CMChinaMNC

For foreign founders entering mainland China

Set up and run your company in mainland China

<p>China rewards founders who prepare. The rules are detailed, the paperwork is specific, and the order of steps matters. This page walks you through the decisions foreign founders face most often: which entity to choose, how registration actually runs, what documents you will be asked for, and how banking, tax and visas fit together after the licence is issued. It is written for readers working in English, with plain explanations of the terms you will meet in Chinese filings. Nothing here replaces advice from a qualified local professional on your specific case, but it should help you ask better questions and avoid the errors that cost the most time.</p>

01 · ChinaMNC

Why China, and why now

Foreign founders look at mainland China for reasons that are easy to state and harder to execute: a very large domestic market, deep supplier networks, and an industrial base that is difficult to replicate elsewhere. If your product depends on manufacturing, hardware, consumer goods or components, China is often where the supply chain lives. If your product depends on Chinese customers, local presence changes what you can sell, how you support buyers, and how quickly you can respond.

Operating locally also has practical consequences. A registered Chinese entity can sign contracts, invoice in renminbi, hire staff, and hold licences in its own name. That matters when customers expect a local counterparty or when platforms and partners require one.

It is equally important to be clear-eyed. Rules vary by city, by industry, and by whether your activity is on a restricted list. Some sectors are open, some need approvals, and some remain closed to foreign investment. Founders who treat China as a single market with a single rulebook usually lose time. The right approach is to confirm your specific activity first, then choose the city and entity that fit it.

02 · ChinaMNC

WFOE, joint venture or representative office

The three structures foreign founders ask about most are the wholly foreign-owned enterprise (WFOE), the joint venture (JV), and the representative office (RO). They are not interchangeable, and the choice should follow from what you need the entity to do.

  • WFOE. A limited liability company owned entirely by foreign investors. It can conduct the business activities listed in its scope, invoice customers, hire employees and hold assets. Most founders who want to trade, provide services or manufacture choose this route. Capital, scope and licensing requirements depend on the activity and city.
  • Joint venture. A company shared with a Chinese partner. Useful where local knowledge, licences, land or distribution matter, or where a sector requires a Chinese shareholder. The partnership agreement and governance terms deserve serious attention; disputes here are expensive.
  • Representative office. A liaison office that cannot earn revenue directly. It suits market research, coordination and customer contact, but not invoicing or full operations.

Confirm whether your planned activity appears on the negative list for foreign investment before committing. That single check shapes everything that follows.

03 · ChinaMNC

The five-step registration process

Registration in mainland China generally follows a predictable sequence, though timing varies by city, activity and how complete your paperwork is. Treat the steps as a chain: each one depends on the last.

  • Step one: confirm activity and structure. Define what the company will actually do, check whether it is permitted for foreign investment, and pick the entity type. Decide the city based on customers, suppliers, talent and licensing reality, not convenience alone.
  • Step two: name approval and address. Reserve a company name with the market regulation authority and secure a registered address that satisfies local requirements. Address rules are strict and city-specific.
  • Step three: prepare and submit documents. Articles of association, investor papers, identity documents, lease evidence and appointment documents are filed with the market regulation authority. Foreign documents usually need notarisation and, where required, legalisation or an apostille.
  • Step four: obtain the business licence. Once approved, the entity receives its business licence, which carries the unified social credit code used across filings.
  • Step five: post-licence setup. Carve the company seal, open a bank account, complete tax registration, and arrange work permits and visas for foreign staff. Operations begin only after these are in place.

04 · ChinaMNC

Documents you will be asked for

Document requirements are the most common source of delay. The exact list depends on your city, entity type and investor structure, but the core set is consistent.

  • Investor identity. Passports for individual shareholders; for corporate shareholders, certificate of incorporation, constitutional documents and details of directors and ultimate beneficial owners.
  • Notarisation and legalisation. Foreign documents generally need notarisation, followed by legalisation or an apostille depending on the issuing country and current practice. Photocopies are not enough.
  • Registered address evidence. A lease or ownership document for the premises, in the form the local authority accepts. Some cities allow serviced or virtual arrangements for certain activities; many do not.
  • Articles of association. The company charter, setting out capital, governance, scope and shareholder rights.
  • Appointment documents. Legal representative, supervisors, directors and, where relevant, a local contact for filings.
  • Translation. Chinese translations of foreign-language documents, typically prepared to local standards.

Build a checklist early and have a local professional review it before submission. Small formatting errors cause real delays.

05 · ChinaMNC

Registered address, business scope and capital

Three details decide whether your licence will support the business you intend to run.

