01 · ChinaMNC
Why mainland China, and what to settle first
Foreign founders look at mainland China for market access, manufacturing depth, supplier networks and talent. The question is not whether the market is large, but whether your business model fits the operating environment. Before registering anything, clarify what you actually need: a sales entity invoicing Chinese customers, a sourcing or quality-control office, a manufacturing plant, or a holding structure above several operations.
Write down three things. First, who your Chinese customers are and whether they require local invoices and contracts. Second, where your people and premises will sit, since registration is city-specific. Third, how money enters and leaves, because capital contribution, profit repatriation and intercompany payments all have documentation requirements.
Also decide who will be the legal representative and supervisors. These roles carry real responsibility and are not ceremonial. Founders should confirm who holds authority, who signs, and how decisions are documented internally before filing. Getting these answers early prevents redesigning the structure later, which is slower and costlier than planning once, properly, at the start.
02 · ChinaMNC
WFOE, JV or representative office
A wholly foreign-owned enterprise (WFOE) is the default for founders who want full control to invoice, hire and trade. It is a Chinese legal entity owned entirely by foreign investors. Most service, trading and consulting businesses use a WFOE, and manufacturing is possible where the activity and site are permitted. The trade-off is full compliance responsibility and the need for real capital, premises and staff arrangements.
A joint venture (JV) pairs you with a Chinese partner, usually for market access, licenses, land or distribution. Equity JVs create a shared company; cooperative JVs split rights and obligations by contract. JVs can open doors, but governance, exit terms and dispute resolution must be negotiated carefully while your bargaining position is strong.
A representative office (RO) is a non-profit contact point. It cannot sign sales contracts or invoice locally, and it suits market research or liaison work rather than revenue. Many founders start with an RO to test the market, then upgrade to a WFOE once demand is confirmed. Choose based on activity, not on which filing looks easiest.
03 · ChinaMNC
The five-step registration process
Registration runs in five broad steps. City practice varies, and each step depends on the previous one being clean.
- Reserve the name. Submit proposed Chinese names for approval. Names must be unique and consistent with the intended business scope.
- Prepare and file establishment documents. This includes the application, articles of association, investor documents, and appointments of legal representative and supervisors, filed with the market regulation authority.
- Obtain the business license. Once approved, the license states your registered capital, address, scope and legal representative. It is the foundation for everything after.
- Complete post-license filings. Carve seals, register with tax, and handle foreign exchange, customs and social insurance registrations as applicable to your activity.
- Open bank accounts and fund the company. Open the basic RMB account and any foreign currency capital account, then contribute capital as committed and recorded.
Expect document queries rather than a straight line. Respond quickly, keep one consistent set of facts across every filing, and avoid changing address, scope or capital midway.
04 · ChinaMNC
Documents foreign founders actually need
Document requirements differ by city and entity type, but the core pack is predictable. Prepare clean, consistent copies and allow time for notarisation and legalisation or apostille where required.
- Investor documents. Certificate of incorporation or registration for corporate investors, or passport for individuals, plus evidence of the ownership chain.
- Notarisation and legalisation. Many jurisdictions require investor documents to be notarised and then legalised or apostilled for use in China.
- Articles of association. The constitutional document setting governance, capital, profit distribution and decision rights.
- Appointment documents. Resolutions naming the legal representative, supervisors, directors and authorised signatories, with identity documents.
- Address evidence. A lease or sublease plus the landlord's ownership proof, in a form the local authority accepts.
- Name reservation and application forms. Signed by the authorised representative.
Translations should be accurate and consistent. Name spelling, addresses and capital figures must match across every page. Inconsistent documents are a common reason filings are returned.
05 · ChinaMNC
Registered address and business scope
Your registered address is the legal home of the company and must be a real, verifiable location accepted for that activity and city. Many founders use a serviced office or an incubator that supports registration. Landlords should provide ownership documents and a lease suitable for filing. Some activities, such as manufacturing or food service, require premises that meet specific standards, so confirm the address before signing a long lease.
Business scope defines what the company may do. It is written in standard categories and appears on the license. Draft it around your actual revenue activities, then add adjacent items you genuinely expect. Overly broad scope invites questions; too narrow a scope can block invoicing for real work. Licensed activities, such as certain food, education or logistics services, need separate approvals before operation.
Address and scope are not paperwork details. They affect banking, tax classification and whether customers can accept your invoices. Align them with your business plan from the first filing.
06 · ChinaMNC
Banking, tax and visas after setup
With the license issued, open a basic RMB account for operations and a foreign currency capital account if you are contributing foreign capital. Banks ask for the license, seals, governance documents and identification of signatories, and may request supporting contracts. Capital contributions should be remitted with clear purpose references and recorded properly, because future repatriation depends on that trail.
Tax registration follows, and the company becomes responsible for bookkeeping, invoicing, periodic filings and annual reporting. Whether you are VAT general or small-scale taxpayer, and how corporate income tax applies, depends on activity and revenue. Engage a qualified accountant early rather than reconstructing records later.
Founders and foreign staff need the right visa. Working in China generally requires a work permit and a residence permit; entry on a business visa does not authorise employment. Set up social insurance and payroll as required. Confirm current rules with local authorities and licensed professionals, since procedures and thresholds change.
07 · ChinaMNC
Common mistakes to avoid
Most delays come from avoidable errors rather than unusual rules.
- Choosing an entity before defining the activity. Pick the vehicle that matches invoicing, hiring and control needs.
- Inconsistent documents. Mismatched names, addresses or capital figures across filings cause rejections.
- Ignoring the address. Signing a lease that cannot support registration wastes time and money.
- Business scope too vague or too narrow. Both create problems at banking and invoicing.
- Underestimating compliance. Bookkeeping, tax filing and annual reports are continuous obligations, not one-off tasks.
- Working without permits. Doing business on the wrong visa creates personal and company risk.
- Weak governance. Unclear authority over seals, bank access and signing invites disputes.
Plan the structure once, with local advice, then execute methodically. Founders who treat registration as a project with owners and deadlines move faster than those who file piecemeal and react to queries.