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01_China news

China Trading Company Setup

Key documents and company registration procedures explained

03_中國訊息

China Service Company Setup

Essential considerations for establishing a service-based company

02_中國訊息

Business License & Permit Overview

What licenses and permits are required for your industry?

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Company Reg.

Shanghai / Shenzhen / Suzhou / Kunshan / Xiamen

Shanghai City / Shenzhen City / Suzhou City / Kunshan City / Xiamen City

The primary factor for foreign investment to enter the Chinese market is related to its growing middle-class consumer population.

The size of the Chinese middle class is 300 million people, far more than any other Asian country: It is estimated that by  2030, 70% of the Chinese population will be middle class.

In order to attract skilled, high-tech, advanced services and excellent talents, the Chinese government is actively expanding the potential for foreign investment. For example, the Foreign Investment Law, effective from 2020, provides foreign investment enterprises (FlEs) with greater flexibility to set up companies.

I.Basic introduction of China

Basic introduction of China

  • China is aligning with the global trends of economic integration and industrial chain restructuring by continuously promoting a higher level of openness to the outside world. Guided by the principles of rule of law and internationalization, it is optimizing its business environment. With the continuous improvement of free trade pilot zones and foreign investment mechanisms, the Chinese market has demonstrated strong appeal, attracting an increasing number of investors to establish commercial, trade, or service-oriented companies in China to tap into its vast domestic demand and policy advantages.

II.Why is it necessary to establish a China company?

Why is it necessary to establish a China company?

  • First, for investors, the key question to consider is whether it is truly necessary to establish a company in China and incur the associated costs of local operations. There are several important reasons for setting up a company in China, with the most common considerations as follows:
  • Local Operations: Many business activities must be conducted through a local entity to operate legally.
  • Regulatory Access: Certain industries—such as food, medical devices, and cosmetics—require the establishment of a local company to meet regulatory requirements and act as the responsible entity in China.
  • Client Trust: Having a local presence enhances credibility with Chinese customers and business partners.
  • VAT Invoicing: The ability to issue VAT invoices in China enables clients to claim input VAT deductions and meet accounting requirements.
  • RMB Settlement: Transactions can be conducted directly in Renminbi (RMB) within China, as often required by local clients and suppliers.
  • Legal Employment: Ability to legally hire employees in China, including signing labor contracts and making social security contributions.
  • Talent Attraction: Local candidates are generally more inclined to join companies with a formally registered legal entity.
  • Operational Control: Direct management of local teams enhances efficiency and operational effectiveness.
  • Direct Sourcing: Procure directly from Chinese suppliers to reduce costs.
  • Logistics Management: Streamline import and export processes, manage customs clearance and inspection, and apply for export tax rebates where applicable.
  • Intellectual Property Protection: Safeguard trademarks, patents, and other IP assets within China.
  • Contract Enforceability: As a locally registered entity, the company can enter into contracts with local parties, providing stronger enforceability and greater advantage in dispute resolution.
  • Financing & Incentives: Eligibility to apply for government subsidies and access local bank financing.

In summary, the primary reasons for establishing a company in China typically include:legal operations + market access + tax and financial compliance + talent management. Conversely, under certain circumstances, it may not be necessary to establish a local entity, and alternative solutions can be considered.

  • Pure cross-border e-commerce (operating through online platforms).
  • Market testing or short-term operations.
  • Operating through local agents or distributors.
  • No established local team or office in China.

III.Which city in China should we choose to register the company?

Which city in China should we choose to register the company?

