinese, following the local naming convention (usually region + trade name + industry + company type).

Documents you will typically need

Requirements differ by city and by whether you register as a WFOE, JV or FIP, but a typical WFOE application package includes the following.

Corporate and investor documents

• Certificate of incorporation (or equivalent) of the foreign parent company.
• Articles of association of the foreign parent.
• Board resolution or shareholder resolution approving the China investment.
• Passport copies of the legal representative, directors, supervisor and authorised signatory.
• Proof of address of the foreign parent, such as a utility bill or bank statement.

Documents issued outside China usually need to be notarised and legalised, or apostilled where the Hague Apostille Convention applies, and then translated into Chinese by a recognised translation provider. Some cities also ask for a certification of the translator. Build this into your schedule, because it is often the slowest part.

China-side documents

• Lease agreement for the registered address, plus the landlord's property ownership certificate.
• Articles of association of the new China company.
• Name pre-approval application.
• Application form for establishment registration.
• Information on the legal representative, directors, supervisors and managers.
• Capital contribution schedule and proof of the source of funds where requested.

Post-registration items

• Company seal set: official seal, financial seal, legal representative seal and, where used, contract seal. Seal management rules vary by city.
• Bank account opening documents, including the business licence, seals and identity documents.
• Tax registration and invoicing setup.
• Foreign exchange registration, often handled through the bank.

The registration steps, in order

Step 1: Name pre-approval

Reserve your Chinese company name. This is usually submitted online through the local market regulation authority's system. Expect a few working days, and be ready with alternatives.

Step 2: Prepare and legalise the investor documents

Notarisation, apostille or consular legalisation, and translation. This step runs in parallel with name approval and often sets the pace. Allow several weeks depending on your home country and the volume of documents.

Step 3: Submit the establishment application

File the establishment registration with the local Administration for Market Regulation (AMR). Depending on the city and sector, you may also engage the Commerce Bureau and, for certain activities, a sector regulator. Some cities now run a single-window online system that combines several filings.

Step 4: Obtain the business licence

Once approved, you receive the business licence, which carries the unified social credit code. This is the company's identity for almost everything that follows.

Step 5: Make the seals

Seals are engraved through an approved vendor and registered with the public security authorities in many cities. Treat them as critical assets and keep them controlled.

Step 6: Open the bank account

Open the basic RMB account, and a foreign currency account if needed. Banks apply their own onboarding and due diligence, so expect questions about the business, the beneficial owners and the source of funds. This can take from a few days to several weeks.

Step 7: Tax and other registrations

Complete tax registration, choose your taxpayer status, and set up invoicing. Depending on your business, you may also need customs registration, foreign exchange registration, social insurance registration and, for some sectors, a specific operating licence.

Step 8: Capital contribution

Fund the company according to the schedule in the articles. Keep clean records of the inbound remittance and its purpose.

Realistic timeline

Timelines depend heavily on your city, your sector and how quickly your home-country documents can be legalised. Treat the ranges below as planning estimates, not promises.

• Document legalisation and translation: often two to six weeks, sometimes longer.
• Name pre-approval: a few working days.
• Establishment registration and business licence: commonly one to three weeks once a complete file is accepted.
• Seals: a few working days.
• Bank account opening: a few days to several weeks, depending on the bank's due diligence.
• Tax and ancillary registrations: one to two weeks, running alongside or after bank opening.

In practice, a straightforward WFOE in a major city can be operational in roughly six to ten weeks from a standing start, with document legalisation usually the largest variable. Restricted sectors, special licences or unusual ownership structures can add weeks or months.

Practical tips for foreign founders

• Start with the address. Landlord cooperation is a common bottleneck. Confirm the documents the landlord will provide before you sign.
• Keep names consistent. Your name, passport number and company name must match exactly across every document and translation.
• Plan the bank relationship early. Talk to banks before the licence is issued so you understand their onboarding requirements.
• Budget for the seals and ongoing compliance. Registration is the start, not the end. Annual reporting, tax filings and bookkeeping are continuing obligations.
• Use local help where it matters. A licensed local adviser can confirm current city-level practice, which changes more often than national rules.

Registration in China is a document-driven process with a predictable sequence. Get the paperwork right, sequence the steps sensibly, and the timeline becomes manageable. For anything specific to your sector or structure, take advice from a qualified professional in the city where you intend to register.