Registration of a company in Shanghai, China with a Hong Kong corporate shareholder. Service offer

The incorporation of a company with obtaining a license takes about 7 – 8 weeks.

To proceed with company incorporation:

• state the scope and scale of the WFOE's business, including the business model of the enterprise, location of suppliers and customers, types of goods to be imported, exported or distributed;
• specify the name of the company to check it for uniqueness (it shall comply with the above-mentioned requirements); it is better to provide 3 – 4 names (in Chinese); the name can be reserved for 6 months (the reservation period may be extended);
• determine the structure of the company (up to the ultimate beneficiary of the structure).

• Identity documents of the shareholder;
• Passport photographs / HK identity cards / Chinese visas of directors, supervisors, legal representatives and financial controller.

As regards the corporate shareholder: information concerning the company including the business activities, business address, contact phone numbers, name and nationality of the managing director.

If the shareholder is a Hong Kong company, the documents to be legalized or apostilled are the certificate of incorporation, business registration certificate, annual report etc.

All documents must be in Chinese or with a certified Chinese translation.

• Copy of the identity document (e.g. passport for a foreigner or an identity card for citizens of China). The document should be legalized or apostilled;
• Full residential address.

The lease term must be at least 12 months. The office must be located in a commercial building.

Payment for company registration in China shall be made on a stage-by-stage basis and shall be tied to the steps of the registration process:

Stage 1: Conducting compliance checks (from USD 350) and registration of a Hong Kong company (USD 2 500), which will become a shareholder of the Chinese company. At this stage, we also select and check all names for both the Hong Kong and Chinese companies.

Stage 2: Registration of a Chinese mainland company (WFOE) – EUR 19 000, including:

• WFOE registration, making necessary company seals – EUR 5 500;
• renting a registered office address – EUR 3 500 / year;
• services of a nominee director (a PRC citizen, who will be able to actively assist in signing documents, etc.) – EUR 6 500;
• services of a financial controller (mandatory position) – EUR 3 500.

Stage 3: Registration of the WFOE in the Ministry of Commerce, the foreign trade authority of China – EUR 990.

Stage 4: Obtaining an Import/Export License – EUR 1 250.

Stage 5: Opening of a bank account – EUR 3 950 (preliminary work with the bank will be done, after which the director will have to personally visit the bank to finalize the account opening procedure).

Stage 6: Change of the company director to a person proposed by the client or appointment of a previously selected local salaried director* – EUR 990 (it may be required to send the original passport of your employee if he/she is a Chinese non-resident).

*The average salary of a director in China is CNY 3 500 – 7 000 and depends on the duties performed.

Stage 7: Further administration of the company (mandatory company support during the first 3 – 6 months) – EUR 4 500 (3 months) / EUR 9 000 (6 months), including:

• Services of an operational assistant for interaction with the bank, accountant and tax authority – EUR 1 200 / month; to be deposited on a quarterly/half-year basis: EUR 3 600 / EUR 7 200 respectively;

For successful cooperation between the accountant, the bank and the client and for the prompt resolution of various issues, a WeChat group will be created which will include the director of the company, the accountant, the representative of the bank (where possible) and the English-speaking and Chinese-speaking assistant provided by us who will help solve various matters.

• Accounting services – EUR 300 / month; to be deposited on a quarterly/half-year basis: EUR 900 / EUR 1 800 respectively.

ENTIRE PROJECT TOTAL + 3-MONTH SUPPORT*: USD 2 850 + EUR 30 680

ENTIRE PROJECT TOTAL + 6-MONTH SUPPORT*: USD 2 850 + EUR 35 180

*the project’s cost includes the following dispatches of documents:

1. dispatching documents from Hong Kong to China for company registration and inter-Hong Kong forwarding of documents (from secretary to notary);
2. dispatching original documents from Hong Kong to your address;
3. dispatching documents from China to your address (please bear in mind that the Chinese company’s original documents should better be kept by the current secretary as, in most cases, they are necessary for the operational work of the company in China).

As part of the registration procedure, the following activities will be carried out:

After completion of the registration, a set of constitutional documents will be prepared, including:

• Business License (original, duplicate);
• Articles of Association;
• Corporate seal, financial seal, legal representative seal;
• Documents confirming the opening of a bank account;
• Certificate of Foreign Exchange Registration;
• Resident Chief Representative Certificate.

Once a WFOE is officially registered in Shanghai, it must comply with various monthly, quarterly and annual filing and reporting requirements. These requirements include:

• filing monthly tax returns,
• filing an annual audit report, which must be issued and signed by a local Certified Public Accountant (CPA),
• filing annual tax returns with the Shanghai State Tax Administration,
• filing an annual return with the Business License Bureau, etc.

A WFOE must:

A WFOE must prepare audited accounts under the law governing joint stock companies. A copy of the audited financial statements must also be filed with the tax office. Audited financial statements are not available to the public or foreign authorities, except those of listed companies.

*The fees are valid as of August 2024.