Open activity
A foreign individual or overseas company can commonly establish a wholly foreign-owned limited liability company for consulting, trading, technology and many service activities, subject to the exact scope and local filing practice.
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Foreign-invested company · WFOE · China market entry
Company Registration in China: A Practical Guide for Foreign Investors
Registering a company in China is a sequence of connected decisions: market access, ownership, city, business scope, registered capital, address, officers, documents, banking and tax. Make them in the right order so the licence you obtain can support the business you intend to operate.
01 / Test the activity first
A business licence does not override market-access rules.
China applies pre-establishment national treatment plus a foreign-investment negative list. Activities outside that list are generally treated on the same basis as domestic investment, but all businesses must also comply with the national market-access negative list and any industry licensing rules.
The current national foreign-investment list took effect on 1 November 2024 and contains 29 special measures. Manufacturing access restrictions were removed, while restrictions remain in areas including certain agriculture, telecoms, education, media and cultural activities. The general Market Access Negative List was updated in 2025.
Restricted activity
The negative list may require Chinese ownership, specified managers or another condition. The structure must satisfy that condition before registration or licensing.
Prohibited activity
The registration authority and licensing body will not approve foreign investment in a prohibited field. Changing the wording of the scope does not cure the underlying restriction.
Licensed activity
Food, medical devices, education, travel, telecoms and other regulated activities can require premises, qualifications or permits in addition to the company licence.
02 / Build a company that fits the operation
Six choices define the filing and the company you will have to run.
“WFOE” remains useful commercial shorthand, but foreign-invested companies now use the ordinary Company Law forms. For most new foreign-owned operating businesses, the vehicle is a limited liability company with one or more foreign shareholders.
01
Shareholder
A foreign individual is usually simpler to document. An overseas company can suit group governance and future investment but requires corporate records and proof of signing authority.
02
City and district
Choose for customers, staff, logistics, licensing and real operations. A headline incentive is useful only when the company can satisfy its eligibility and substance tests.
03
Registered address
The registered address must be accepted locally for the activity and remain reachable for official mail and inspection. Banks review the premises independently.
04
Business scope
The Chinese scope should cover the real revenue activities without importing unnecessary licensing obligations. Licensed items still need their separate approvals.
05
Registered capital
For a new limited company, subscribed capital is generally payable within five years. Set an amount that supports the operating budget and can actually be funded.
06
Officers and control
Appoint the legal representative, directors or executive director, manager and any required supervisory role, then decide who controls chops, bank tokens and filings.
Registered capital is a legal funding commitment, not a service fee.
Article 47 of the Company Law requires shareholders of a new limited liability company to pay their subscribed contributions within five years from establishment unless a special rule applies. A large figure may look impressive but creates a real obligation; a figure that is too small may not support licensing, banking or the first operating cycle.
Read the Company Law →03 / Registration roadmap
Plan one chain from eligibility to an operating bank account.
The precise portal, forms, verification route and processing time differ by city. The sequence below is more useful than a single promised number of days because it exposes the steps most likely to delay a foreign-invested company.
- 01
Confirm access
Map the intended products and services to the foreign-investment list, general market-access list and industry permits.
- 02
Design the filing
Fix the shareholder, city, name, Chinese scope, address, capital, contribution dates and company officers.
- 03
Prepare evidence
Collect identity or corporate records, address evidence, appointments, articles and any Apostille, legalisation or translation required.
- 04
Verify and sign
Each required person completes the identity and electronic-signature route accepted by the local registration system.
- 05
Obtain the licence
The registration authority issues the electronic and/or paper business licence carrying the 18-character Unified Social Credit Code.
- 06
Create controls
Carve and record the required company chops, assign custodians and secure the licence, passwords and formation records.
- 07
Activate tax and bank
Confirm tax types, accounting and invoicing, then complete corporate bank KYC and report the account where required.
- 08
Become operational
Finish industry permits, customs and foreign-exchange setup, employment registrations and recurring compliance before the relevant activity starts.
04 / Overseas documents
The shareholder determines the evidence route.
Do not order notarisation or an Apostille until the target registrar confirms which documents, issue dates, translations and verification route it will accept. Banks often request a broader ownership and control file than the registration authority.
| Document area | Foreign individual | Overseas company |
|---|---|---|
| Core identity | Passport and locally accepted identity verification | Certificate of incorporation or current registry evidence |
| Authority | The individual signs personally or through an accepted authorisation | Articles, director record and proof of the authorised signatory |
| Ownership | Personal details required for registration and bank KYC | Ownership chart and ultimate beneficial owner evidence may be requested |
| Cross-border authentication | Passport copy or other public document if the online route is unavailable | Public corporate documents required by the registrar |
Apostille Convention country
For a public document covered by the Convention, an Apostille generally replaces Chinese consular legalisation. China began applying the Convention on 7 November 2023. The receiving authority can still require an accepted translation, current document and correct underlying content.
Non-Convention country or uncovered document
The applicable notarisation and consular-legalisation chain may still be required. Private documents can need a notarial step before authentication. Confirm the exact chain in the issuing country.
05 / Cost and timing
Separate the professional fee from the money the company needs.
A single “China company registration price” is rarely comparable unless the scope is defined. Ask every provider to state which city, shareholder type, address, translations, government disbursements, chops, tax setup, bank support, accounting and permits are included.
Formation work
Eligibility review, structure design, document preparation, filing, identity coordination and licence collection.
