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Establishment of Chinese companies
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Foreign invested enterprises refer to enterprises established within the territory of China in accordance with Chinese laws, jointly invested by Chinese investors and foreign investors, or solely invested by foreign investors.
WHY REGISTER A COMPANY?
1. Legal and compliant operation
2. Expand the Chinese market
3. Easy to manage
4. Improve credibility
WHAT DO I NEED TO PREPARE ?
1. Decide on an investment approach
Wholly owned by FOREIGN INDIVIDUAL
Wholly owned by FOREIGN ENTERPRISE
Joint venture by FOREIGN INDIVIDUAL or/and FOREIGN ENTERPRISE
Joint venture by FOREIGN INDIVIDUAL or FOREIGN ENTERPRISE with CHINESE INDIVIDUAL or CHINESE ENTERPRISE
* Different information documents are provided for different investment methods
2. Determine the company name
As an independent legal person, the company must have its own name. The company name should generally include:
(1) The type of company, such as unlimited company, limited company, etc.
(2) The company name, generally provided by the parties themselves. It cannot be the same as a registered enterprise.
(3) The industry statements, such as catering, trade, service, consulting and other industries, these are in different industry.
(4) The region of the company.
Such as: Guangzhou JTS International Trade Co., LTD.,
Company located region: Guangzhou,
Industry statement: International trade,
Company main name: JTS
company type: Limited company
3. Determine the registered capital of the company
The registered capital refers to the total amount of capital registered by the enterprise in the registration administration institution, which is the sum of the amount of capital contribution that the investor has paid or promised to pay.
According to the latest provisions of the Company Law, since July 1, 2024, the company's registered capital has been paid in, requiring the enterprise to complete all the registered capital paid in within 5 years of the establishment of the company.
4. Determine the registered address of the company (in China)
The company's registered address is the "address" registered on the company's business license, and under normal circumstances, the company takes its main office as its address.
Note: the registered address of the company is generally required to be for business or office purposes. Different industries have different requirements for accommodation. The specific subject to the approval of the local department.
5. Determine the organizational personnel of the company
The organizational personnel of the company include the legal representative of the company, the executive director or board of directors, and the manager.
* Board of Directors, the company's business decision-making organization, the members of the board of directors are elected by the shareholders, to take charge of the company's affairs internally, and represent the company's business decision-making and business execution agencies externally. The executive director is established when there is no board of directors, to replace the functions and powers of the board of directors.
HOW IS THE PROCESS?
Step 1: Data and information collection
Step 2: Submit an online application
Step 3: Identity verification and submission of paper version information
Step 4: Get your license
WHAT CAN I GET AFTER PROCESS FINISH?
Business license
Company seal
Articles of association
The full name of a foreign capital or foreign representative office is "Resident representative Office of foreign enterprises in China". The representative office usually plays the role of representing the parent company in a place to carry out relevant business contacts, guests reception, strengthen the relationship and cooperation between the parent company and local enterprises and governments, and handle some local matters on behalf of the parent company.
Please note: Foreign capital or foreign representative office is not an independent legal entity, so it is not allowed to carry out direct profitable business activities.
BASIC REQUIREMENT
1. Accounting books must be opened in accordance with regulatory requirements to accurately record foreign enterprise fund transfers and representative office operating expenses
2. Foreign enterprises must have been established for at least one year
3. Relevant proof materials for business dealings with domestic enterprises must be provided
WHAT DO I NEED TO PREPARE ?
1. Certificate of Legal Establishment for Foreign Enterprises
The legal business certificate issued by the relevant authorities of the country or region where the foreign (regional) enterprise is located must be notarized by a local lawyer or notary institution, and authenticated by the Chinese Embassy or Consulate in that country, or authenticated by The Hague.
2. Foreign enterprise bank credit certificate
A proof document issued by the local bank, including account name, deposit balance, and credit rating
3. Appointment Letter of Chief Representative
Appointment letter issued and stamped by foreign enterprises
4. Resume of Chief Representative
The resume should include basic information of the representative, including name, date of birth, nationality, work experience, and study experience
5. Identification of Chief Representative
Foreign personnel are required to provide a copy of their passport; This document needs to be notarized by a local lawyer or notary public, and authenticated by the Chinese Embassy or Consulate in that country, or authenticated by The Hague
6. Copies of office building lease contracts and property certificates (within China)
HOW IS THE PROCESS?
Step 1: Data and information collection
Step 2: Submit an online application
Step 3: Identity verification and submission of paper version information
Step 4: Get your license
WHAT CAN I GET AFTER PROCESS FINISH?
Registration Certificate of Representative Office
Chief Representative Certificate
Official seal
As the name suggests, domestic companies are companies wholly or jointly owned by Chinese persons or Chinese company or organization, collectively referred to as domestic companies.
SIX BENEFITS OF ESTABLISHING A COMPANY
1. Legal and compliant operation, registering a company enables the enterprise to become a legal entity, conduct business activities legally, and enjoy extensive protection from national policies.
