How to register a foreign-owned company? ( complete version posted by fdifirm teams )

 

With the rapid development of China's economy, more and more foreign friends are keen on investing in China. Besides, the domestic capitalists also would like to cooperate with foreigners since going global is sooner or later and they believe that it will facilitate the expansion of their international business in the future by cooperating with foreign capitalists. Then, how to register a foreign-funded and owned company in 2019? 

 

Here, Foreign funded or foreign owned company can be registered as LLC, LLP, WFOE, Joint Venture, Subsidiary company, etc to operate different industrial business scope and avtivities in mainland China.

 

 

Processes for registration of a foreign-funded company

1. Enterprise Name Pre-approval Notification;

2. Letter of Authorization;

3. Application for Establishment Registration of the Foreign-funded Enterprise ( original in duplicate );

4. Project Application Report ( enclosed with the outline for reference, which shall be signed by the legal representative or agent holding the letter of authorization );

5. Articles of Association ( need to be signed by the investor's legal representative or the agent holding the letter of authorization );

6. Name list of members of the board of directors;

7. Letter of Assignment of the legal representative and members of board of directors ( enclosed with copies of the valid and lawful passports or identity certificates of the legal representative and members of board of directors );

8. Letter of Assignment of the legal representative ( submit if there is no board of directors, and enclose a copy of the valid and lawful passport or identity certificate of the legal representative );

9. Copy of the investor's legal practice certificate, which shall be enclosed with the legal representative's letter of certification ( original ) and copy of its identity certification; the copy of identity certification shall be provided if the foreign investor is a natural person, and the Taiwanese businessman needs to provide copy of its Mainland Travel Permit for Taiwan Residents;

10. Letter of Credit issued by the investor's deposit bank;

11. Examining and Approving Opinion from the Environmental Protection Department  The applicant shall take along its investment plan, premise or land use certificate, letter of authorization and letter of application to apply to the environmental protection bureau for official reply. However, this official reply cannot replace the "Environmental Impact Assessment Report" that needs to be accomplished after the new company gets its Business License ( this report is customized by special assessment company according to the project on invitation of the new company );

12. Implementation Certification of the Enterprise Premise or Lease Agreement of the Factory Building ( the Lessor's housing ownership certificate, Business License and copy of the legal representative's identity certificate need to be provided );

13. Other documents / certifications with respect to the pre-license industry permit.

 

Conditions for registration of a foreign-owned company

1. Legal representative

The foreign-funded company needs to have a legal representative, who can either be the shareholder or not.

The legal representative of a foreign-funded company or Sino-foreign joint venture enterprise can either be Chinese or foreigner. At time of registration, the identity certificate and photo of the legal representative shall be submitted.

 

2. Registered capital

In time of registering a foreign-funded company, the registered capital needs to be paid actually.

 

3. Company name

To register a foreign-funded company, it is necessary to get the approval of the company name after verification first, and multiple company names need to be submitted for checking.

 

4. Business scope

In time of registering a foreign-funded company, its business scope must be definite, which shall not be exceeded by the future scope of services. The description of business scope is controlled within 100 characters, including punctuations.

 

China implements the examining and approving system on the registration of foreign-funded companies, and the foreign investment is restricted to enter some industries like mining and retailing, etc., which need to be examined and approved by the Ministry of Commerce of the People's Republic of China.

 

5. Company's registered address

The company's registered address must be a business office, and copy of the lease agreement, housing ownership certificate and lease invoice need to be provided.

 

6. Articles of Association

The company needs to submit its Articles of Association to the Administration for Industry & Commerce in time of establishment, in which, the company name, business scope, shareholders and respective contribution proportions, registered capital, rights and obligations of shareholders, directors and supervisors as well as other contents shall be defined.

 

7. Feasibility Study Report

The Feasibility Study Report needs to be submitted in time of examinion and approval of the foreign-funded company.

 

8. Company shareholder

1). The shareholder of a foreign-funded company can either be a foreign enterprise or a foreign resident.

2). There is a special requirement on the Chinese shareholder of the Sino-foreign joint venture enterprise, namely, the Chinese shareholder must be a Chinese company other than a Chinese resident.

 

9. Company supervisor

The supervisor can either be a foreign individual or a Chinese mainland resident. In time of registering a foreign-funded company, it is necessary to submit the supervisor's identity certificate.

1). At least three supervisors are needed to form the board of supervisors.

2). Only one supervisor is enough if there is no board of supervisors. 

 

10. Company director

Either the mainland resident or the foreign individual can be appointed as the director or executive director of a foreign-funded company. In time of registration, the director shall provide its identity certificate.

1). The board of directors can be either established or not in time of setting up a foreign-funded company.

2). One executive director is needed if there is no board of directors. 

 

11. Financial personnel

At time of the company tax registration, the information of one financial person needs to be provided, including the copy of its identity certificate, Accounting Profession Certificate and photo.

 

Documents needed to register a wholly foreig owned enterprises ( WFOE Incorporation )

1. Copy of the investor's passport ( needs to be notarized in local area and verified by the local embassy or consulate );

2. Original of the investor's Letter of Credit;

3. The investor's letter of commitment and company introduction;

4. Establishment Application;

5. Articles of Association;

6. Feasibility Study Report;

7. Name list of the board of directors, letter of appointment of the member of board of directors, and copy of the director's identity certification;

8. Catalogue of import and export commodities;

9. Letter of Appointment, copy of the identity certificate, resume and photo of the proposed legal person of the company;

10. Copy of the identity certificate and work license of the proposed financial person, as well as its photo;

11. Letter of Authorization to endow a Chinese with right for signing (no need to submit if there is no such document);

12. Copy of the Housing Lease Agreement and Housing Ownership Certificate of the company premise.

 

Although the global economy is going through a serious recession, there are still numerous companies making profits, especially the joint ventures. In the present era of cooperation for win-win results, the lone hero fighting alone cannot defeat a group of people, not to mention going global.

 

FDIFIRM Team provides diverse basic services including equity service (transfer and acquisition) and entrepreneurship services (business qualification, intellectual property right, finance & tax management and company registration), etc., and closely connects with the government supporting policies, thus, it is far ahead of its domestic counterparts in the aspect of business transaction, resource coordination and policy response. 

Don't worry about the language barrier and our professional knowledge, FdiFirm conversant with accounting and investment regulations in China. FdiFirm team are geared to provide the highest level of services to assist foreign investors to enter into China market smoothly and start their business quickly relating to areas of company establishment, tax planning, corporate structure and human resource management,Employment permit,etc.

FdiFirm has worked with a variety of clients that span across 45 countries, including Fortune 500 companies, by utilizing its 10 years of experience within the Chinese market,and successfully penetrate the Chinese market since its inception in 2004. 

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