Mainland China Company Incorporation

As the Greater Bay Area develops and opportunities continue to emerge in mainland China, more Hong Kong entrepreneurs are planning to establish companies there. As an experienced company incorporation adviser, M&N specialises in helping Hong Kong clients complete the China company registration process and navigate the complexities of setting up a foreign-invested enterprise.

Why Set Up a Company in China?

For Hong Kong investors, establishing a company in mainland China is a strategic way to pursue opportunities arising from national development and expand their business. It provides direct access to one of the world’s most dynamic large-scale markets, with growing consumer demand and diverse business opportunities. The Guangdong-Hong Kong-Macao Greater Bay Area, particularly Shenzhen’s innovation policies and comprehensive industrial supply chains, also offers exceptional locational advantages.

Key advantages include:

  • A vast market with extensive opportunities: gain direct access to a consumer market of more than 1.4 billion people and benefit from growing domestic demand and higher-value consumption.
  • An improving, transparent business environment: under the Foreign Investment Law, the business environment continues to improve, establishment procedures are becoming simpler, and protections for investors’ rights are being strengthened.
  • Distinctive locations and policy support: Shenzhen, Qianhai, and other areas offer Hong Kong-invested businesses tax incentives, funding support, and other benefits, providing a platform to connect Hong Kong research and development with the mainland market.
  • Comprehensive industries and efficient collaboration: the world’s most complete industrial system and efficient supply-chain networks can significantly reduce operating costs and accelerate product launches.
  • Additional benefits for Hong Kong investors: under CEPA arrangements, Hong Kong residents can establish individually owned businesses in the mainland through simplified procedures and enjoy preferential entry conditions in various modern service sectors, lowering barriers to starting a business.

With a detailed understanding of the rules in both jurisdictions, M&N provides one-stop professional support covering company registration, corporate structuring, and ongoing compliance, helping you establish your mainland business efficiently and confidently.

M & N China Company Incorporation Packages

Fees for Registering a Foreign-Invested Limited Company in China:

  • Foreign-invested limited company registration in Shenzhen from RMB6,800
  • Foreign-invested limited company registration in Guangzhou: RMB8,800 and up
  • Foreign-invested limited company registration in Shanghai: RMB10,800 and up

Choose M & N for China Company Incorporation

Efficient Processing

Time is money. Whether you are setting up a wholly owned or cooperative enterprise, M & N aims to complete the China company incorporation process as quickly as possible, generally in around 10-15 working days.

Extensive Experience

The M & N team has many years of experience helping clients establish companies in China. We understand local regulations and arrange bank account opening, tax filing, and bookkeeping to reduce unnecessary back-and-forth procedures. We also provide advice tailored to individual circumstances to help you run your business in the mainland.

Online Enquiries

Wherever you are, you can contact us to learn more about company registration in mainland China. We offer several contact channels, including WhatsApp, email, and live online enquiries.

Start Your Business in the Way That Suits You

Whether you prefer to complete everything online from home or visit M&N’s office to speak with our consultants, our professional team offers flexible support to help you get your business started quickly.

Benefits of Establishing a Company in China

Conduct Business Directly

Registering as a mainland company allows an enterprise to conduct business directly, overcoming the restrictions associated with setting up a representative office.

Renminbi Transactions

After establishing a company in China, you can issue renminbi invoices to customers and receive income in renminbi. You can also convert renminbi into other currencies for remittances.

Employ Staff in Mainland China

With access to a large workforce and low labour costs, a company established in China can employ mainland staff directly while creating more local employment opportunities.

Steps and Considerations for Setting Up a Company in China

Business Scope of a Company in China

A foreign-invested enterprise must comply with China’s industry regulations. As China imposes strict restrictions on the scope of business in different industries, the industry must be specified on the business licence when the company is established. Business activities may only be conducted within the permitted scope. Any subsequent change requires an application to the authorities for approval.

Requirements for Registering a Company in Shenzhen, Mainland China

  •     A physical registered address is required. If you do not have one, we can provide a registered office address service.
  •     At least 1 shareholder, with no nationality restriction
  •     At least 1 director; if there is only one director, that person also acts as the legal representative
  •     At least 1 supervisor, who cannot also act as a director or legal representative of the Chinese company

Capital Requirements for Registering a Company in Shenzhen, Mainland China

Before setting up a company in China, note the minimum capital requirements for each industry:

  •     Trading: 500,000 yuan for wholesale; 300,000 yuan for retail
  •     International freight forwarding: 5,000,000 yuan for sea freight; 3,000,000 yuan for air freight; 2,000,000 yuan for land freight
  •     Software development, consulting, and design: 100,000 yuan
  •     Identity documents of shareholders, directors, and supervisors (2 copies), notarised for use in China
  •     Bank reference for the shareholder (accompanied by a Chinese translation)
  •     Original office tenancy agreement

If the shareholder is another limited company, provide the following documents notarised for use in China (2 copies):

  •     Certificate of Incorporation
  •     Latest year’s Business Registration Certificate
  •     Latest year’s annual return

Annual Filing Schedule

  •     Accounting and tax filing, each month before day 15
  •     Annual tax audit report (month/day): 1/1 to 5/31
  •     Annual audit report (month/day) : 1/1 to 6/30
  •     Annual business inspection (month/day): 1/1 to 6/30

Tax Rates for Foreign-Invested Enterprises

  •     Corporate income tax​: rate 25%
  •     Value-Added Tax
  •     Annual sales of 800,000 yuan or above: generally 17%
  •     Annual sales of 800,000 yuan or below: 3%

Main Forms of Establishment for Foreign Investors in Mainland China

Foreign investors can establish organisations or enterprises in mainland China in the following principal forms. Hong Kong investors follow the arrangements applicable to foreign investment.

