Published by ChinaMNC · Zhenhai
Registering a company in China: documents, steps and timeline
A practical guide for founders setting up a company in Zhenhai, Zhejiang, covering required documents, the registration process, and typical timelines.
Why Zhenhai, Zhejiang?
Zhenhai is a district of Ningbo, one of China's busiest port cities. For founders, Zhenhai offers access to port infrastructure, industrial parks, and a local government that has been active in attracting foreign investment. While this article focuses on Zhenhai, the core company registration process is governed by national law and applies across China, with local variations in procedures and timelines.
Key Documents You Will Need
Before starting, gather the following documents. Requirements can vary by district and company type, so confirm with a local adviser or the Zhenhai registration authority.
For foreign investors
- Passport copies of all foreign shareholders and legal representatives, often notarized and translated into Chinese.
- Proof of address for foreign shareholders (e.g., utility bill or bank statement).
- Certificate of Incorporation of the foreign parent company, notarized and legalized (or apostilled, if applicable).
- Board resolution authorizing the investment, if the shareholder is a company.
- Bank reference letter for the foreign shareholder (sometimes requested).
For all companies
- Company name in Chinese (and optional English), with several alternatives for pre-approval.
- Registered address in Zhenhai: a lease agreement and property ownership certificate. Virtual offices may be acceptable for certain business scopes.
- Articles of Association, signed by all shareholders.
- Business scope description, aligned with the National Economic Industry Classification.
- Capital contribution plan: amount, currency, and schedule.
- Appointment documents for legal representative, supervisors, and managers.
Step-by-Step Registration Process
Step 1: Name Pre-Approval
Submit proposed company names to the local Administration for Market Regulation (AMR) for pre-approval. This can often be done online. Names must be unique and follow naming conventions. This step typically takes 1–3 business days.
Step 2: Prepare and Submit Registration Documents
Once the name is approved, prepare the full application package, including the Articles of Association, shareholder information, and address documents. Submit to the Zhenhai AMR. Many districts now accept online submissions. Review time is usually 3–7 business days, but may be longer if documents need correction.
Step 3: Obtain Business License
After approval, you receive the business license (now often a single license integrating tax, statistics, and other registrations). This is the key document confirming the company's legal existence. You can typically collect it in person or receive it by mail.
Step 4: Company Seal Carving
Order the official company seals: company seal, legal representative seal, financial seal, invoice seal, and contract seal (as needed). Seals must be carved at authorized vendors and registered with the public security bureau. This takes 1–3 business days.
Step 5: Bank Account Opening
Open a basic corporate bank account in China. Banks require the business license, seals, legal representative's ID, and sometimes proof of address. The process can take 1–2 weeks, including bank due diligence.
Step 6: Tax Registration and Invoicing
Register with the tax authority, which is often integrated with the business license process. You will need to choose a taxpayer status (small-scale or general VAT taxpayer) and set up invoicing. This may take a few days to a couple of weeks.
Step 7: Foreign Investment Reporting (for foreign-invested enterprises)
Foreign-invested enterprises must file an initial report through the Ministry of Commerce's foreign investment information reporting system. This is usually done online after obtaining the business license.
Step 8: Other Registrations
Depending on your business, you may need additional licenses or registrations (e.g., food, import/export, construction). Check with local authorities.
Typical Timeline
From start to finish, the process can take 4–8 weeks, depending on document readiness, government processing times, and bank procedures. Name pre-approval: 1–3 days; document review: 3–7 days; seal carving: 1–3 days; bank account: 1–2 weeks; tax setup: 1–2 weeks. Delays are common if documents are incomplete or require translation/notarization.
Practical Tips for Zhenhai
- Engage a local adviser: A local lawyer or consultant can help navigate district-specific requirements and Chinese-language documents.
- Address requirements: Zhenhai may have specific rules about registered address. Confirm if virtual office or incubator addresses are accepted for your business scope.
- Notarization and legalization: Foreign documents often need notarization and legalization (or apostille) before use in China. Start this early, as it can add weeks.
- Language: All submissions to authorities must be in Chinese. Use certified translations.
- Capital controls: Understand foreign exchange rules for capital contributions and profit repatriation. Consult a bank early.
Disclaimer
This article provides general information only and does not constitute legal, tax, or investment advice. Requirements and procedures can change and may vary by district and company type. Always consult qualified professionals and verify current requirements with the relevant authorities in Zhenhai, Zhejiang, before taking action.