Published by ChinaMNC · Qixia

Registering a Company in China: Documents, Steps and Timeline

A practical guide for founders setting up a company in Qixia, Jiangsu, covering required documents, registration steps, and expected timelines under China's company law framework.

Why Qixia, Jiangsu?

Qixia District is part of Nanjing, the capital of Jiangsu Province. It hosts a mix of industrial parks, university campuses, and logistics infrastructure. For founders considering a China entity, Qixia offers access to Nanjing's talent pool and transport links, but the registration process follows the same national legal framework as anywhere else in mainland China. This article outlines the documents, steps, and timeline for registering a limited liability company (LLC) in Qixia, based on publicly available regulations.

Legal Framework and Entity Type

Most foreign founders choose a wholly foreign-owned enterprise (WFOE) structured as a limited liability company. The Foreign Investment Law (effective 2020) governs foreign-invested entities, while the Company Law (revised 2023, effective July 2024) sets rules on capital, governance, and registration. The Market Entity Registration Regulation standardizes the registration procedure nationwide.

Under the revised Company Law, subscribed capital must be paid within five years of establishment, unless a specific industry rule requires otherwise. Founders should confirm whether their business scope falls under the Negative List for Foreign Investment; sectors outside the list generally receive national treatment.

Key Documents Required

Prepare the following documents before filing. Requirements can vary slightly by local authority, so confirm with the Qixia district market supervision bureau (or your appointed agent) before submission.

• Company name: 3–5 alternative names in Chinese, structured as "Nanjing Qixia [Brand] [Industry] Co., Ltd." Name approval is a separate pre-step.
• Articles of association: Signed by all shareholders; must cover governance, capital, and profit distribution.
• Shareholder documents: For corporate shareholders, notarized and legalized (or apostilled) certificate of incorporation, board resolution, and passport copies of legal representatives. For individual shareholders, passport copies.
• Legal representative appointment: Passport copy and appointment document.
• Registered address proof: Lease agreement and property certificate for the Qixia office. Virtual addresses may be acceptable in some cases, but confirm with the local authority.
• Business scope: Written in standard Chinese terms; some activities require pre-approval.
• Capital contribution plan: Amount, currency, and schedule consistent with the five-year rule.

Foreign documents typically require notarization and consular legalization, or an apostille if the issuing country is a Hague Apostille Convention member. Chinese translations may be required.

Step-by-Step Registration Process

Step 1: Name Approval

Submit proposed names via the local market entity registration system. This can often be done online. Approval is usually quick, but avoid names that conflict with existing trademarks or contain restricted words.

Step 2: Prepare and Submit Registration Materials

File the application with the Qixia district market supervision bureau. Many jurisdictions now accept online submission through the national enterprise registration system. Ensure all foreign documents are properly notarized, legalized/apostilled, and translated.

Step 3: Obtain Business License

Once approved, the business license is issued. This is the entity's legal birth certificate. The license includes the unified social credit code, which is needed for subsequent steps.

Step 4: Carve Out Seals

Company seals (official seal, financial seal, legal representative seal, invoice seal) must be carved at authorized seal-making shops. Seals are critical for banking and contracts.

Step 5: Bank Account Opening

Open a basic deposit account at a bank in China. Banks typically require the business license, seals, legal representative ID, and sometimes proof of address. For foreign-invested enterprises, foreign exchange registration may be handled through the bank.

Step 6: Tax Registration and Invoicing Setup

Register with the tax authority, determine taxpayer status (small-scale or general), and apply for invoice issuance. This step is often completed online or at the local tax service hall.

Step 7: Social Insurance and Housing Fund Registration

If hiring employees, register with social insurance and housing fund authorities. This can be done after the company is established.

Step 8: Foreign Investment Information Reporting

Foreign-invested enterprises must submit an initial report through the Ministry of Commerce's foreign investment information reporting system. This is typically done online after registration.

Estimated Timeline

Timelines depend on document readiness and authority processing. The following are typical ranges, not guarantees:

• Name approval: 1–3 business days.
• Registration review: 3–10 business days after complete submission.
• Business license issuance: 1–3 business days after approval.
• Seal carving: 1–2 business days.
• Bank account opening: 1–2 weeks, depending on bank and document verification.
• Tax registration: 3–5 business days.
• Foreign investment reporting: 1–5 business days online.

In practice, founders who prepare notarized and legalized documents in advance can complete the core registration (license, seals, bank, tax) in 3–6 weeks. Delays often arise from document legalization, address verification, or incomplete translations.

Practical Considerations for Qixia

• Registered address: Qixia has several business incubators and industrial parks. Confirm whether your chosen address is approved for the business scope.
• Language: All filings are in Chinese. Use a certified translator or a local agent.
• Local agent: Many founders engage a registered agent or law firm to handle filings and communicate with authorities.
• Post-registration compliance: Annual reporting, tax filing, and foreign investment reporting are ongoing obligations.

Disclaimer

This article provides general information based on publicly available regulations and does not constitute legal, tax, or investment advice. Requirements and procedures may change, and local implementation can vary. Founders should consult qualified professionals and verify current requirements with the Qixia district market supervision bureau and other relevant authorities before proceeding.