2. Brand building and reputation enhancement: After registering a company, you can apply for trademarks, patents, and copyrights, which helps with brand building and protection, enhances customer trust in the company, and improves its reputation.
3. Enjoy tax incentives, eligible enterprises can enjoy tax incentives policies. Such as export tax rebate benefits. Reduce business operating costs and increase profit margins.
4. Improving the company's reputation, establishing a company helps to enhance the credibility of the enterprise and the integrity of entrepreneurs, making the enterprise more advantageous in cooperating with customers.
5. To assume limited liability, a limited liability company assumes limited liability to the company up to the amount of its capital contribution. This limited liability system reduces the risk of personal assets being used to repay company debts and protects the personal property of shareholders.
6. Facilitating financing and credit, enterprises can raise funds by applying for credit loans from banks, corporate mortgage loans, and other means to meet their business and development needs.
WHAT DO I NEED TO PREPARE ?
1. Determine shareholders and shareholding ratio
Shareholders, who are the contributors or investors of a company, have the right to share profits, make major decisions, and choose managers according to their contribution amount (unless otherwise agreed by shareholders).
2. Determine the company name
As an independent legal person, the company must have its own name. The company name should generally include:
(1) The type of company, such as unlimited company, limited company, etc.
(2) The company name, generally provided by the parties themselves. It cannot be the same as a registered enterprise.
(3) The industry statements, such as catering, trade, service, consulting and other industries, these are in different industry.
(4) The region of the company.
Such as: Guangzhou JTS International Trade Co., LTD.,
Company located region: Guangzhou,
Industry statement: International trade,
Company main name: JTS
company type: Limited company
3. Determine the registered capital of the company
The registered capital refers to the total amount of capital registered by the enterprise in the registration administration institution, which is the sum of the amount of capital contribution that the investor has paid or promised to pay.
According to the latest provisions of the Company Law, since July 1, 2024, the company's registered capital has been paid in, requiring the enterprise to complete all the registered capital paid in within 5 years of the establishment of the company.
4. Determine the registered address of the company (in China)
The company's registered address is the "address" registered on the company's business license, and under normal circumstances, the company takes its main office as its address.
Note: the registered address of the company is generally required to be for business or office purposes. Different industries have different requirements for accommodation. The specific subject to the approval of the local department.
5. Determine the organizational personnel of the company
The organizational personnel of the company include the legal representative of the company, the executive director or board of directors, and the manager.
* Board of Directors, the company's business decision-making organization, the members of the board of directors are elected by the shareholders, to take charge of the company's affairs internally, and represent the company's business decision-making and business execution agencies externally. The executive director is established when there is no board of directors, to replace the functions and powers of the board of directors.
HOW IS THE PROCESS?
Step 1: Data and information collection
Step 2: Submit an online application
Step 3: Identity verification and submission of paper version information
Step 4: Get your license
WHAT CAN I GET AFTER PROCESS FINISH?
Business license
Company seal
Articles of association
A branch office refers to a branch that is under the jurisdiction of the parent company in terms of business, funds, personnel, etc. and does not have legal personality. Branch offices belong to the branch offices of the parent company and have no legal or economic independence. They do not have the legal personality of a corporate entity and are only subsidiaries of the parent company. The branch company does not have its own name, articles of association, or property, and assumes legal responsibility for the branch company's debts with the assets of the parent company.
Please note: The term 'branch' here refers to a branch established by a Chinese company within the territory of China. If a foreign enterprise establishes a branch within China, it belongs to a foreign representative office.
THE BENEFITS OF ESTABLISHING A BRANCH OFFICE
1. Easy to operate and manage
Branch offices can adapt more flexibly to market changes and respond quickly to customer needs.
2. Reduce tax burden
Branch offices can pay turnover tax in their location, while profits are consolidated and taxed by the head office. This means that the losses of the subsidiary can offset the profits of the parent company and reduce the amount of tax payable. In addition, the capital transfer between the subsidiary and the head office does not involve any change in ownership, so there is no need to bear additional taxes.
3. Beneficial for employees' career development
The establishment of branch offices makes the company's hierarchy and positions more complex and diverse, which is beneficial for the career development and stability of employees.
WHAT IS THE REQUIREMENT ?
1. The name should comply with relevant national regulations: the branch name must be prefixed with the full name of the company;
For example: Guangzhou JTS International Trade Co., Ltd. Shenzhen Branch
2. The business scope must comply with relevant national regulations: the business scope of branch offices cannot exceed that of the parent company;
3. Having a fixed place of production and operation and necessary conditions for production and operation: Branch offices shall not operate in the same place as the company.
WHAT IS THE DIFFERENCE BETWEEN BRANCH OFFICES AND SUBSIDIARIES
1. Different establishment methods
A branch office is established by the parent company through an application to the local industrial and commercial authority outside its domicile, which belongs to the establishment of a branch office of the company; Subsidiaries are established by company shareholders in accordance with the provisions of the Company Law.
