Published · Tetum

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 pre-approval to bank accounts, and realistic timelines — plus common pitfalls and when to get local advice.

Setting up a company in mainland China is a well-trodden path, but it is not a quick one. The process involves several government bodies, a stack of documents that often need notarisation and legalisation abroad, and a few decision points that are hard to reverse later. This guide walks foreign founders through the typical route — from choosing a structure to opening a bank account — with a realistic view of what each stage demands.

This article is general information only. It is not legal, tax or accounting advice, and rules vary by city and change over time. Confirm current requirements with a qualified local professional before you commit.

First, pick the right structure

Most foreign founders setting up a physical presence in mainland China choose one of three vehicles:

• Wholly Foreign-Owned Enterprise (WFOE) — a limited liability company owned entirely by foreign investors. The default choice for businesses that want to invoice Chinese customers, hire local staff and control operations directly.
• Sino-foreign equity joint venture (EJV) — a company shared with a Chinese partner. Useful where local market access, licences or distribution relationships genuinely require a partner, but it brings governance complexity.
• Representative office (RO) — a liaison office that cannot earn revenue. Suitable only for market research or coordination, not for running a commercial business.

For most founders reading this, the WFOE is the relevant structure, and the steps below assume it. Note that some sectors restrict or prohibit foreign ownership; check the current negative list for your industry before doing anything else.

Documents you will need

Requirements differ by city and by the local market supervision bureau (the authority that handles company registration), but a typical WFOE application package includes:

Corporate and investor documents

• Passport copies of the foreign individual investor(s), or the certificate of incorporation, constitutional documents and shareholder register if the investor is a company.
• Proof of address for the foreign investor entity (a utility bill or bank statement is often requested).
• Notarised and legalised (or apostilled, where applicable) versions of corporate documents — this is frequently the slowest item to arrange.
• A translated copy of all foreign-language documents; translations may need to be done by an accepted translation agency.

China-side documents

• Three to five proposed company names, in Chinese, in order of preference.
• A registered address in China — usually a leased office with a stamped lease agreement and the landlord's property certificate. Some cities allow serviced offices or virtual registered addresses; confirm locally.
• Articles of association (can often follow a standard template).
• Business scope wording, drafted to match the permitted catalogue for your industry.
• Appointment documents for the legal representative, supervisor and executive director or board.
• Registered capital figure and contribution schedule (most sectors now use a subscribed-capital regime, but the figure still matters for credibility, tenders and some licences).

After incorporation

• Company chop (seal) set — company seal, legal representative seal, finance seal and, if needed, invoice seal.
• Bank account opening documents, including the business licence, chops and identification.

The registration steps, in order

1. Name pre-approval

Submit proposed Chinese names to the market supervision bureau. Names must follow format rules (region + trade name + industry + company type) and must not conflict with existing registrations. This is usually quick, but rejections are common, so have backups.

2. Prepare and legalise investor documents

Get corporate documents notarised in the investor's home jurisdiction and legalised by the Chinese embassy or consulate, or apostilled if your jurisdiction is a party to the Apostille Convention and the local authority accepts it. Start this early — it can take weeks and depends on appointments abroad.

3. Secure the registered address

Sign the lease and collect the landlord's stamped documents. Some districts require the address to be zoned for commercial use; residential addresses are generally not accepted.

4. Submit the establishment application

File the application package — articles of association, investor documents, address proof, appointment documents and the name approval — with the market supervision bureau, often online via the local one-stop registration portal. Expect requests to revise wording, particularly on business scope and capital.

5. Receive the business licence

Once approved, the bureau issues the business licence with the unified social credit code. This is the company's legal birth certificate and unlocks everything else.

6. Chop-making and filing

Have the seal set made by an approved vendor and register the chops with the public security bureau. Chops are legally significant in China — treat them like signatures.

7. Bank account opening

Open the basic RMB account (and, if needed, a foreign currency capital account). Banks conduct enhanced due diligence on foreign-invested companies, so expect questions about the business, shareholders and expected flows. Bring the licence, chops and IDs; some banks require the legal representative to attend in person.

8. Tax, customs and other registrations

Register with the tax authority, complete the foreign exchange registration (often handled through the bank), and register with customs if you will import or export. Register employees for social insurance once you hire.

9. Capital contribution

Inject registered capital according to the schedule in the articles, through the capital account, with the correct purpose wording. Keep the bank documentation — it will be needed for future foreign exchange transactions.

Realistic timeline

Assuming documents are ready and the address is secured, the government-facing steps — name approval, establishment filing and licence issuance — often take a few weeks. The full journey from decision to a functioning company with a bank account typically runs longer, and the biggest variables are:

• Document legalisation abroad: can add several weeks depending on embassy appointments and courier time.
• Address and lease: finding a landlord willing to provide the required stamped documents can take time.
• Business scope and sector approval: regulated industries need pre-approval or licences, which can extend the timeline substantially.
• Bank onboarding: compliance review for foreign-invested entities can take days to weeks and may involve follow-up questions.

Plan for the process to take longer than the government processing times suggest, and build buffer into any launch date.

Common pitfalls to avoid

• Underestimating legalisation. A missing apostille or notarisation can stall the entire application.
• Choosing registered capital carelessly. Too low can hurt credibility with partners and tenders; too high creates a real funding obligation.
• Vague business scope. It affects invoicing, licences and tax treatment, and amending it later is possible but disruptive.
• Ignoring the legal representative's role. This person carries significant legal exposure and must be chosen deliberately.
• Treating registration as the finish line. Tax filings, annual reporting and social insurance obligations begin immediately.

When to bring in local help

You can file much of the paperwork yourself, and many cities have English-language portals. But for regulated sectors, complex shareholder structures, or if you cannot be in China for bank and notary appointments, a local corporate services firm or lawyer is usually worth the cost. They know the district-level quirks, can flag negative-list issues early, and can keep your documents moving while you focus on the business.

The key to a smooth registration is preparation: legalise documents early, secure a compliant address, define your business scope carefully, and treat the timeline as a range rather than a promise. Do that, and the process becomes manageable — even routine.