Published by ChinaMNC · Dongsheng

Registering a company in China: documents, steps and timeline

A practical guide for founders setting up a company in Dongsheng, Inner Mongolia, covering the required documents, registration steps, and expected timeline under China's company law.

Why Dongsheng, Inner Mongolia?

Dongsheng is the main urban district of Ordos City in Inner Mongolia. While not a first-tier city, it offers a lower cost base and local government incentives for certain industries. However, company registration follows the same national legal framework as elsewhere in China. This guide outlines the process for foreign founders establishing a limited liability company (LLC) in Dongsheng, focusing on documents, steps, and timeline. It is for informational purposes only and does not constitute legal advice.

Legal Framework and Company Type

Foreign-invested enterprises (FIEs) in China are primarily governed by the Foreign Investment Law (effective 2020) and the Company Law (revised 2023, effective July 2024). The most common vehicle for founders is the limited liability company (LLC), known as youxian zeren gongsi. For most sectors, foreign ownership is allowed, but a few are on the Negative List. Dongsheng-specific rules may apply for certain industries, so always check with local authorities.

Key Considerations Before Registration

• Negative List: Confirm your business scope is not restricted or prohibited for foreign investment.
• Registered Capital: Under the new Company Law, LLCs must have a subscribed capital amount, with a five-year contribution period (unless otherwise specified). No minimum for most sectors.
• Registered Address: You need a physical address in Dongsheng. Virtual offices may be acceptable for some activities, but verify with the local AMR.
• Legal Representative: A person (can be foreign) responsible for the company; must be appointed.

Required Documents

The following documents are typically required for an FIE LLC in Dongsheng. Requirements can vary slightly by district, so confirm with the Dongsheng Market Supervision Administration (AMR) or your local advisor.

1. Company Name Pre-approval

• Proposed company name (3-5 alternatives in Chinese) following the format: Dongsheng + [Brand] + [Industry] + Co., Ltd.
• Name pre-approval application form (online via the AMR system).

2. Investor Documents

• For corporate investors: Certificate of Incorporation, Articles of Association, and board resolution authorizing the investment (notarized and legalized/apostilled).
• For individual investors: Passport copy (notarized).
• Proof of address for the investor (e.g., utility bill or bank statement).
• If the investor is a company, documents showing the ultimate beneficial owner (UBO).

3. Legal Representative and Officers

• Passport copy of the legal representative, supervisor, and executive director (or board members).
• Appointment letters and consent forms.
• Resume and photo for each.

4. Registered Address Proof

• Lease agreement for the office in Dongsheng (with landlord's property certificate).
• If using a virtual office, provide the service agreement and the provider's qualification.

5. Articles of Association

• Company charter (can be based on a standard template) outlining governance, capital, and profit distribution.

6. Business Scope

• Proposed business scope in Chinese, aligned with the National Economic Industry Classification. Some activities require pre-approval (e.g., food, education).

7. Other

• Foreign investment information reporting form (filed online after registration).
• Power of attorney if an agent handles the process.

Note: Documents from abroad usually need notarization and legalization (or apostille under the Hague Convention) and Chinese translation.

Registration Steps

The process generally follows these stages. Some can be done in parallel, but the order below reflects the typical sequence.

Step 1: Name Pre-approval

Submit 3-5 proposed names through the Inner Mongolia AMR online system or at the Dongsheng AMR window. This usually takes 1-3 working days. Once approved, the name is reserved for a limited period (typically 6 months).

Step 2: Prepare and Notarize Documents

Gather investor documents, notarize and legalize/apostille them in the home country, and translate into Chinese. This can take 2-6 weeks depending on the country.

Step 3: Submit Registration Application

File the complete package with Dongsheng AMR. This includes the application form, articles, investor documents, address proof, and officer appointments. Submission can be online via the Inner Mongolia Government Service Network or in person. Review time is typically 5-10 working days if documents are in order.

Step 4: Obtain Business License

Upon approval, the AMR issues the business license (duplicate originals may be requested). The license contains the unified social credit code, which is needed for all subsequent steps.

Step 5: Carve Seals

Order the company seals (official seal, financial seal, legal representative seal, invoice seal, contract seal) from a licensed seal maker. This takes 1-3 working days.

Step 6: Bank Account Opening

Open a basic RMB account and a foreign currency capital account at a bank in Dongsheng. Banks have varying requirements and may conduct due diligence; allow 1-2 weeks.

Step 7: Tax and Social Security Registration

Register with the tax authority (now often combined with the business license) and social security bureau. This is usually done online or at the local service center within 30 days of license issuance.

Step 8: Foreign Investment Information Reporting

File the initial report through the Ministry of Commerce's foreign investment information reporting system. This is typically done within 30 days of establishment.

Step 9: Post-Registration Filings

Depending on business scope, additional permits (e.g., food, import-export) may be required. Also, register with the local statistics bureau if applicable.

Timeline Overview

The total timeline depends on document readiness and government processing. Below is a realistic estimate for Dongsheng:

• Name pre-approval: 1-3 working days.
• Document notarization/legalization: 2-6 weeks (home country).
• Registration review: 5-10 working days.
• Seals: 1-3 working days.
• Bank account: 1-2 weeks.
• Tax/social security: 1-5 working days.
• Total (after documents ready): 3-6 weeks. Including document preparation, 2-3 months is common.

Delays can occur due to document errors, address issues, or regulatory queries. Engaging a local advisor familiar with Dongsheng can help streamline the process.

Important Notes

• All foreign documents must be translated into Chinese by a qualified translator.
• Registered capital should be realistic; the new Company Law requires actual contribution within five years.
• Keep all original documents; you will need them for bank and tax procedures.
• Local policies in Inner Mongolia may offer simplifications for certain industries; check with the Dongsheng Commerce Bureau.

Disclaimer: This article is for general informational purposes only and does not constitute legal, tax, or professional advice. Company registration requirements and procedures can change. Always consult with qualified local professionals and official authorities in Dongsheng before making decisions.