  • If you want to enter the Chinese market and register a company, it is important to understand that different cities and regions are suitable for different types of industries. For example, Shanghai is famous for investment in finance, automobiles, chemicals, and logistics, while Shenzhen is developing into high-tech industries such as smart phones, IT equipment, home appliances, robots, and drones.
  • Other factors to consider when finding a suitable location may be government regulations (especially in terms of environmental impact), infrastructure and trade routes, and customer and distributor bases.
  • Generally, coastal provinces, large cities such as Shanghai, Suzhou, Guangzhou, Beijing, Shenzhen, and Hangzhou, and first-tier cities are more friendly and familiar with foreign-invested companies. The following is a basic introduction to the major cities for foreign investment:
  • Shanghai:
    Shanghai is the most populous city in the Mainland, and it is also a center of international finance and trade, innovation and technology, transportation and logistics. Many companies across the country will give priority to setting up companies in Shanghai. Shanghai is turning to a post-industrial economy and is striving to develop six industries: electronic information/ automotive/petrochemical and fine chemicals/steel /biomedical industries. The top three industries are financial services, retail, wholesale and real estate. Surrounded by Zhejiang and Jiangsu provinces, Shanghai has close ties with Suzhou Industrial Park and Changshu Economic and Technological Development Zone, where domestic and foreign manufacturers and traders have established factories and warehouses.
  • Shenzhen:
    Shenzhen has a strong development in trade, innovative technology, financial services, modern logistics and cross-border e-commerce. Many Chinese high-tech start-ups that have grown up in Shenzhen have rapidly developed into multinational automobiles, such as Tencent and Huawei. Therefore, many technology companies choose to register companies in Shenzhen.
  • Suzhou/Kunshan:
    Many electronics-related industries will give priority to the establishment of companies in Kunshan. It is China’s first county-level city with an industrial output value exceeding one trillion yuan. It is currently vigorously developing emerging industries such as artificial intelligence, intelligent manufacturing, aerospace, and new materials. It is also a gathering place for manufacturers in the electronics/semiconductor industry, and the supply chain of related industries is complete.
  • Xiamen:
    Xiamen is a coastal city located in the southeastern region of Fujian Province, China. It is an important port city and also one of China’s special economic zones, aimed at encouraging foreign investment and economic development. In recent years, Xiamen has experienced rapid economic growth and has become one of China’s most significant cities for trade, finance, and high-tech industries.

IV.What are the types of foreign companies registered in China?

What are the types of foreign companies registered in China?

Foreign investors registering a company in China can be categorized into three types based on their investment method:

Introduction and Key Advantages of Foreign Investors Registering Companies in China:

  • Wholly Foreign Owned Enterprise (WFOE)
    As a limited liability company, a WFOE is an independent legal entity, where the liability of shareholders is limited to their capital contribution. It is generally considered the most favorable structure for foreign investors entering the China market. Advantages of WFOE:
    A.Allow companies to engage in all activities registered in China.
    B.The company’s decision can be made completely.
    C.When expanding the business to China, you can register your own trademark as a local independent legal person.
    D.You have full autonomy to hire employees.
  • Equity Joint Venture (EJV)
    The primary advantages of establishing a joint venture include:
    1. Facilitates entry into restricted industries
    Certain industries are subject to foreign investment restrictions (based on the Negative List), making joint ventures a viable alternative.
    2. Access to local partner resources
    Foreign investors can leverage the Chinese partner’s expertise, distribution networks, and sales channels to accelerate market entry.
    Despite these advantages, investors should note that control may be limited, and reliance on a local partner may introduce operational risks. Therefore, WFOEs remain the preferred choice for most foreign investors.

V.Common types of registered companies in China

Common types of registered companies in China

If it is distinguished by the type of operation, the set up a China company can be classified into the following categories:

  • China limited liability company:divided into China trading and China service companies according to business projects.

It can carry out other related supporting business such as wholesale, retail, import and export of goods in China or other regions. In addition, it is necessary to operate the franchise qualification industry (such as Liquor, Food, Cosmetics, medical equipment, etc.). Apply for a license. To register a company in China, such as Shanghai, Suzhou, Hangzhou, and Shenzhen, you can find a professional agency company to handle everything.

The establishment of investment company business in mainland China is mainly based on service nature, such as setting up mainland consulting, 

software APP development, marketing, agency, catering management, etc., and operating the franchise qualification industry.

