Published · Chechen

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 business licence, and realistic timelines for each stage.

Setting up a company in mainland China is a defined administrative process rather than an open-ended negotiation. If you prepare the paperwork properly, most of the work is predictable. This guide walks foreign founders through the documents, the sequence of steps, and the timelines you should plan around. It is general information only, not legal or tax advice — every city and district has its own practices, and you should confirm details with a local adviser or the market regulation bureau (AMR) before you commit.

First, decide what kind of entity you are registering

For most foreign founders, the practical choice is a wholly foreign-owned enterprise (WFOE), usually structured as a limited liability company. A WFOE lets a foreign investor hold 100% of the equity and conduct business within an approved scope of activities. Other options exist — a joint venture with a Chinese partner, or a representative office, which cannot earn revenue — but the WFOE is the default for founders who intend to trade, hire, invoice and operate.

Before drafting anything, confirm that your intended business scope is open to foreign investment. China maintains a negative list that restricts or prohibits foreign ownership in certain sectors; activities outside the list are generally permitted. Your business scope wording matters, because it determines what you can legally do and what approvals you need.

Documents you will need

The exact list varies by city, but a typical WFOE registration package includes the following.

Investor and legal representative documents

• Passport copies of the foreign individual investor or legal representative, clearly legible and usually notarised.
• If the investor is a company, certificate of incorporation, articles of association, and a board resolution authorising the investment — translated into Chinese and notarised and legalised (or apostilled where applicable).
• Proof of address for the investor, such as a utility bill or bank statement.
• CV or resume of the legal representative and, where required, of directors and supervisors.

Company formation documents

• Company name in Chinese, with two to four alternatives, following local naming conventions (usually region + trade name + industry + company type).
• Articles of association (the company charter), drafted in Chinese.
• Registered capital figure and contribution schedule, plus the source-of-funds explanation.
• Business scope wording, checked against the negative list and local practice.
• Registered address documentation — a lease or sublease agreement and the landlord's property certificate. Many founders use a serviced office or an approved virtual address in the early stage.
• Appointment documents for the legal representative, directors, supervisor and, if applicable, the finance officer.

Post-licence items to prepare for

• Company seals (official chop, finance chop, legal representative chop, contract chop), usually carved after the licence is issued.
• Bank account opening documents, including the licence, seals and identification.
• Tax registration and, if you will hire staff, social insurance and housing fund registration.

The registration steps, in order

1. Name pre-approval

Submit your proposed Chinese company name for checking. The system screens for duplicates and for names that breach naming rules. This is often the first real bottleneck, so choose distinctive trade names and avoid generic or sensitive words.

2. Prepare and notarise investor documents

Foreign documents generally need notarisation in the country of origin, then legalisation by the Chinese embassy or consulate — or an apostille if the issuing country is a party to the Apostille Convention and China's arrangements apply. Translations into Chinese are normally required. Start this early; it is frequently the longest lead time.

3. File the establishment application

Submit the application to the local AMR, usually through the online enterprise registration system, with the articles, address documents, investor papers and appointment details. If your business scope includes activities that need a pre-approval (for example, certain food, education or logistics activities), obtain that approval first.

4. Receive the business licence

Once approved, the AMR issues the business licence, which contains the company name, registered capital, legal representative, address and business scope. This is the document that makes the company legally exist.

5. Carve the seals

Have the company chops made at a licensed seal-making shop, typically with the licence and legal representative's ID. Keep them secure; in China the company chop carries real authority.

6. Open the bank account

Open a basic RMB account at a bank branch. Expect the bank to conduct know-your-customer checks on the investor and the legal representative, and expect the legal representative to attend in person in most cases. This step is often slower than founders expect.

7. Complete tax and employment registrations

Register with the tax authorities, choose your taxpayer status, and set up invoicing. If you will hire, register for social insurance and the housing fund, and arrange the labour contracts.

Realistic timeline

Timelines depend heavily on the city, the sector and how clean your documents are. As a rough planning guide:

• Name approval: a few working days to two weeks.
• Notarisation and legalisation of foreign documents: commonly two to six weeks, sometimes longer, depending on the country and courier routes.
• AMR review and business licence: typically one to three weeks after a complete filing.
• Seals: one to three working days.
• Bank account opening: one to four weeks, including compliance review.
• Tax and employment registrations: one to two weeks.

In practice, founders should budget six to ten weeks from a standing start, with the document legalisation and the bank account as the two most common sources of delay. If your business scope needs a sector-specific approval, add that approval's own timeline on top.

Practical points that trip founders up

• Registered capital is a commitment. It is subscribed, not just stated, and the contribution schedule in the articles is binding. Choose a figure you can fund.
• The registered address must be real and documented. Landlord cooperation is essential; a lease without the property certificate often stalls the filing.
• Translations must be consistent. Names, addresses and dates should match across every document.
• The legal representative carries responsibility. Understand the role before you accept it, especially if you are not the day-to-day manager.
• Post-registration compliance is ongoing. Annual reporting, bookkeeping and tax filings are obligations from the first month, even before you generate revenue.

China company registration rewards preparation. Get the investor documents legalised early, keep your business scope realistic, and line up your address and bank before you file. Then confirm the local specifics with a qualified adviser in your target city — the rules are national in outline but local in execution.