2. Different legal positioning
Branch offices do not have independent legal personality, independent names, articles of association, and organizational structures, and cannot engage in business activities outside the scope of the parent company's operations; Subsidiaries have independent legal personality, independent names, articles of association, and organizational structures, and engage in business activities in their own name.
3. Different ways of assuming debt responsibility
The branch company does not have its own independent property and is accounted for in a unified manner with the head office's finances. Therefore, the head office is responsible for the debts of the branch company in its business activities to the extent of all of its property; As an independent legal entity, the subsidiary is liable for its debts to the extent of its entire assets.
HOW IS THE PROCESS?
Step 1: Data and information collection
Step 2: Submit an online application
Step 3: Identity verification and submission of paper version information
Step 4: Get your license
WHAT CAN I GET AFTER PROCESS FINISH?
Business license
Company seal
Articles of association
A subsidiary refers to a company in which a certain proportion or more of its shares are held by another company or are actually controlled by another company through an agreement.
Although the subsidiary is controlled by the parent company, legally speaking, the subsidiary is still an independent enterprise with legal personality. It has its own name and articles of association, and conducts business activities in its own name. Its property is independent of that of the parent company, and it is responsible for its own debts separately, without joint liability.
WHAT ARE THE BENEFITS?
1. Integrate resources
Enterprises can better integrate internal resources by establishing subsidiaries, and different subsidiaries can flexibly allocate funds, personnel, technology and other resources according to their own characteristics and needs, improving resource utilization efficiency.
2. Responsible for business operations
Separating different business types can better focus on the development of various fields and improve operational efficiency.
3. Expand the market
Registering subsidiaries is beneficial for expanding the market. Registering subsidiaries in different cities or regions can effectively benefit local resources and opportunities, expand market share, and enhance brand awareness.
WHAT IS THE DIFFERENCE BETWEEN BRANCH OFFICES AND SUBSIDIARIES
1. Different establishment methods
A branch office is established by the parent company through an application to the local industrial and commercial authority outside its domicile, which belongs to the establishment of a branch office of the company; Subsidiaries are established by company shareholders in accordance with the provisions of the Company Law.
2. Different legal positioning
Branch offices do not have independent legal personality, independent names, articles of association, and organizational structures, and cannot engage in business activities outside the scope of the parent company's operations; Subsidiaries have independent legal personality, independent names, articles of association, and organizational structures, and engage in business activities in their own name.
3. Different ways of assuming debt responsibility
The branch company does not have its own independent property and is accounted for in a unified manner with the head office's finances. Therefore, the head office is responsible for the debts of the branch company in its business activities to the extent of all of its property; As an independent legal entity, the subsidiary is liable for its debts to the extent of its entire assets.
WHAT DO I NEED TO PREPARE ?
1. Determine shareholders and shareholding ratio
Shareholders, who are the contributors or investors of a company, have the right to share profits, make major decisions, and choose managers according to their contribution amount (unless otherwise agreed by shareholders).
2. Determine the company name
As an independent legal person, the company must have its own name. The company name should generally include:
(1) The type of company, such as unlimited company, limited company, etc.
(2) The company name, generally provided by the parties themselves. It cannot be the same as a registered enterprise.
(3) The industry statements, such as catering, trade, service, consulting and other industries, these are in different industry.
(4) The region of the company.
Such as: Guangzhou JTS International Trade Co., LTD.,
Company located region: Guangzhou,
Industry statement: International trade,
Company main name: JTS
company type: Limited company
3. Determine the registered capital of the company
The registered capital refers to the total amount of capital registered by the enterprise in the registration administration institution, which is the sum of the amount of capital contribution that the investor has paid or promised to pay.
According to the latest provisions of the Company Law, since July 1, 2024, the company's registered capital has been paid in, requiring the enterprise to complete all the registered capital paid in within 5 years of the establishment of the company.
4. Determine the registered address of the company (in China)
The company's registered address is the "address" registered on the company's business license, and under normal circumstances, the company takes its main office as its address.
Note: the registered address of the company is generally required to be for business or office purposes. Different industries have different requirements for accommodation. The specific subject to the approval of the local department.
5. Determine the organizational personnel of the company
The organizational personnel of the company include the legal representative of the company, the executive director or board of directors, and the manager.
* Board of Directors, the company's business decision-making organization, the members of the board of directors are elected by the shareholders, to take charge of the company's affairs internally, and represent the company's business decision-making and business execution agencies externally. The executive director is established when there is no board of directors, to replace the functions and powers of the board of directors.
HOW IS THE PROCESS?
Step 1: Data and information collection
Step 2: Submit an online application
Step 3: Identity verification and submission of paper version information
Step 4: Get your license
WHAT CAN I GET AFTER PROCESS FINISH?
Business license
Company seal
Articles of association