Registered address. This is the legal location of the company and must meet local zoning and documentation rules. It is not just a mailing address. Choose premises that match your activity: a trading company, a consultancy and a small manufacturer may face different expectations. Confirm the lease is acceptable to the authority before you sign anything long-term.

Business scope. This is the list of activities the company may conduct, written in standard Chinese phrasing. Too narrow, and you cannot invoice for work you actually do. Too broad, and you may trigger licensing questions. Draft it around real revenue lines, then confirm whether any item requires a separate permit.

Registered capital. This is the committed capital stated in the charter, not necessarily cash paid up front. Rules have changed in recent years and contribution timelines now receive closer scrutiny. Set a figure you can realistically meet, and understand how it interacts with bank account setup and shareholder liability. Do not copy a competitor's number without understanding it.

06 · ChinaMNC

Banking, tax and visas after the licence

The business licence is the beginning, not the end. Operational setup has its own rhythm.

Banking. Open a basic corporate account with a local bank. Expect know-your-customer checks on shareholders, beneficial owners and the business itself. Bring originals, translations and clear explanations of expected flows. Some founders open a foreign-currency account alongside the renminbi account. Banking relationships take time; start early and keep documentation consistent with your filings.

Tax. Complete tax registration and confirm your taxpayer status, invoicing arrangements and reporting obligations with a local accountant. Corporate income tax, value-added tax and payroll obligations all apply, and monthly or quarterly filings are normal. Bookkeeping is not optional, even in a quiet first year.

Visas and permits. Foreign staff need a work permit and a corresponding residence permit. The process usually involves the employer, an official application and supporting documents such as qualifications and health checks. Plan this before staff arrive; business visas are not a substitute for working legally. Family dependants have separate routes. Confirm current requirements with the local authorities, as practice changes.

07 · ChinaMNC

Common mistakes to avoid

Most problems we see are avoidable and share a theme: founders treat China registration as a formality rather than a design decision.

  • Choosing the city before the activity. Licensing, address rules and talent pools differ by city. Start with what you will do, then pick where.
  • Ignoring the negative list. Assuming your sector is open because a peer operates in it is risky. Confirm your specific activity.
  • Underestimating documents. Missing notarisation, legalisation or translations stalls applications. Build the file properly the first time.
  • A business scope that does not match revenue. You cannot invoice outside your scope, and amending it later takes time.
  • Setting capital carelessly. Commit to what you can fund and understand the contribution timeline.
  • Working before permits. Staff on the wrong visa create compliance risk for the company.
  • Skipping bookkeeping. Filing obligations begin immediately, whether or not you have revenue.
  • No local professional. A qualified accountant or advisor who reads the filings is not an expense to cut.

Prepare, ask specific questions, and the process becomes manageable.

FAQ

FAQ

Which entity should a foreign founder choose for a first China company?

It depends on the activity. A WFOE is the usual choice when you need to invoice customers, hire staff and run operations. A joint venture makes sense where a Chinese partner brings licences, distribution or local capacity, and where the sector requires it. A representative office suits liaison and research only, because it cannot earn revenue directly. Confirm first whether your planned activity is open to foreign investment.

Do foreign documents really need notarisation and legalisation?

In most cases, yes. Investor identity and corporate documents issued abroad generally need notarisation, followed by legalisation or an apostille depending on the issuing country and current practice. Requirements can differ by city and document type, so verify the exact list with the local authority or your advisor before submitting.

Can I use a virtual or serviced office as my registered address?

Sometimes, but not universally. Some cities permit serviced or shared arrangements for certain activities, while others require premises that meet specific zoning and documentation rules. The address must satisfy the authority, not just the landlord. Confirm acceptability before signing a lease, especially for manufacturing, logistics or licensed activities.

How is registered capital treated now?

Registered capital is the amount committed in the articles of association. Rules have changed in recent years and contribution timelines are scrutinised more closely. Set a figure you can realistically fund within the required period, and understand how it affects shareholder liability and bank account setup. Avoid copying another company's number without advice.

What comes after I receive the business licence?

You still need to carve the company seal, open a corporate bank account, complete tax registration, arrange invoicing and bookkeeping, and obtain work permits and residence permits for foreign staff. These steps are not optional and should be planned before operations begin. Budget for professional accounting support from the start.

Talk to us

WhatsApp / WeChat: +86 153 1898 8535

This page is general information for foreign founders and is not legal, tax or immigration advice. Requirements vary by city and change over time. Confirm your specific case with a qualified local professional.