Register and run a company in mainland China

01 · ChinaMNC

Why consider mainland China

China is a large and varied market, and many foreign founders look at it because their customers, suppliers or competitors are already there. Being locally incorporated can make it easier to sign contracts with Chinese partners, hire staff, invoice customers and hold a presence that local parties recognize.

It also brings obligations. A mainland entity is subject to Chinese company law, tax filing, accounting and reporting duties. Founders should be clear about the commercial reason for the entity before choosing a structure.

• Market presence: a local company can support sales, service and sourcing.
• Hiring: employing local staff usually requires a local legal employer.
• Supplier relationships: some partners prefer to contract with a Chinese entity.
• Control and cost: a local entity means local compliance work and local costs.

Do not treat incorporation as a marketing step alone. Decide who will run the company, how it will be funded and how it will meet its filing duties before you start.

02 · ChinaMNC

WFOE, joint venture or representative office

The three structures most often discussed by foreign founders 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 by the foreign investor. It can carry out permitted business activities and is the usual choice when the founder wants control and a full operating entity.
• JV: a company shared with a Chinese partner. It can bring local knowledge, licences or relationships, but it requires careful agreement on governance, capital, profit sharing and exit.
• RO: a liaison office. It is restricted in what it can do, typically market research and liaison, and generally cannot earn revenue directly.

Which one is right depends on the activity, the sector, whether foreign investment is restricted, and how much control the founder needs. Check the current negative list for foreign investment and any sector-specific licensing before deciding.

03 · ChinaMNC

The registration process in five steps

Exact procedures differ by city, but most founders move through a similar sequence.

• Step 1: Define the business. Confirm the activity, the business scope wording, the registered capital plan and the legal representative.
• Step 2: Prepare the name and documents. Reserve a company name and assemble investor and officer documents, often including notarization and legalization or apostille where required.
• Step 3: Secure a registered address. Provide a compliant address, which may be a leased office or an approved virtual arrangement depending on local rules.
• Step 4: File for establishment. Submit the application to the local market regulation authority and obtain the business licence.
• Step 5: Complete post-setup items. Arrange company seals, bank account opening, tax registration and, where relevant, foreign exchange and customs registration.

Timelines depend on document readiness, local processing and sector approvals. Build in time for translation, notarization and bank onboarding rather than assuming a fixed schedule.

04 · ChinaMNC

Documents founders usually need

The document list varies by city and entity type, but founders should expect to prepare the following.

• Investor documents: certificate of incorporation or passport, depending on whether the investor is a company or an individual.
• Notarization and legalization: foreign documents often need notarization and consular legalization, or an apostille where applicable.
• Officer details: legal representative, directors, supervisor and general manager, with identification and contact details.
• Address evidence: lease agreement and property documents for the registered address.
• Constitutional documents: articles of association and, for a JV, the joint venture contract.
• Name application: proposed Chinese company name and alternatives.

Translations should be accurate and consistent. Mismatches between names, addresses and capital figures are a common cause of delay, so check every document before submission.

05 · ChinaMNC

Registered address, business scope and capital

Three details shape what the company can do and where it can operate.

• Registered address: the company must have a compliant address in its registration district. Some cities allow shared or virtual arrangements for certain activities; others require a physical office. Confirm local practice.
• Business scope: this describes permitted activities. Wording matters, and some activities require additional licences. Keep it aligned with what you actually plan to do.
• Registered capital: the amount, currency and contribution schedule should reflect the business plan. Rules on capital contribution have changed over time, so confirm current requirements for your structure and city.

Founders sometimes copy a scope from another company or choose an address that does not match their real operations. Both can cause problems later with banking, invoicing or licensing. Match the registration to the real business.

06 · ChinaMNC

Banking, tax and visas after incorporation

Getting the business licence is not the end of setup. The company still needs to become operational.

• Bank account: open a corporate RMB account and, where needed, a foreign currency account. Banks apply their own onboarding and due diligence checks, so prepare ownership and business documentation.
• Tax registration: complete tax registration and understand the filing calendar, invoicing rules and accounting obligations. A local bookkeeper or accounting firm is commonly engaged.
• Foreign exchange: cross-border payments and capital flows are subject to registration and reporting requirements.
• Visas and work permits: foreign staff generally need a work permit and residence permit. The process is separate from company registration.

Plan the order of these steps with your adviser. Bank onboarding can take time, and the company cannot invoice or pay staff properly until banking and tax arrangements are in place.

07 · ChinaMNC

Common mistakes to avoid

Many problems at setup are avoidable with a little planning.

• Choosing a structure before defining the activity. The permitted business determines whether a WFOE, JV or RO makes sense.
• Underestimating document formalities. Notarization, legalization and translation take time and must be consistent.
• Ignoring the registered address rules. An address that does not satisfy local requirements can block registration or later filings.
• Writing a vague business scope. Missing activities or unclear wording can affect licensing and invoicing.
• Forgetting post-setup compliance. Tax filing, accounting and reporting continue after incorporation.
• Assuming one city mirrors another. Procedures and requirements differ across mainland China.

Use local professional advice for your sector and city, and keep your commercial plan, documents and registration consistent with each other.