AT A GLANCE
Four decisions before a China filing
- STEP 1
Activity
What will the business actually do?
- STEP 2
Access
Check ownership and sector rules
- STEP 3
City and structure
Confirm address, governance and capital
- STEP 4
Operations
Plan bank, invoices, staff and reporting
Check your activity before choosing a company
China's foreign-investment framework uses a negative list: some activities are restricted or prohibited, while activities outside the list still have to meet general business and sector rules. A suitable structure therefore depends on what the company will actually do, where it will operate and whether it needs a special licence.
The local Administration for Market Regulation handles registration. A business licence is an important milestone, but it does not replace approvals for regulated activities. Tell the local adviser exactly which products or services you will sell, whether goods cross the border and who your customers will be.
- Define the proposed business scope in clear words before translating it into the required registration wording.
- Compare cities using customers, suppliers, staff and premises needs, rather than a generic incorporation offer.
- Confirm market access and sector approvals against the rules in force when you apply.
Understand the common setup options
Foreign-invested companies and partnerships are recognised structures. The label WFOE is often used commercially for a wholly foreign-owned business; the underlying legal form and current governance requirements matter more than the label. A joint venture introduces a partner, so decision rights and exit arrangements need careful drafting.
| Option | Possible business use | Key point |
|---|---|---|
| Wholly foreign-owned company | An eligible activity with foreign investors | Confirm ownership access, business scope and company governance |
| Joint venture | A business with foreign and Chinese investors | Agree ownership, management, funding and disputes before filing |
| Representative office | Permitted liaison, market research or promotion | It is not a company with general permission to earn trading revenue |
| Foreign-invested partnership | A suitable partnership-based activity | Partner liability and India-side eligibility need specific review |
Prepare the governance, address and capital plan
Before filing, settle the name, domicile, investors, scope, legal representative and governance appointments. Local guidance asks for shareholder qualification or identity records, articles of association, appointments and proof of lawful business-address use.
Confirm the appropriate directors, supervisors or audit-committee arrangements with local counsel. Registered capital is a commitment: confirm the applicable contribution deadlines and exceptions under current company law. Choose an amount supported by your working-capital plan.
- Check premises are acceptable before signing a long lease.
- Agree who controls company seals, banking access and records.
- Request a written capital schedule and responsibilities.
Plan the work that follows the business licence
Depending on the activity, the operating checklist can include company seals, tax and invoicing arrangements, a bank account, foreign-exchange procedures, social-insurance registration and customs work. A founder planning to work in China should obtain separate immigration and work-permit advice. Ownership or incorporation is not a substitute for permission to work.
Assign responsibility for accounting, payroll, tax filings and enterprise information reports. Keep the licence, constitutional documents, appointments and funding records organised. Ask for a handover showing what has been completed, what remains and who will handle each recurring obligation.
Documents, cost and timing should be specific
Your checklist depends on the city, investors and activity. Indian documents may need certification, authentication or apostille, and Chinese translation. Confirm the receiving authority's requirements before paying for processing.
Request an estimate separating professional work, translation/authentication, premises, registration-related charges, banking assistance and recurring accounts. Registered capital and working capital are separate from service fees. Quote foreign costs in CNY, with any ₹ estimate labelled by its exchange rate and date. Corrections, approvals and bank checks affect timing; use document-dependent milestones.
An example: sourcing support or a trading business?
Illustrative example: an Indian importer wants staff near Chinese suppliers. If the work is limited to permitted liaison and sourcing support, the route assessment may differ from a company that buys, sells and invoices locally. Define the contracts and revenue flow first. A representative office cannot simply be used as a general trading company. This early decision helps avoid paying for a structure that does not support the intended work.
Before sending funds, obtain India-side overseas-investment and tax advice and discuss the proposed structure with your Authorised Dealer bank. Share your product, target city, ownership plan, premises needs and expected transactions through LIQUETAX's contact page to request a scoped proposal.
What to prepare before you contact us
- Investor identity/address records or corporate registration/constitutional records.
- Parent-company resolutions, signatory and ownership details.
- Chinese name, business scope, capital and contribution schedule.
- Articles of association or partnership/joint-venture records.
- Governance appointment/identity records.
- Lawful business-domicile evidence and required approvals.
- Translations and document authentication confirmed by the receiving authority.
Start with your requirement and current stage. We will agree the document-sharing method before you send confidential records. Keep passwords, OTPs and digital-signature credentials with the authorised person.
How LIQUETAX can help
Assess access
Review activity, negative-list restrictions and the target city.
Design the structure
Agree ownership, governance, capital and business scope.
Prepare and file
Complete locally required documents, translations and registration submission.
Prepare to operate
Coordinate applicable seals, bank, tax, employment and reporting work.
Your questions, answered
Can an Indian business wholly own a company in China?
This may be possible for an eligible activity. Confirm the current foreign-investment negative list, sector rules and local registration requirements before choosing full foreign ownership.
Is a representative office suitable for selling and invoicing locally?
It is intended for specified non-profit liaison and related activities and does not have general permission to conduct revenue-generating trading. Review a suitable company route if local sales are planned.
Is the business licence enough to begin every activity?
No. Regulated activities can require additional approvals. Banking, tax, invoicing, employment and import/export arrangements may also remain after the licence is issued.
How many directors do I need?
The answer depends on the legal form and governance arrangement under current company law. Obtain a company-specific checklist rather than relying on a fixed number in an older website guide.
Official references for this guide
AI-assisted editorial research checked on 7 October 2026. The applicable route, rule and charges depend on your facts. For individual professional advice, have your facts and documents assessed before filing. No named professional review is claimed.
- State Council: Foreign Investment Law of the People's Republic of China ↗
- Official Foreign Investment Guide 2024, registration and operating procedures ↗
- Shanghai Government: Registration of foreign-invested companies ↗
- Shanghai Government: Company setup and registered-capital FAQs ↗
- RBI: Master Direction – Overseas Investment, updated 1 April 2026 ↗