Register and run your company in mainland China

01 · ChinaMNC

Why China, and what to expect

Foreign founders look at mainland China for market size, deep supplier networks and proximity to manufacturing and customers. Those advantages are real, but they come with a regulated operating environment: foreign investment is governed by national law and a negative list that sets out where foreign ownership is restricted or prohibited, and local authorities in each city apply their own procedures.

Before you register anything, be clear about what you want the Chinese entity to do. Will it sell to local customers, manufacture, run research, or simply support a foreign parent? The answer drives the entity type, the business scope, the registered capital and the premises you need. Founders who skip this step often choose a structure that later cannot do what the business requires.

Treat China entry as a project with dependencies: site selection, name approval, documents, capital, banking and staffing. Budget time for each stage rather than assuming a single fixed timeline, and keep a local adviser or service provider who can confirm current city-level requirements. This page gives the framework; your city and industry will fill in the specifics.

02 · ChinaMNC

WFOE, joint venture or representative office

The three structures foreign founders most often consider are the wholly foreign-owned enterprise (WFOE), the joint venture (JV) and the representative office (RO). Each fits a different purpose.

• WFOE: a limited liability company owned entirely by foreign investors. It can generally conduct the business activities listed in its scope, invoice customers and employ staff. It is the usual choice for founders who want full control and an operating business.
• Joint venture: a company shared with a Chinese partner, typically as an equity joint venture. A JV can bring local knowledge, licences or distribution, but it also means shared control, negotiated governance and a partner-selection process that deserves careful diligence.
• Representative office: a non-profit liaison office. An RO can support market research and contact-making for its parent but cannot sign contracts or earn revenue directly, so it suits a watching brief rather than a trading operation.

Check the negative list for your sector before choosing. Some activities are reserved for Chinese investors, some require a Chinese partner, and some need special licences on top of the business licence. The right structure follows the activity, not the other way round.

03 · ChinaMNC

The five-step registration process

Procedures differ by city and by industry, but a typical company setup follows five broad steps.

• 1. Prepare the plan: confirm the entity type, proposed Chinese company name, registered capital, business scope, legal representative and registered address. Check whether your sector needs pre-approval.
• 2. Name approval and filing: submit the proposed name for clearance through the local market regulation system, then prepare the articles of association and investor documents.
• 3. Market entity registration: file the application with the local market regulation authority. When approved, you receive the business licence, which is the entity's core registration document.
• 4. Post-licence registrations: arrange the company seal set, tax registration and invoicing setup, bank account opening, and any sector-specific permits your activity requires.
• 5. Staffing and operations: register employees for social insurance and housing fund where applicable, and arrange work and residence permits for foreign staff.

Each step depends on the one before it, and some documents must be notarised or legalised and translated into Chinese. Build the sequence into your plan rather than treating the licence as the finish line.

04 · ChinaMNC

Documents you will likely need

Document lists vary by city and entity type, but foreign founders should expect to prepare the following.

• Investor documents: certificate of incorporation or equivalent for a corporate investor, or passport for an individual investor, usually notarised and legalised or apostilled as required, with Chinese translations.
• Corporate governance documents: board or shareholder resolutions authorising the investment and appointing the legal representative, plus a power of attorney for any local agent.
• Company documents: proposed Chinese name, articles of association, registered capital and contribution schedule, business scope wording, and details of directors, supervisors and the legal representative.
• Premises documents: lease agreement and the landlord's ownership or authorisation documents for the registered address.
• Personal documents: identification and, for foreign staff, qualifications and experience evidence for work permit applications.

Translations must usually be done by a recognised translation company, and signatures may need to be witnessed or notarised. Ask the local registration authority or your adviser for the current checklist before you start collecting documents, and keep originals and scans organised — you will reuse them at the bank and tax office.

05 · ChinaMNC

Registered address and business scope

Two items cause more delay than almost any others: the registered address and the business scope.

Registered address. The company must have a registered place of business in the city where it is registered. Many cities require commercial premises with documentation proving the landlord's right to lease; some allow serviced offices or designated registration spaces, and some impose conditions on those arrangements. If the address is later found to be unsuitable, the company can be asked to relocate and update its registration. Confirm what your city accepts before signing a lease.

Business scope. This is the official description of what the company may do. It should be written using the standard wording used by the local registration system, and it must match your actual plans. Activities outside the scope cannot be invoiced properly, and certain wording triggers additional licensing — for example, food, education, logistics or financial services. A scope that is too narrow blocks business; one that is too broad can attract scrutiny or unnecessary approvals.

Review both items against your real operating plan, and revisit them when the business changes.

06 · ChinaMNC

Bank, tax and visas after registration

Once the business licence is issued, the operating work begins.

• Banking: open the company's RMB basic account and any foreign-currency account. Banks apply their own onboarding checks, and opening an account can take longer than founders expect, so prepare ownership, business and source-of-funds information. Capital contributions from abroad must be handled through the correct channels and recorded properly.
• Tax: complete tax registration, confirm the taxes that apply to your activity, set up invoicing and understand filing obligations. Foreign-invested companies deal with both national and local tax matters, and the treatment of cross-border payments, royalties and services deserves professional review.
• Visas: foreign staff generally need a work permit and a residence permit; the process involves the employer, the local science and technology or foreign expert administration and the exit-entry authority. Founders should plan their own immigration status alongside the company's registration, since the two are connected but separate.

Accounting, payroll and annual reporting obligations continue from day one. Arrange a bookkeeping and compliance routine early rather than catching up later.

07 · ChinaMNC

Common mistakes to avoid

Most problems foreign founders meet are avoidable with a little preparation.

• Choosing the entity before the activity. Decide what the company must do first, then pick the structure and check the negative list.
• Underestimating documents. Notarisation, legalisation, translation and signatures take time; missing paperwork is the most common cause of delay.
• Ignoring the registered address. A cheap or informal address that the city will not accept can force a relocation and re-registration.
• Writing a vague or over-broad business scope. Match the standard wording to real plans, and check for licensing triggers.
• Treating the licence as the end. Bank account opening, tax setup, invoicing and work permits are separate tasks with their own requirements.
• Assuming one city's rules apply everywhere. Local practice differs, and requirements change, so verify current rules rather than relying on old guides.
• Skipping local advice. A qualified local lawyer or adviser is not a cost to cut; it is how you avoid expensive corrections.

Plan conservatively, document everything, and keep your advisers informed as the business evolves.