Set up and run your company in mainland China

01 · ChinaMNC

Why China

Foreign founders look at mainland China for a few practical reasons. It is a large market with deep manufacturing and supplier networks, and many industries have mature logistics, engineering and digital infrastructure. Being registered locally can make it easier to sign contracts with Chinese customers, invoice in renminbi, hire local staff and hold a bank account in the country.

That said, market size alone is not a strategy. Before registering anything, define who your customer is, how you will reach them, and whether your product or service needs a local licence. Some sectors restrict or prohibit foreign ownership, and some require extra approvals. Check your specific activity against the current negative list and any sector rules, ideally with local advice.

Also plan for the operating reality: Chinese-language filings, a local registered address, local accounting, and staff or a service provider on the ground. Founders who treat registration as the finish line tend to struggle. Treat it as the start of building a compliant local operation.

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). Each fits a different purpose.

• WFOE: a limited liability company owned entirely by foreign investors. It can usually conduct the business activities listed in its scope, invoice customers and hire staff. It is the common choice for founders who want control and a full operating entity.
• Joint venture: a company shared with one or more Chinese or foreign partners. A JV can help where a local partner brings licences, land, distribution or relationships, or where rules require local participation. It also means shared control and governance that must be negotiated carefully in the shareholders' agreement and articles.
• Representative office: a liaison office that cannot normally earn revenue. It suits market research and coordination, not selling.

Choose based on what you must legally do, who must control decisions, and how you will exit. Document governance, capital contributions and deadlock procedures early.

03 · ChinaMNC

The five-step process

Registration is usually a sequence of approvals and registrations, and the order matters. A typical path looks like this.

• Step 1: Feasibility and scope check. Confirm your planned activities are open to foreign investment, and identify any sector licences you will need before or after registration.
• Step 2: Name and structure. Reserve a company name that meets local naming rules, and finalise entity type, shareholders, legal representative, registered capital and address.
• Step 3: Filing and business licence. Submit the establishment filing and articles through the local market regulation system, then obtain the business licence.
• Step 4: Seals and post-licence registrations. Have company seals made, then handle tax registration, and social insurance and housing fund registration where you will employ staff.
• Step 5: Banking and go-live. Open the corporate bank account, complete foreign exchange and capital procedures if applicable, set up bookkeeping, and begin operating.

Timelines vary widely by city, industry and how complete your documents are. Ask your adviser for a realistic sequence rather than a guaranteed date.

04 · ChinaMNC

Documents you will be asked for

Paperwork is where many applications stall. Requirements differ by city, but expect requests in three groups.

• Investor documents: certificate of incorporation or equivalent for corporate shareholders, or passport for individuals; constitutional documents; board resolutions approving the investment; and notarisation, legalisation or apostille as the local authority requires. Translations into Chinese are typically needed.
• Company documents: proposed Chinese name, articles of association, establishment filing forms, capital and contribution schedule, appointment of the legal representative and directors, and the registered address evidence.
• Premises and people documents: lease or title documents for the registered address, plus identity and contact details for appointed officers and, where relevant, proof of the authority of the signatory.

Keep originals consistent: names, addresses and capital figures must match across every document. Use a professional translator and check whether documents need to be apostilled or legalised before they leave your home country, since fixing this later is slow.

05 · ChinaMNC

Registered address and business scope

Two details shape what your company can legally do and where.

Registered address. Every company needs a registered address in its jurisdiction. This is where official notices go. It can be a leased office, and in many cities a serviced or virtual address is accepted for certain activities, but rules vary and some sectors or local authorities require a real office with inspection. Check the landlord can provide the documents the registry accepts, and confirm the address suits your actual operations and any licence requirements.

Business scope. The scope lists your permitted activities, usually in standard wording. Write it to cover what you will actually do now and reasonably soon, because operating outside it or amending it later creates friction. Some activities in the scope are general; others are licensed and need approval before you can trade. Foreign investment restrictions also attach here. Keep the scope focused and accurate rather than long and vague, and review it whenever you add a product line.

06 · ChinaMNC

Banking, tax and visas

Once the licence is issued, the operational work begins.

• Banking: open a corporate renminbi account, and a foreign currency account if you need one. Banks conduct know-your-customer checks, so expect questions on ownership, business model and expected flows, and prepare supporting documents. Foreign exchange and capital contribution procedures should be handled with your bank and adviser.
• Tax: register with the tax authority, understand your applicable taxes and invoicing rules, and appoint a bookkeeper or accounting firm. Good records from day one make filings and audits far easier.
• Visas and permits: foreign staff usually need a work permit and a residence permit, and the company may need to be set up before applications can proceed. Founders should confirm the correct visa route before travelling, and never work on the wrong visa.

Employment, payroll and social insurance obligations also apply once you hire. Budget for professional support in accounting and immigration.

07 · ChinaMNC

Common mistakes to avoid

Many problems are avoidable with preparation.

• Choosing structure by habit. Copying a friend's setup without checking your sector and control needs can lead to a costly restructuring.
• Ignoring the negative list. Assuming any business is open to full foreign ownership is a frequent and serious error.
• Document mismatches. Inconsistent names, addresses or capital figures, or missing notarisation and legalisation, delay filings.
• Vague business scope. Too broad invites questions; too narrow blocks invoicing and may require an amendment.
• Weak premises evidence. A registered address that the registry or a licensing authority will not accept stalls the whole process.
• Underestimating post-setup work. Banking checks, tax registration, bookkeeping and visas take time and should be planned alongside incorporation.
• Ignoring governance. For JVs especially, unclear decision rights and exit terms create disputes later.

Use local advisers, keep documents consistent, and plan the first year of operations, not just the licence.