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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 need, the steps from name approval to business licence, and a realistic timeline. General information only, not legal or tax advice.

Setting up a company in mainland China is a process with a fixed sequence of steps, a defined set of documents and a timeline that depends heavily on your city, your business scope and how quickly you can produce correctly notarised paperwork. This guide walks foreign founders through the typical path for a wholly foreign-owned enterprise (WFOE), which remains the most common vehicle for foreign investors who want to control their own entity in China.

This article is general information, not legal or tax advice. Rules vary by city and change over time, so confirm details with a qualified local adviser before you commit money or sign documents.

First, decide what you are registering

Before paperwork, settle the structure. A WFOE is a limited liability company owned entirely by foreign investors. A joint venture involves a Chinese partner. A representative office cannot generate revenue directly. Most foreign founders choosing to register a company for actual trading, services or manufacturing activity go with a WFOE.

You also need to confirm that your intended business activities can be included in your business scope. China publishes a negative list for foreign investment that sets out restricted and prohibited sectors, and the catalogue of industries guides how activities are described. Your adviser should check your proposed scope against the current lists for your city before you proceed.

Documents you will typically need

The exact list depends on your city's market supervision bureau (the authority that issues business licences), but a WFOE application usually requires the following.

Investor documents

• Certificate of incorporation of the foreign parent company, or passport for an individual investor.
• Notarised and legalised (or apostilled) investor documents. Depending on the investor's jurisdiction, this means notarisation plus consular legalisation, or an apostille where the Hague Convention applies. Some cities also require a Chinese translation prepared by a qualified translator.
• Bank reference letter for the investor in some localities, confirming the investor's standing.
• Board resolution or shareholder resolution authorising the investment and appointing the legal representative.

Company and governance documents

• Articles of association for the new Chinese company.
• Name reservation confirmation for the Chinese company name (usually three to five candidates, in Chinese, with a structure of city + trade name + industry + company type).
• Registered address documents — a lease or sublease agreement and the landlord's property certificate. Many cities require the address to be a commercial property; some accept virtual or incubator addresses for certain activities.
• Appointment documents for the legal representative, directors, supervisor and general manager, with copies of their identity documents.
• Capital contribution plan stating registered capital and the contribution schedule.

Operational documents

• Feasibility study or business plan in some cities, particularly for larger registered capital or regulated activities.
• Power of attorney if an agent files on your behalf.
• Application forms from the market supervision bureau, often completed through the online registration system.

Translation, notarisation and legalisation are where timelines most often slip. Start these early and check the specific requirements of the Chinese consulate or apostille authority in the investor's home jurisdiction.

The registration steps, in order

Step 1: Name reservation

You submit proposed Chinese names to the market supervision bureau, usually online. Approval can take a few working days. Names are checked for similarity to existing registrations, so prepare alternatives. The reserved name is held for a limited period while you complete the rest of the process.

Step 2: Prepare and legalise documents

While the name is being processed, finalise the articles of association and have investor documents notarised, legalised or apostilled, then translated. This step can run in parallel with name reservation and often takes two to four weeks depending on the jurisdiction.

Step 3: Submit the establishment application

File the full application with the market supervision bureau, typically through the local online system, followed by a paper submission where required. If the file is complete, the business licence (营业执照) is usually issued within about three to seven working days. Once issued, the company legally exists.

Step 4: Company seal carving

Order the official seals: company seal, financial seal, legal representative seal, invoice seal and contract seal as needed. Seals are central to doing business in China, and carving is usually done at an authorised shop and registered with the public security authorities. Allow one to three working days.

Step 5: Bank account opening

Open the basic RMB account and, if needed, a foreign currency capital account. Banks conduct due diligence on the company and its beneficial owners, and may require the legal representative to attend in person. This step commonly takes one to three weeks and can be the slowest part of the process.

Step 6: Tax and customs registration

Complete tax registration and sign the tripartite agreement that links the company, bank and tax authority for tax withholding. If you will import or export, register with customs and the foreign exchange authority. These steps generally take a few working days each once banking is in place.

Step 7: Capital contribution

Inject registered capital according to the schedule in the articles. Foreign currency contributions go through the capital account, and the bank handles the foreign exchange registration. Note that registered capital rules, including contribution deadlines, have been tightened in recent years, so confirm the current requirements for your structure.

Step 8: Post-establishment filings

Depending on your activities, you may need additional licences (for example, for food, logistics or education), social insurance and housing fund registration for employees, and foreign exchange registration for the company.

A realistic timeline

For a straightforward WFOE in a major city with clean documents, the period from starting name reservation to holding the business licence is often around four to eight weeks. The full sequence, including bank account opening and tax registration, commonly lands in the range of two to four months. Factors that extend it include document legalisation delays, address issues, regulated business scope requiring pre-approval, bank compliance reviews and public holidays such as Chinese New Year.

Plan for buffer time, keep scanned copies of every document, and appoint a local agent or adviser who knows your city's bureau. The process is procedural rather than mysterious, but small formatting or translation errors can send a file back to the start.