Set up company in PRC (Greater Bay Area)

A Wholly Foreign-Owned Enterprise (WFOE) is a limited liability company in Mainland China that is 100% owned by foreign investors. As an independent legal entity, it offers full operational control without the need for a local partner, giving foreign businesses greater autonomy and flexibility in the Chinese market.

WFOEs operate strictly within the business scope approved at registration and are increasingly popular among international companies—especially in services, technology, consulting, management, software development, import/export, and trading.

Key advantages include the ability to directly hire staff, issue RMB invoices, and repatriate profits, making the WFOE structure a strategic, efficient, and long-term solution for foreign enterprises entering China.

A Wholly Foreign-Owned Enterprise (WFOE) in China is authorised to issue official value-added tax (VAT) invoices, known locally as “fapiao”. This capability enables the WFOE to conduct legitimate business transactions with Chinese customers and suppliers, many of whom require VAT invoices to claim tax deductions and meet regulatory compliance requirements.

The ability to issue VAT invoices not only enhances the WFOE’s credibility in the local market but also facilitates smoother commercial operations, helping foreign enterprises integrate more effectively into China’s business environment.

A Wholly Foreign-Owned Enterprise (WFOE) can convert Renminbi (RMB) profits into foreign currencies—such as US dollars—and legally remit them overseas as dividends to its foreign shareholders. This enables efficient cross-border profit distribution, provided that the WFOE fully complies with local tax clearance procedures and foreign exchange regulations.

This capability allows foreign investors to realise returns on their China operations while maintaining compliance with statutory and regulatory requirements.

A Wholly Foreign-Owned Enterprise (WFOE) has the legal right to independently conduct import and export activities. This includes the ability to trade goods directly, issue and receive customs declarations, and manage international logistics without the need for a local partner.

This autonomy gives WFOEs greater operational flexibility and improves supply chain efficiency, allowing foreign enterprises to maintain full control over cross-border trade operations and better respond to market demands.

A Wholly Foreign-Owned Enterprise (WFOE) gives foreign investors complete control over internal resources, including staffing, finance, operations, and strategic decision-making. This structure ensures that the business remains aligned with global standards and the parent company’s objectives, without the risk of local interference.

Such autonomy enables WFOEs to implement consistent policies, maintain quality control, and execute strategies efficiently, making them an ideal structure for foreign enterprises seeking long-term, independent growth in China.

While there is no officially mandated minimum capital requirement for establishing a Wholly Foreign-Owned Enterprise (WFOE) in China, it is strongly recommended to register an amount sufficient to cover initial operational costs and investments before the business begins generating revenue. This typically includes office rent, staff salaries, equipment purchases, and working capital.

Undercapitalising a WFOE can lead to liquidity challenges or the need for additional capital injections, which may trigger extra administrative procedures—such as reapplying for government approvals, paying additional licensing fees, and renewing business licenses or related permits.

To ensure smooth operations and avoid unnecessary delays, a well-planned capital injection at the outset is highly advisable.

An Equity Joint Venture (EJV) is a limited liability legal entity jointly established by a foreign investor and a Chinese partner. The Chinese partner must be a registered company (not an individual), while the foreign investor may be either an individual or a company.

Each party’s liability is limited to its capital contribution, with profits, losses, and control rights typically allocated in proportion to each party’s equity stake.

EJVs are particularly common in sectors where local market knowledge, established distribution channels, or government relationships are critical to success. They provide a collaborative framework that combines foreign capital and expertise with domestic resources and networks, enabling both parties to leverage their respective strengths.

A physical business address in China is mandatory for company registration. Virtual offices are generally not accepted for registration purposes, meaning the address must correspond to a legitimate, verifiable commercial premises that meets local regulatory requirements.

At least one director must be appointed. If there is only one director, that person must also serve as the company’s legal representative. The legal representative holds significant authority and is personally accountable for the company’s actions, including compliance with Chinese laws and regulations.

We provide a compliant, strategically located registered address in Mainland China, which is mandatory for all corporate registrations. Our service includes acting as your registered agent, responsible for handling official government correspondence, legal notices, and administrative documents on behalf of your company.

This arrangement ensures you meet statutory requirements while maintaining a credible and professional business presence in the region.

We manage the entire business registration process from start to finish, including company name pre-approval, drafting and filing incorporation documents, obtaining the business license, and coordinating with relevant local authorities.

Our team ensures your company is fully compliant with Chinese regulatory frameworks, minimising delays and providing a smooth, efficient market entry.

Our experienced team guides you through the collection and verification of all necessary due diligence documents. We conduct thorough reviews of shareholder identification, proof of address, corporate documents (if applicable), and other required materials to ensure full compliance with the regulations of the State Administration for Market Regulation (SAMR) and relevant local authorities.

This process helps prevent application delays, reduce compliance risks, and ensure your company’s registration is completed accurately and efficiently.

We assist your company in preparing all governance and compliance documents typically managed by a company secretary. This includes shareholder and board resolutions, director and officer appointments, drafting the Articles of Association, and maintaining statutory registers.

These documents are essential for the legal operation, corporate governance, and accurate recordkeeping of your entity in China, ensuring ongoing compliance with local laws and regulations.

We provide ongoing support to ensure your company meets all annual regulatory obligations, including annual inspections, tax filings, license renewals, and submission of updated business information to relevant authorities.

Staying compliant with these requirements is critical to avoiding penalties, maintaining operational continuity, and preserving your company’s good standing in China.

For foreign shareholders—particularly Hong Kong companies investing in PRC entities—notarisation and legalisation of corporate documents is a mandatory step. We coordinate with authorised notary offices and Chinese embassies or consulates to ensure all documents are accurately notarised, legalised, and accepted by Chinese authorities.

This service streamlines the investment process, reduces administrative risks, and ensures your application proceeds smoothly and in full compliance with PRC requirements.

Should you require further information regarding our company incorporation and business setup services in the People’s Republic of China, including the Greater Bay Area, please do not hesitate to contact us.

Our experienced professionals are ready to provide detailed consultation and tailored solutions to support your business expansion in China. We would be pleased to arrange a meeting at your convenience to better understand your objectives and how we may assist you effectively.

We look forward to the opportunity to support your business endeavours and to be your trusted partner in achieving long-term success in China.