Published · Hungarian

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 reservation to post-setup filings, and realistic timelines for a wholly foreign-owned enterprise (WFOE).

General information only. This article is not legal, tax or accounting advice. Company registration rules in China are administered locally and change over time, so confirm every requirement with a qualified local adviser or the relevant authority before you file.

Most foreign founders setting up in mainland China choose a wholly foreign-owned enterprise (WFOE) — a limited liability company owned entirely by foreign investors. It is the most common vehicle because it can hold capital, invoice customers, employ staff and repatriate profits. Joint ventures and representative offices exist too, but a WFOE is the default starting point for companies that intend to trade.

Registration happens in two layers. First you register the legal entity with the local Administration for Market Regulation (AMR), which issues the business licence. Then you complete a series of post-setup filings — banking, tax, foreign exchange, customs if relevant — before the company is fully operational. The total timeline usually depends on how fast you can produce notarised and legalised documents, and on the pace of your local district.

Before you start: decide the essentials

A handful of decisions shape every document that follows, so settle them early.

• Legal form: WFOE (limited liability company), joint venture, or representative office. A representative office cannot earn revenue, so it suits liaison only.
• Registered address: You need a real, documented address in the registration district — an office lease or a compliant virtual/incubator address accepted by that district. Address rules vary by city and district.
• Business scope: Written in standard catalogue language. Some activities require a pre-approval or a post-registration licence (for example, certain food, education or logistics activities). Keep the scope focused; broad scopes can trigger extra scrutiny.
• Registered capital: State an amount you can realistically contribute. Under the current Company Law framework, subscribed capital must be paid within the period stated in the articles (generally within five years), so do not treat it as a nominal number.
• Legal representative, supervisor and directors: Identify who fills these roles. The legal representative can be a foreigner and does not need to live in China, but must be reachable for signatures.
• Company name: Structure it as City + trade name + industry + Company Limited (in Chinese). Have two or three alternatives ready.

Documents you will need

Requirements differ slightly by city, but a WFOE application typically calls for the following.

Investor documents

• If the investor is a company: certificate of incorporation, articles of association (or equivalent), and a register of directors or proof of the authorised signatory. These usually need notarisation and legalisation — either an apostille (for Hague Convention members) or consular legalisation — plus a Chinese translation. Some jurisdictions also require the documents to be notarised by a Chinese embassy or consulate.
• If the investor is an individual: passport copy, often notarised and legalised in the same way. Some districts require the passport to be presented in person or certified by a notary.
• Proof of the investor's address (utility bill, bank statement or similar) in some districts.
• Bank reference letter or evidence of the investor's funds, requested in some cities.

Company formation documents

• Articles of association (can be drafted from a local template and adapted).
• Application form for establishment registration, signed by the legal representative and investor.
• Appointment documents for the legal representative, directors, supervisor and (where appointed) general manager.
• Proof of the registered address: lease agreement and the landlord's property certificate, or the incubator's address documentation.
• Name pre-approval confirmation.
• Power of attorney if a local agent files on your behalf.

Translations must be accurate and consistent — mismatched names between the notarised certificate and the application are one of the most common causes of rejection.

The registration steps, in order

Step 1: Name reservation

Submit the proposed Chinese name to the AMR's online system for pre-approval. This is usually quick — often a few working days — but duplicates and restricted words can slow it down. Reserve a name you are confident about before commissioning notarised documents, because some documents reference the company name.

Step 2: Prepare and legalise investor documents

This is often the longest step and it happens outside China. Notarisation and legalisation can take anywhere from one to several weeks depending on your home jurisdiction, courier time and whether consular legalisation is required. Start early and use a provider experienced with China-bound documents.

Step 3: File the establishment application

Submit the full package to the district AMR, usually online with physical originals presented or couriered afterwards. If everything is in order, the business licence is typically issued within about three to ten working days. The licence is the company's legal birth certificate and includes the unified social credit code.

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 filed with the public security system in most places. Budget a few working days.

Step 5: 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 investor, the business and the source of funds. Appointments can take one to three weeks to arrange, and the legal representative may need to attend in person. This step is frequently the bottleneck.

Step 6: Tax and foreign exchange registration

Complete tax registration with the local tax bureau (now largely integrated with the AMR process), sign the tripartite tax-bank agreement for deductions, and register with the foreign exchange administration through the bank. Determine your VAT taxpayer status and invoicing needs with your accountant at this point.

Step 7: Capital contribution

Remit the subscribed capital from the investor's overseas account into the capital account, with the correct purpose code. The bank will require supporting documents. Record the contribution properly; it matters for later profit repatriation.

Step 8: Sector-specific licences and ongoing compliance

If your business scope includes licensed activities — food, education, logistics, e-commerce with certain products — apply for the relevant permit after the business licence is issued. Then set up monthly bookkeeping, annual reporting (the annual enterprise report), and statutory audits where required.

Realistic timeline

Assuming documents are ready and there are no surprises:

• Name reservation: 1–5 working days.
• Notarisation and legalisation abroad: 1–4 weeks, sometimes longer.
• Establishment filing to business licence: 3–10 working days.
• Seals: 2–5 working days.
• Bank account opening: 1–3 weeks from appointment.
• Tax, FX and other registrations: 1–2 weeks, often overlapping with banking.

In practice, founders should plan for six to ten weeks from a standing start, and longer if the investor documents need consular legalisation, if the registered address is not yet secured, or if the business scope triggers a pre-approval. Cities with mature foreign-investment services tend to move faster than smaller districts, but local practice varies more than national rules suggest.

Practical tips to avoid delays

• Lock down the registered address before filing; a rejected address wastes weeks.
• Keep the Chinese transliteration of the investor's name identical across every document.
• Appoint a legal representative who can sign and travel if necessary — bank attendance requirements are real.
• Budget for translation and notary costs as a line item; they are not trivial.
• Engage a local accountant before the licence is issued, not after, so tax registration and invoicing are set up correctly.

Registration is a process of accumulating small approvals rather than one event. Founders who prepare the investor documents carefully and choose their address and business scope deliberately tend to move through it without drama. For anything specific to your situation — capital, tax treatment, licensed activities — take advice from a qualified professional in China.