Definition paragraph
Registering a company in China remotely requires a precise set of notarized, apostilled, and translated documents — missing a single seal or incorrect translation can delay approval by weeks. This checklist covers every document needed for a Wholly Foreign-Owned Enterprise (WFOE, 外商独资企业, wàishāng dúzī qǐyè) registration, organized by stage: name pre-approval, core incorporation, and post-registration filings. The requirements apply whether registering in Shanghai, Beijing, Shenzhen, or other major cities, though local bureaus may request minor variations. Plan for 8 to 14 weeks total processing time from document preparation to business license issuance, with professional fees ranging from RMB 30,000 to RMB 60,000 depending on city and complexity.
What This Checklist Covers
This resource addresses the complete document inventory for establishing a WFOE with a single foreign corporate shareholder — the most common structure for foreign investors entering China. It covers the three core stages: company name approval and pre-registration, submission of incorporation documents, and post-registration filings (business license, tax registration, customs, and banking). Additional shareholders or individual investors require supplementary identity and background documents.
Document Requirements by Registration Stage
Stage 1: Name Pre-Approval and Preliminary Filings
- Proposed company names (3 to 5 alternatives) — Format: “City + Brand + Industry + Co., Ltd.” in Chinese. Reviewed by the Administration for Market Regulation (AMR, 市场监督管理局, shìchǎng jiāndū guǎnlǐ jú).
- Letter of authorization — Signed by the foreign parent company authorizing the local agent or law firm to conduct the name search and reservation.
- Power of attorney — Notarized and apostilled, granting the local representative authority to act for preliminary filings.
Stage 2: Core Incorporation Documents
- Certificate of incorporation of the foreign parent — Notarized by a local notary and apostilled. Original plus certified copy required.
- Articles of association / memorandum — Certified copy, notarized and apostilled, showing authorized share capital, directors, and registered address.
- Bank reference letter — Issued within the last 6 months, confirming good standing. Notarized and apostilled.
- Certificate of good standing — Issued by the foreign company registry within the last 3 months. Notarized and apostilled.
- Board resolution — Authorizing the establishment of a China subsidiary, appointing the legal representative, and specifying registered capital. Notarized and apostilled.
- Passport copies of directors and legal representative — Notarized copies if the individual is not present in China.
- Resume and appointment letter for the legal representative — Brief CV and formal appointment letter signed by the foreign parent board.
- Registered address proof — Lease agreement or property certificate for the China office address, or a hosting agreement from a virtual office provider.
- Feasibility study report / business plan — Covering business scope, projected revenue, headcount, and registered capital justification. Usually prepared by the local registration agent.
Stage 3: Post-Registration and Operational Filings
- Business license (营业执照, yíngyè zhízhào) — Issued by AMR upon approval. Required for all subsequent steps.
- Company seal registration — Application for the company chop. Requires the business license and legal representative ID.
- Tax registration form — Filed within 30 days of license issuance. Includes registration with the unified tax bureau.
- Social insurance and housing fund registration — Required if hiring local employees. Requires business license, legal representative ID, and initial employee list.
- Customs registration certificate — Only if the WFOE will engage in import or export activities.
- Foreign exchange (SAFE) filing — Required to open a foreign currency capital account and remit registered capital from overseas.
- Bank account opening documents — Includes business license, company seal, legal representative ID, board resolution, and tax registration certificate.
Preparation Tips and Common Mistakes
Notarization and apostille. China is a Hague Apostille Convention member since November 2023. Documents from Hague member states only require an apostille — no further Chinese consulate legalization. Non-Hague countries still need full consular legalization. Mistaking the two is the most common cause of rejection.
Certified translation. Every foreign-language document must be translated into Chinese by a certified translation company in China with an official seal. Overseas translations without a China-registered affiliate’s stamp will be rejected by the AMR.
Document expiry. Certificates of good standing and bank reference letters have a 3 to 6 month shelf life. If your application is delayed, you may need to reissue and re-notarize these documents. Plan to have all apostilled documents ready no more than 30 days before submission.
Registered capital. China no longer requires minimum registered capital for most industries, but your declared amount must align with your business scope and feasibility report. Setting capital too low raises solvency questions; too high increases stamp duty costs at 0.05% of registered capital.
Digital signatures. Most registration documents still require wet-ink signatures or legally recognized digital signatures from approved Chinese CAs. Foreign e-signature platforms alone are generally not accepted unless the foreign parent also affixes a physical seal and the document is notarized.
Where to Go From Here
Based on what you just read:
- Ready to act? Read [guide: remote-china-company-registration]
- Still comparing? See [comparison: peo-vs-eor-vs-direct]
- Need numbers? Try [tool: china-entry-cost-calculator]
— China Gateway 360 —
Remote China market entry support, built around execution.