Resident Representative Office of an Overseas Enterprise

A resident representative office of an overseas enterprise (a representative office) may undertake non-profit activities related to its parent company’s business, including market research, exhibitions, promotional activities, and liaison work. It may not conduct business operations directly and does not have separate legal personality. To establish a representative office in Guangdong Province, an application must first be submitted to the competent authority. Following approval by the market regulation authority, a registration certificate and representative certificates will be issued. After obtaining its registration certificate, the representative office must complete registration procedures with the relevant government departments.

Individually Owned Business

Under a preferential measure of the Mainland and Hong Kong Closer Economic Partnership Arrangement (CEPA), Chinese citizens who are Hong Kong permanent residents may establish individually owned businesses in mainland provinces, autonomous regions, and municipalities in accordance with applicable mainland laws, regulations, and administrative rules, without foreign investment approval. Franchising is excluded, identity authentication requirements are removed, and there are no restrictions on the number of employees or operating area. Permitted activities span various sectors, including retail, catering, computer services, advertising production, clinics, economic and trade consulting, and business management consulting.

For details, visit the Guangdong Administration for Market Regulation website:
http://amr.gd.gov.cn/

Foreign-Invested Enterprise

On 15 March 2019, the Second Session of the Thirteenth National People’s Congress adopted the Foreign Investment Law of the People’s Republic of China (the Foreign Investment Law). It took effect on 1 January 2020, simultaneously repealing the laws on Chinese-foreign equity joint ventures, wholly foreign-owned enterprises, and Chinese-foreign contractual joint ventures. Under the Foreign Investment Law, a foreign-invested enterprise is an enterprise wholly or partly funded by overseas investors and registered in mainland China under mainland law. The principal forms available are foreign-invested limited liability companies, foreign-invested joint-stock companies, Hong Kong/Macao/Taiwan-invested limited liability companies, and Hong Kong/Macao/Taiwan-invested joint-stock companies.

Foreign-invested enterprises established before the Foreign Investment Law took effect, including Chinese-foreign equity joint ventures, Chinese-foreign contractual joint ventures, wholly foreign-owned enterprises, and foreign-invested partnerships (existing foreign-invested enterprises), may adjust their organisational form and structure in accordance with the Company Law, the Partnership Enterprise Law, and other applicable laws, and complete registration of the changes, within 5 years after the Foreign Investment Law took effect. During that period, they may also retain their original organisational form and structure.

From 1 January 2025, market regulation authorities will not process applications for other registration matters from existing foreign-invested enterprises that have not lawfully adjusted their organisational form and structure and registered the changes, and will publicly disclose the relevant circumstances.

After an existing foreign-invested enterprise adjusts its organisational form and structure, the original parties to the joint venture or cooperation may continue to follow their contractual arrangements for transferring shares or interests, distributing income, and distributing remaining assets.

For details of the Foreign Investment Law, visit the mainland government website:
http://www.gov.cn/xinwen/2019-03/20/content_5375360.htm

Why Do So Many Entrepreneurs Choose M&N Business Services?

  • A licensed Hong Kong service provider: M&N Business Services Limited is a licensed secretarial services company recognised by the Hong Kong Government, providing reliable services you can depend on.
  • Comprehensive one-stop solutions: From company incorporation and secretarial services to accounting, tax filing and virtual offices, we provide everything in one place, saving you the trouble of dealing with multiple providers.
  • An experienced team: Over the years, we have helped countless SMEs and start-ups register their companies successfully and have developed the expertise to handle complex situations.
  • Clear, transparent pricing: Every service plan has clearly stated prices with no hidden charges, so you can engage our services with confidence.

Related China Company Registration Services

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Virtual Offices

China Company Incorporation FAQs

You can establish a wholly foreign-owned enterprise, a foreign-invested partnership, a Chinese-foreign contractual joint venture, or a Chinese-foreign equity joint venture.

As in Hong Kong, a proposed company name in China should not infringe another party’s intellectual property rights, for example by being identical to the name of a company in the same industry. Names using terms such as National, China, or Chinese require approval from the relevant authorities.

A company established in China must have a physical registered address. The submitted address must be an actual place of business, such as an office or business centre. If you do not have a company address, we can provide a virtual office registration address.

All content and information in this article is provided by the M&N team for general reference only. M&N accepts no liability for any loss or damage arising directly or indirectly from the use, misuse, or reliance on information on this website.