Published ยท Denmark
China Company Registration: Documents, Steps and Timeline for Danish Founders
A practical guide for Danish founders on registering a company in China: the documents you need, the approval steps, realistic timelines, and where Danish founders commonly stumble. General information only, not legal or tax advice.
Setting up a company in China is a well-trodden path for Danish founders, but it is not a quick paperwork exercise. The process involves several government bodies, notarised and legalised documents from Denmark, and a bank account opening that often takes longer than the business licence itself. This guide walks you through what is required, in what order, and how long each stage typically takes. It is general information only and not legal or tax advice; your specific structure and sector may add requirements, so confirm details with a qualified local adviser before you commit.
First, choose the right vehicle
Most Danish founders setting up a substantive presence in China choose a Wholly Foreign-Owned Enterprise (WFOE), usually structured as a limited liability company. A WFOE lets you control the entity fully, invoice customers in renminbi, hire staff directly and repatriate profits. Alternatives include a joint venture with a Chinese partner (sometimes required in restricted sectors), a representative office (limited to liaison work, no direct revenue) and, for early market testing, working through a local distributor or agent. If your activity is not on China's negative list for foreign investment, a WFOE in a permitted sector is usually the most straightforward route. Sector matters: manufacturing, education, healthcare, media and some services carry extra approvals.
Documents you will need from Denmark
The paperwork is where timelines slip. Chinese authorities require foreign corporate documents to be notarised in Denmark, then legalised for use in China. Since Denmark and China are both parties to the Apostille Convention, an apostille from the Danish authorities is generally accepted in place of consular legalisation, but confirm the current requirement with the registration authority in your target city, as local practice can vary.
Core corporate documents
- Certificate of registration (or equivalent) of your Danish company, apostilled and translated into Chinese by an accepted translator.
- Articles of association of the Danish parent, apostilled and translated.
- Board resolution authorising the China investment, signed by the appropriate officers.
- Passport copies of the legal representative, directors, supervisors and shareholders (individuals), notarised where required.
- Proof of address for the legal representative and, if a company shareholder, for the parent.
- Bank reference letter or proof of funds, sometimes requested.
China-side documents
- Company name in Chinese (and English), with several alternatives for the name pre-approval check.
- Registered address lease or sublease agreement plus the landlord's property certificate; many founders use a serviced office or an approved virtual address in a business park.
- Business scope wording, drawn from the standard catalogue; keep it focused but broad enough for planned activities.
- Articles of association for the new WFOE, typically based on a local template.
- Feasibility study or project description, more detailed for restricted or encouraged sectors.
- Appointment documents for the legal representative, directors, supervisor and general manager.
Translations must generally be done by a translation agency acceptable to the authority, and signatures should match passports exactly. Inconsistent name spellings, missing middle names and expired passports are common causes of rejection.
The registration steps, in order
1. Name pre-approval
You reserve the company name with the local market regulation authority (SAMR). Names follow rules on structure, characters and prohibited terms. Allow a few working days, more if you need to resubmit alternatives.
2. Prepare and legalise documents
Notarisation and apostille in Denmark, plus certified Chinese translations, typically take one to three weeks depending on your Danish notary and the translation workload. Start this before anything else, because every later step depends on it.
3. File for the business licence
Submit the application package to SAMR, often online through the local one-stop portal. If the file is complete, the business licence (the yingye zhizhao) is commonly issued within a few working days to a couple of weeks, depending on the city and whether the sector needs pre-approval.
4. Seals and chops
After the licence, you register and collect the company seals: the official company chop, the legal representative chop, the finance chop and, if needed, a contract chop and invoice chop. This usually takes a few working days and is best done in person or through a licensed agent.
5. Bank account opening
Open the basic RMB account and, if you need it, a foreign currency account. Banks conduct know-your-customer and anti-money-laundering checks, which for foreign-invested companies can take one to several weeks. Expect to provide the full corporate chain, including the Danish parent documents, and to have the legal representative attend, in person or via a verified remote process depending on the bank.
6. Tax and customs registration
Register with the tax authority, sign the tripartite tax-bank agreement, and, if you will import or export, complete customs and foreign trade operator registration. VAT general taxpayer status is a common choice for B2B businesses; confirm eligibility and implications with your adviser.
7. Foreign exchange and capital contribution
Register the foreign investment with the local branch of the State Administration of Foreign Exchange (SAFE) or through the bank, then bring in registered capital. Funds should be remitted with the correct purpose code and matched to the registered capital amount in the articles. Keep clean records for later profit repatriation.
8. Social insurance and staff onboarding
Register the company for social insurance and housing fund contributions, then enrol employees. Work permits and residence permits for foreign staff are handled through the science and technology (foreign expert) and exit-entry authorities, and are a separate workstream with their own timeline.
Realistic timeline
For a straightforward WFOE in a permitted sector, with documents ready and a leased address, the business licence stage is often measured in weeks rather than months. End to end, from the day you start Danish notarisation to a functioning bank account and tax registration, plan for roughly six to twelve weeks, and longer if your sector needs pre-approval, your address is not yet secured, or the bank requests additional due diligence. Restricted sectors, joint ventures and entities with complex ownership can take several months. City-level processing speed also varies.
Practical notes for Danish founders
- Get the address right first. A compliant registered address is a precondition for almost everything; serviced offices can simplify this but check what the local authority accepts.
- Appoint a reliable legal representative. This person carries real responsibility in China, including tax and compliance duties.
- Budget for the full chain. Notarisation, apostille, translation, agent fees, seal-making and bank charges add up; get written quotes.
- Do not treat the licence as the finish line. Bank access, tax registration and capital injection are what make the entity usable.
- Keep the Danish and Chinese records consistent. Names, addresses and shareholding should match across every document.
Denmark and China have long-standing trade ties, and Danish brands are well regarded in several consumer and industrial categories. That helps with market entry, but registration is a compliance process first. Engage a reputable local adviser or corporate services firm early, confirm current requirements for your sector and city, and build a realistic buffer into your timeline.
This article provides general information only and is not legal, tax or accounting advice. Requirements change and vary by location and sector; consult qualified professionals before acting.