Published · Romania
China Company Registration: Documents, Steps and Timeline for Romanian Founders
A practical guide for Romanian founders on registering a company in China: the documents you need, the steps involved, realistic timeline expectations, and how to prepare before you commit. General information only, not legal or tax advice.
Setting up a company in China is a bigger administrative project than most Romanian founders expect. The process itself is fairly structured, but it depends on where you register, what kind of entity you choose, and whether your paperwork is prepared correctly the first time. This article walks you through the documents, the sequence of steps, and the timeline you should plan for. It is general information only — not legal or tax advice — so use it to prepare questions for a qualified local adviser.
First, decide what you are actually registering
Most foreign founders entering China choose one of two structures: a wholly foreign-owned enterprise (WFOE), which is a limited liability company owned entirely by the foreign investor, or a representative office, which is much more limited in what it can do (typically liaison and market research, not direct revenue-generating activity). A third option, a joint venture with a Chinese partner, is less common for small teams but still used in restricted sectors.
For a Romanian founder planning to hire staff, invoice customers and control the business, a WFOE is usually the relevant structure. Before anything else, confirm that your intended business scope is open to foreign investment. China maintains a negative list of sectors with restrictions or prohibitions on foreign ownership, and the list is updated periodically. Your adviser should check the current version against your exact activities — not just your industry label.
Choose the city before you choose the address
Registration happens locally, so the city and district matter. Shanghai, Beijing, Shenzhen, Guangzhou and Hangzhou are common choices, but smaller cities sometimes offer simpler procedures and lower costs. You will need a registered office address, and in many districts the authorities require a real, documented lease — virtual addresses are increasingly scrutinised. Budget time for finding premises or a compliant serviced-office arrangement.
Documents you will typically need
Requirements vary by city and by district, and individual authorities may ask for additional items. As a general checklist, prepare the following:
- Passport copies of the foreign legal representative and shareholders, with clear scans and, where requested, notarised and legalised copies. Romania is a party to the Apostille Convention, so apostille procedures may apply rather than full consular legalisation — confirm the current requirement with the registration authority or your adviser.
- Proof of the foreign investor's existence if the shareholder is a Romanian company: certificate of incorporation, articles of association, and often a shareholder resolution approving the China investment. These documents usually need notarisation and apostille or legalisation, plus Chinese translation.
- Articles of association for the new Chinese company, drafted to match the registered capital, governance and business scope.
- Registered address documents: lease agreement and property ownership certificate, or the documents a serviced office provider supplies.
- Name reservation application. Chinese company names follow a fixed format (city + trade name + industry + company type), and the trade name must not conflict with existing registrations.
- Legal representative appointment documents and, if applicable, power of attorney for your local agent or registration service.
- Registered capital and shareholder details, including the currency and the subscribed contribution schedule.
Translation quality matters. Chinese authorities expect consistent translations of names, addresses and company details across every document. Mismatches are one of the most common causes of delay.
The registration steps, in order
1. Name pre-approval
You reserve the company name before submitting the full application. This can often be done online through the local market regulation administration's system. Have two or three backup names ready.
2. Prepare and legalise foreign documents
While the name is being processed, get the Romanian corporate documents notarised, apostilled or legalised as required, and translated. This step is often the longest part of the process because it involves Romanian notaries, the apostille authority and translation, and any error means starting over.
3. Submit the establishment application
The main filing goes to the local Administration for Market Regulation (AMR). It covers the articles of association, shareholder and legal representative information, registered address, business scope and registered capital. If approved, you receive the business licence — the document that legally brings the company into existence.
4. Carve the company seal
After the licence, the company seal is made and registered. In China the company seal carries significant legal weight, so control it carefully. Depending on the city, you may also need a finance seal, legal representative seal and contract seal.
5. Bank account opening
Open the basic RMB account and, if needed, a foreign currency capital account. Banks conduct their own due diligence, including on the beneficial owners, and timelines vary considerably between banks and branches. Expect to attend in person or provide notarised documents if you cannot.
6. Tax and customs registration
Register with the tax authority, complete the initial tax reporting, and if you will import or export, register with customs. You will also need to sort out invoicing systems and, if hiring, social insurance registration.
7. Capital contribution
Foreign currency capital is usually remitted into the capital account and then converted for use, following foreign exchange rules. Keep documentation for every remittance — banks and tax authorities will ask.
8. Post-establishment items
Depending on your business, you may need sector-specific licences (for example food, education, logistics or online services). Employment contracts, work permits and residence permits for foreign staff are separate processes with their own timelines.
Realistic timeline expectations
There is no universal timeline, and anyone who promises a fixed number of days is guessing. As a planning framework:
- Document legalisation and translation: often two to six weeks, depending on Romanian notary and apostille processing and translation turnaround.
- Name reservation: commonly a few working days to a couple of weeks.
- Business licence application: often one to three weeks if the file is complete and the address is accepted.
- Seals, bank account and tax registration: typically several weeks in total, with bank onboarding the least predictable element.
- Sector licences and work permits: add weeks or months depending on the activity.
A straightforward WFOE in a major city with clean paperwork might realistically take around two to three months from start to a functioning bank account. Complex business scopes, restricted sectors, unusual addresses or document errors can push this considerably longer. Plan for buffer, especially if you intend to sign contracts or hire immediately.
Practical advice for Romanian founders
- Do not sign a lease before confirming the address is acceptable for registration and for your business scope.
- Keep names and addresses identical across passports, notarised documents, translations and filings.
- Budget for ongoing compliance, not just registration: monthly or quarterly bookkeeping, annual reporting, and statutory filings are mandatory even if the company is dormant.
- Use a local adviser for the negative list check, the articles of association and tax registration. The cost is usually small compared with the cost of fixing a bad filing.
- Understand registered capital: it is a commitment, and contribution schedules are regulated. Do not inflate it for appearance.
China registration rewards preparation. If your Romanian documents are clean, your address is solid and your business scope is checked against current rules, the process is manageable. Treat the timeline as a range, verify current requirements locally, and get professional advice on your specific situation before committing capital.