Third-party and address costs
Apostille or legalisation, notarisation, certified translation, courier, property or hosting fees and any required local evidence.
Operational setup
Chops, accounting, tax and invoicing activation, bank-account support, payroll, customs, foreign exchange and sector permits.
Company funding
Registered capital and the first operating budget belong to the company. They are not government charges and should not be hidden inside an agency quote.
The critical path is usually documents, identity verification, premises or bank KYC.
A clean registration filing may move quickly once every input is accepted, but the total project also includes overseas document preparation and the steps after the licence. Build the schedule around the slowest dependency rather than advertising the registrar's shortest processing window as the whole setup time.
06 / The licence is the midpoint
Registration creates the company; controls and filings make it usable.
Authority and assets
- Issue and allocate company chops
- Secure the original licence and electronic licence
- Record directors, managers and signing authority
- Set dual control for banking and payments
Tax and accounting
- Confirm tax registrations and first filing periods
- Start bookkeeping from incorporation
- Set up invoicing and expense evidence
- File nil returns where required before revenue begins
Operating permissions
- Open the corporate bank account
- Complete sector licences before regulated trading
- Register customs and foreign-exchange functions if needed
- Arrange payroll, social insurance and employment compliance
Every company also has recurring obligations, including tax filings and an enterprise annual report for the previous year through the national publicity system between 1 January and 30 June. Foreign-investment information is reported through the enterprise registration and credit-publicity systems.
China registration FAQs
Answers before you commit to a structure.
These are national starting points. The city, activity, shareholders and bank can change the evidence and sequence.
Can a foreigner own 100% of a company in China?
Yes, in many activities a foreign individual or overseas company can own 100% of a Chinese limited liability company. The exact activity must be checked against the current foreign-investment negative list, the general market-access negative list and any industry licensing rules.
Is a WFOE still a legal company type in China?
WFOE remains widely used shorthand for a wholly foreign-owned enterprise. Since the Foreign Investment Law took effect, foreign-invested companies use the ordinary company forms under the Company Law; the common operating vehicle is a limited liability company with foreign ownership.
Can a foreign individual be the shareholder?
Often yes. A foreign individual can commonly hold shares directly in an open sector. A passport and an accepted identity-verification or authenticated-document route are required. Using an overseas company instead may suit group governance but creates a broader corporate-document file.
How much registered capital does a China company need?
There is no single general minimum for an ordinary consulting or trading company, although regulated activities may have their own capital requirements. The amount should cover a credible operating plan and be capable of payment. For a new limited liability company, subscribed capital is generally due within five years.
Is registered capital a government fee?
No. Registered capital is the shareholders' funding commitment to their own company. Registration, address, authentication, translation, accounting and advisory charges are separate costs.
Does a China company need a registered address?
Yes. The company registers one domicile or principal place of business. Local rules determine the accepted property evidence and whether a hosted, shared or one-address-multiple-licences arrangement is available for the activity.
Can I register a company in China without visiting?
Often the registration filing can be completed remotely where every shareholder and officer can pass the local identity and signature process. Corporate bank KYC or an industry permit may still require attendance, a premises visit or additional originals.
What documents does an overseas corporate shareholder need?
The core file normally proves incorporation, current existence and the authority of the person signing for the shareholder. The registrar or bank may also request articles, director and ownership records, an ultimate-beneficial-owner chart and a power of attorney. Authentication and translation depend on the issuing country and local acceptance route.
How long does company registration in China take?
There is no reliable nationwide single timeline. Document authentication, identity verification, registered-address evidence, regulated licences and bank KYC can take longer than the registration authority's review itself. Plan the licence and operational setup as separate stages.
What does the business licence allow the company to do?
The licence establishes the legal entity and records its registered particulars and business scope. It does not replace a sector permit. If the scope includes a licensed activity, the company must obtain the relevant approval before carrying it out.
What happens after the business licence is issued?
The company normally needs its chops, tax and accounting setup, invoicing arrangements and a corporate bank account. Hiring, importing, foreign-exchange transactions or a regulated activity can add employment, customs, foreign-exchange and sector registrations.
Where should I register the company?
Choose the city around customers, staffing, logistics, licensing, banking and genuine operations. Tax or free-trade-zone incentives should be tested against eligibility and substance requirements rather than treated as automatic benefits of the licence address.
Related China company guides
Go deeper on each registration decision.
Each specialist guide covers one decision in more detail.
China Registered Address
Which registered or virtual address arrangements survive registration, banking and later inspection.
Read the guide
China Business License
Read a Chinese business licence, decode the 18-digit Unified Social Credit Code and verify a company.
Read the guide
Remote China Registration
Which steps can be completed from overseas, and which ones still trigger a visit.
Read the guide
China Company Changes
Change shareholders, directors or the legal representative without breaking tax, bank and licence records.
Read the guide
China Company Chops & Setup
Company chops, tax, invoicing, banking and the controls that make a new licence operational.
Read the guide
Hainan FTP vs FTZ
Compare the Hainan Free Trade Port with pilot free trade zones before choosing where to register.
Read the guide
China market-entry assessment
Design the company before filing the form.
Send the planned activity, owners, target city, customers and expected staffing. Our team will map the registration, address, capital, banking, tax and licence questions that need answers.
- Foreign-investment and licensing fit.
- Shareholder, city, address and capital structure.
- Documents, banking and post-registration roadmap.
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