Investors who set up companies in mainland China, and additional branches in other locations in the China Free Trade Zone, their accounts need to be merged into mainland subsidiaries.

The enterprise must be conducive to the development of China’s national economy and adopt advanced technology and equipment, or all its products are exported or exported.

Set up a representative office in the mainland. Investors can conduct market research and development in mainland China, but they cannot have any revenue activities in China. 

Hong Kong, Macau, Taiwan
Individual industrial and commercial households refer to citizens who, within the scope permitted by law, engage in industrial and commercial business operations.

Comparison form of China company set up type:

VI.Company Setup Process in China

Company Setup Process in China

Step 1 : Name Approval

An application must be submitted to the Market Supervision Authority for pre-approval of the company name to ensure it is not duplicated. The company name should follow the format: Administrative Region + Trade Name + Industry Category. Once approved, the name is typically reserved for up to one year.

Step 2: Foreign Investment Filing

Foreign-invested enterprises are required to file relevant information with the Ministry of Commerce (MOFCOM) before proceeding with the incorporation process.

Step 3 : Business License Application

Upon completion of name approval and filing, the required documents must be submitted to the relevant authorities to apply for a business license. Upon approval, the company will be issued a Unified Social Credit Code.

Step 4 : Company Seal Registration

Official company seals—including the company seal, financial seal, and legal representative seal—must be engraved and registered with the relevant authorities before they become legally valid.

Step 5 : Bank Account Opening

The company must open a RMB basic account and a capital account, and complete foreign exchange registration. Online banking services may be activated as needed for domestic transactions.
Inter Area can arrange on-site assistance for the legal representative to facilitate account opening, ensuring timely setup for future payments and tax operations.

Step 6: Tax Registration

The company’s legal representative must complete tax real-name verification, followed by tax registration and invoice application. After obtaining the tax control equipment, the company may begin issuing invoices.

Newly established companies are typically registered as small-scale taxpayers. For businesses engaged in wholesale or import/export activities, it is advisable to apply for general VAT taxpayer status to enable input VAT deductions. For more details, please refer to our article: “VAT Application.”

Step 7: Import & Export Registration

If the company engages in international trade and intends to handle import and export activities directly, it must apply for customs registration and obtain an electronic port card. This process enables customs clearance and import/export qualifications, typically taking approximately 3–4 weeks. For further details, please refer to our article: “Import and Export Application.”

VII.Required Documents for Company Incorporation in China

Required Documents for Company Incorporation in China

  • Before establishing a company in China, foreign investors must prepare the necessary documentation to comply with local business registration and foreign investment filing requirements. Certain documents may need to be notarized in the investor’s home jurisdiction and subsequently authenticated by a Chinese embassy or consulate to ensure legal validity. The following is a general list of commonly required documents. Actual requirements may vary depending on the company structure, industry, and local regulatory policies:

A. Investor (Shareholder) Information:Individual shareholders must provide identification documents. Corporate shareholders are required to submit incorporation documents, which may need to be notarized and authenticated by a Chinese embassy or consulate.
B. Proposed Company Name.
C. Registered Address in China: A valid lease agreement for the company’s registered office address must be provided.
D. Company Structure:In addition to shareholders, at least one legal representative must be appointed for company establishment.

E. Business Scope.
F. Registered Capital:Except for certain regulated industries, there is generally no minimum capital requirement. In practice, trading companies engaged in wholesale and retail activities typically register capital ranging from RMB 500,000 to RMB 1,000,000.
Under the revised PRC Company Law (2024), registered capital must be fully contributed within five years from the date of incorporation. Shareholders should therefore review and plan capital contributions based on actual operational needs.

