A WFOE gives 100% foreign ownership and full control. Setup runs 6-10 weeks (4-6 in FTZ green channels): apostilled parent docs → SAMR licence + FDI report → chops → tax → SAFE → bank account. Realistic Year-1 budget excluding capital: $5,000-15,000.
1. Is a WFOE the right vehicle?
Check the negative list first (29 items nationally; manufacturing fully open). If your sector is clear → WFOE. Restricted (value-added telecom, education schooling, hospitals) → JV or pilot-zone structure. Liaison-only → Representative Office (cannot invoice or hire directly). Freelancers and independents: a single-shareholder WFOE is legal and sponsors your own work permit.
2. Registered capital under the 5-year rule
The 2024 Company Law requires full payment within 5 years — vanity numbers are now personal-liability traps (Article 49). Planning ranges: consulting/IT RMB 100-500k; trading RMB 500k-3m; manufacturing RMB 1m+. Size to 12-24 months of real operating costs plus capex.
3. The registration spine (7 registrations, one timeline)
- Name pre-approval (1-3 days) → SAMR business licence (1-3 weeks) with the FDI information report filed through the NDRC-MOFCOM system
- Chops (official/financial/legal-rep/contract) registered with the PSB
- Tax registration + general taxpayer election if B2B/import
- SAFE capital account for wiring registered capital
- Corporate bank account (the choke point, 2-8 weeks — pre-wire KYC in week one)
- Social insurance & housing fund accounts before first hire
- Customs/AEO if trading
4. City & FTZ selection
Shanghai (Lingang), Shenzhen (Qianhai) and Hainan offer 15% CIT for qualifying sectors with substance. Tier-1 cities are foreigner-friendly; tier-2 (Suzhou, Hangzhou, Chengdu) balance cost and speed.
5. Year-1 compliance calendar
Monthly VAT/CIT prepayments, quarterly filings, annual audit + AIC annual report by 30 June, FDI reports, IIT reconciliation March-June. Our $500/month retainer runs the whole calendar.
One partner for the whole journey
Zhonghui Consulting — licensed, fixed-fee, English-speaking. cross-border compliance engagements, ICPA-reviewed.
See All Services & Pricing → Free AI Entry CheckGeneral information only — not legal, tax, or immigration advice. Rules change; verify with official sources (SAMR, STA, SAFE, MOFCOM, NIA) and licensed advisors before acting.