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A Comprehensive Guide to Setting Up a Company in China with Woodburn

Establishing a business in China offers numerous advantages, including access to a fast-growing economy, low labour costs, and a large emerging market. However, it also presents cultural and regulatory challenges. This guide outlines the steps and requirements for setting up a company in China, including selecting a company structure, preparing necessary documents, obtaining required approvals, and registering with relevant authorities.

Key Steps:

  1. Choose a Company Structure and Name

  2. Comply with Pre-requisites

  3. Prepare Required Documents

  4. Apply for Approval Certificate

  5. Obtain Business License

  6. Register with the Public Security Bureau (PSB)

  7. Register at the Tax Bureau

  8. Open a Business Bank Account

Why Set Up a Company in China?

  • Economic Growth: China’s robust economic growth creates significant opportunities for business expansion.

  • Labour Costs: Competitive labour costs help manage operational expenses.

  • Market Access: Gain entry to a large, dynamic market with substantial growth potential.

  • Skilled Workforce: Access a well-trained workforce to enhance productivity.

Cultural Challenges:

  • Tradition and Social Structure: Understanding Chinese traditions and social structures is crucial.

  • Communication Style: Building relationships through interpersonal connections is vital.

  • Hierarchy and Respect: Navigating hierarchical structures and the concept of "saving face" is important.

  • Language Barriers: Overcoming language obstacles is necessary for effective communication.

  • Intellectual Property: Protecting intellectual property rights is essential.

Regulatory Requirements:

  • Registration: Register with various government bodies, including the Ministry of Commerce and State Administration of Industry and Commerce.

  • Disclosure: Ensure transparency in financial and business-related information.

  • Compliance: Adhere to trading rules and regulations.

  • Taxation: Comply with Corporate Income Tax, VAT, and other tax obligations.

  • Statutory Requirements: Follow statutory requirements based on company structure, such as having a minimum number of directors and shareholders.

Detailed Steps for Setting Up a Company

1. Choose a Company Structure and Name

Decide on the most suitable structure: Wholly Foreign-Owned Enterprise (WFOE), Joint Venture (JV), or Representative Office (RO). Each structure has distinct advantages and requirements. For instance, WFOEs offer complete foreign ownership and control, while JVs involve a partnership with a Chinese entity. Choose a unique company name that complies with Chinese regulations and reflects your brand identity.

2. Comply with Pre-requisites

Before proceeding, ensure you meet all pre-requisites:

  • Minimum Registered Capital: Depending on the industry, minimum capital requirements may vary. Although the minimum capital requirement has been relaxed, some industries may still have specific requirements.

  • Industry Requirements: Certain industries may have additional prerequisites, such as special licenses or approvals.

  • Location Selection: Choose a strategic location that aligns with your business goals and target market. Consider factors such as local incentives, infrastructure, and proximity to suppliers and customers.

3. Prepare Required Documents

Gather and prepare the necessary documents for company registration, including:

  • Articles of Association: Outline the company’s structure, business scope, and operating procedures.

  • Feasibility Study Report: Demonstrate the viability of your business plan and its alignment with Chinese regulations.

  • Lease Agreement: Secure a physical office space and provide a lease agreement as proof of address.

  • Legal Representative's Documents: Include copies of the legal representative’s passport, visa, and other identification documents.

4. Apply for Approval Certificate

Submit your application to the Ministry of Commerce (MOFCOM) or its local counterpart for approval. This step involves:

  • Review Process: Authorities will review your application, ensuring compliance with Chinese laws and regulations.

  • Approval Timeline: The approval process may take several weeks, depending on the complexity of your application and industry.

5. Obtain Business License

Once approved, apply for a business license from the State Administration for Market Regulation (SAMR). This license legally permits your company to operate in China. The application process includes:

  • Document Submission: Submit required documents, including the approval certificate, Articles of Association, and lease agreement.

  • Fee Payment: Pay the applicable registration fees as per the regulations.

6. Register with the Public Security Bureau (PSB)

Register your company’s legal representative and office address with the local Public Security Bureau. This step is crucial for compliance and involves:

  • Police Registration Form: Complete the police registration form with accurate details of your company’s legal representative and office address.

  • Registration Certificate: Obtain a registration certificate as proof of compliance.

7. Register at the Tax Bureau

Register with the local tax bureau to obtain your company’s tax identification number. This process involves:

  • Tax Registration Form: Fill out the tax registration form with accurate information about your company.

  • Taxpayer Identification Number (TIN): Obtain your TIN, which is essential for fulfilling tax obligations.

  • Tax Compliance: Familiarize yourself with China’s tax regulations and ensure timely filing and payment of taxes.

8. Open a Business Bank Account

Open a business bank account with a reputable bank in China. This account is essential for managing financial transactions, including capital injections, operational expenses, and employee salaries. The process includes:

  • Bank Selection: Choose a bank that offers comprehensive business banking services and aligns with your company’s needs.

  • Account Opening: Provide the necessary documents, such as the business license, Articles of Association, and legal representative’s identification documents.

  • Initial Deposit: Make the initial deposit as per the bank’s requirements to activate your account.

Woodburn offers expert assistance to navigate these complexities, ensuring a seamless setup process.

Can Woodburn help you?

 

Woodburn Accountants & Advisors is one of China’s most trusted business setup advisory firms.


Woodburn Accountants & Advisors is specialized in inbound investment to China and Hong Kong. We focus on eliminating the complexities of corporate services and compliance administration. We help clients with services ranging from trademark registration and company incorporation to the full outsourcing solution for accounting, tax, and human resource services. Our advisory services can be tailor-made based on the companies’ objectives, goals and needs which vary depending on the stage they are at on their journey.

 

Talk to an expert


Schedule a 30-mins complimentary, no-obligation call to see how Woodburn can help you. Book a call with our Head of Business Advisory - Kristina Koehler-Coluccia.

Topics we can advise on include:

  • Company Registration

  • Cloud Accounting & Financial Reporting

  • Cloud Payroll Services

  • Tax & Audit Services

  • Recruitment

  • Employer-of-Record

  • Visa Application

  • Trademark Registration

  • Switch to Woodburn

  • Partner with Woodburn (cross referral) 

Our calls are automatically scheduled via Zoom - or via Teams, WeChat or WhatsApp upon direct request. 

Our advisory calls are available from Monday-Friday from 8am to 5pm CEST and Wednesday until 9pm CEST.

 



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Woodburn Accountants & Advisors is one of China and Hong Kong’s
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