VIII.Basic tax burden of foreign trading companies

Basic tax burden of foreign trading companies

In China, trading companies have the same tax rates and standards regardless of domestic and foreign investment. The main taxes are as follows:

Trading companies
Taxation is the same

4Types of companies:

Corporate income tax

The tax conditions for establishing a company are a type of tax levied on the production and operation income and other income of domestic enterprises and business units. The corporate income tax rate is 25%.

VAT

1.General taxpayers (13%/6%)
Enterprises whose annual taxable sales exceed the standards for small-scale taxpayers. Small-scale production enterprises with sound accounting can be recognized as general taxpayers.
2.Small Taxpayer(3%)
Taxpayers who are engaged in the production of goods or the provision of taxable services, and whose annual sales taxable value-added tax is less than 500,000 yuan (including the original amount).

Other

For individuals, non-corporate units, and companies that do not often have taxable activities, even if their annual taxable sales exceed the standards for small-scale taxpayers, they are regarded as small-scale taxpayers to pay taxes.

Tariff

The tariff rates of import duties are set at ordinary tariff rates and preferential tariff rates. Goods originating in countries or regions that do not have reciprocal tariff agreements with China are taxed at ordinary tariff rates.

Corporate income tax

The tax conditions for establishing a company are a type of tax levied on the production and operation income and other income of domestic enterprises and business units. The corporate income tax rate is 25%.

VAT 增值稅

1. General taxpayers (13%) Enterprises whose annual taxable sales exceed the standards for small-scale taxpayers. Small-scale production enterprises with sound accounting can be recognized as general taxpayers.

Other

For individuals, non-corporate units, and companies that do not often have taxable activities, even if their annual taxable sales exceed the standards for small-scale taxpayers, they are regarded as small-scale taxpayers to pay taxes.

Tariff

The tariff rates of import duties are set at ordinary tariff rates and preferential tariff rates. Goods originating in countries or regions that do not have reciprocal tariff agreements with China are taxed at ordinary tariff rates;

Note 1: Corporate Income Tax (CIT) Incentives.
According to Announcement No. 12 (2023) issued by the Ministry of Finance and the State Taxation Administration, preferential policies for Small and Low-Profit Enterprises have been extended until December 31, 2027:
• Taxable income ≤ RMB 1 million: Effective tax rate 2.5%
• Taxable income RMB 1–3 million: Effective tax rate 5%
Eligibility criteria:
• Annual taxable income ≤ RMB 3 million
• Employees ≤ 300
• Total assets ≤ RMB 50 million
• Must not engage in restricted or prohibited industries

Note 2: Value-Added Tax (VAT) Incentives.
• VAT exemption:
From January 1, 2023 to December 31, 2027, small-scale VAT taxpayers with monthly sales ≤ RMB 100,000 (or quarterly ≤ RMB 300,000) are exempt from VAT.
• Reduced levy rate:
Taxable sales originally subject to a 3% levy rate are temporarily reduced to 1%.
.

IX.Foreign Investment Restrictions and Licensing Requirements in China

Foreign Investment Restrictions and Licensing Requirements in China

As China continues to open its market, an increasing number of foreign investors are considering establishing a presence in the country. However, in practice, the questions of “whether investment is permitted” and “whether operations are allowed” are two distinct considerations.

China adopts a Negative List regime to regulate foreign investment, primarily based on the Special Administrative Measures for Foreign Investment Access (Negative List). Industries are categorized into three groups: Prohibited, Restricted, and Permitted.

I.Prohibited Sectors (Foreign Investment Not Allowed)
These sectors typically involve national security, ideology, or cultural sovereignty, including:
• News publishing and media.
• Broadcasting and television services.
• Compulsory education institutions.
• Certain cultural content industries.

II.Restricted Sectors (Subject to Conditions)
Restricted sectors are the most commonly encountered by foreign investors. Typical restrictions include:
• Requirement to operate through joint ventures.
• Prohibition of wholly foreign-owned operations in certain industries (e.g., parts of healthcare or telecommunications)
• Requirement for Chinese majority ownership or control.
• Foreign shareholding limits (e.g., capped at 50%) or decision-making led by the Chinese party
• Additional government approvals required (e.g., finance, education, and other regulated sectors)

III.Permitted Sectors (Generally Open)
Industries not included in the Negative List are generally open to foreign investment, often allowing 100% foreign ownership. Examples include:
• Trading and import/export.
• Consulting services.
• E-commerce.
• Most manufacturing sectors.
• Establishment of Wholly Foreign-Owned Enterprises (WFOEs).

Special Licensing Requirements (Often More Critical than the Negative List)
Many investors assume that if an industry is not on the Negative List, it is freely operable. However, in practice, certain industries still require special licenses or permits, even if foreign investment is allowed.Investors should carefully assess whether their intended business activities require such licenses prior to establishing the company. For further details, please refer to our article: “Introduction to Industry Licenses.”

China’s regulatory approach to foreign investment can be summarized into two key layers:
First Layer: Negative List.(Determines whether foreign investment is permitted).
Determines whether foreign investment is permitted (Determines whether the business can legally operate).

In practice, the second layer often has a more direct impact on business operations.

Before making an investment decision, it is advisable to evaluate the following three aspects in parallel:

  • Industry restrictions
  • Licensing requirements
  • Investment structure

This ensures that, once established, the company can operate smoothly and achieve effective capital repatriation.

X.Inter Area provide China company registration related services

Inter Area provide China company registration related services

Company registration

Rich experience to provide correct and complete company registration suggestions, complete in the fastest and most convenient way.

Company registered
address assistance

Consolidate local business and administrative consulting, and find an office or registered address that meets the needs of customers.

Value-added tax and import and export rights

Apply for the qualification of deductible value-added tax invoices and complete import and export qualification records.

中國公司登記

Bookkeeping & tax services

Subsequent to provide agency bookkeeping and basic tax counseling consultation, saving local accounting expenses.

Local business
secretarial services

Local administrative secretary assistance, such as document collection and forwarding/ banking affairs agency/ phone agency...etc.

Various administrative changes

Various company changes such as change of person in charge/change of equity/increased business scope/capital increase.

Setting up a company in China Q&A

Setting up a company in China Q&A

A: Avoid using names that violate public order and good customs, are misleading, and consist of two or more China characters that comply with national standards. Arabic numerals and English letters cannot be used.

A:When setting up a company in China, some documents do need to be notarized and certified. InterArea has professional experience in handling notarization matters in local countries and can assist customers in handling relevant notarization documents.

A:Requirements vary by business type and industry. In general, the minimum capital for a WFOE ranges from RMB 100,000 to 1,000,000. Under current Chinese regulations, certain industries may adopt a subscription system, meaning the capital does not need to be fully paid up at once.

A:For foreign-invested companies in China, the legal representative is not strictly required to be physically present in the country. Requirements may vary depending on the local authorities.
In practice, however, the legal representative may be required to be present—or at least provide original identification documents for verification—during certain procedures, such as company registration with the authorities, bank account opening, and tax registration.

A:A company’s business scope in China should be aligned with its actual business activities and based on official industry classifications. It is important to avoid descriptions that are either too vague or inconsistent with future operations.
The defined business scope directly affects invoice issuance and tax classification. If it is too narrow, it may limit business expansion; if too broad, it may affect the approval process. Therefore, it is advisable to plan the scope carefully at the incorporation stage and, where appropriate, include anticipated future activities to minimize the need for amendments later on.

A:A company’s registered address in China must be a valid commercial premise or a compliant registered address that meets regulatory requirements. In principle, one address can only be registered to one company. The address must also be able to pass verification by the authorities (address authenticity checks) and satisfy on-site inspection requirements for bank account opening.
If the address does not meet the required standards, the registration application may be rejected, and bank account opening may be unsuccessful. After incorporation, any irregularities identified during inspections may result in the company being listed as having abnormal operations, which can negatively impact tax credit standing and the use of bank accounts.

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