How to set up a WOFE in China (Shanghai) Free Trade Zone? WOFE, or WFOE, is the abbreviation of Wholly Owned Foreign Enterprise. “It’s a common investment vehicle for mainland China-based business wherein foreign parties (individuals or corporate entities) can incorporate a foreign-owned limited liability company(Wikipedia).”
Since it was established on September 29, 2013, the China (Shanghai) Pilot Free Trade Zone (FTZ) has carried out institutional reform and innovation in areas of investment, foreign trade, finance and post-filing supervision to form a legal framework for investment and trade within the zone. It has adopted the negative list for investment management, simplified foreign trade supervision procedures, promoted financial system reform to realize RMB capital account convertibility, and advocated post-filing supervision as a way to transform government functions.
The State Council decided on December 28, 2014 to introduce the practices of Shanghai FTZ nationwide and established free trade zones also in Guangdong, Tianjin and Fujian. It approved the expansion of Shanghai FTZ by incorporating Lujiazui Financial Area, Jinqiao Export Processing Zone, and Zhangjiang High Tech Park, enlarging the FTZ from 28.78 square kilometers to 120.72 square kilometers to provide more space for reform trials.
According to the company laws and regulations, the procedure to set up a common WOFE in different areas in China can be a little bit different. Shanghai is the economic center of China and the biggest port of cargo handling capacity, which makes Shanghai always the first option for foreign investors to set up their WOFEs. And this article just introduces how to set up a WOFE in China (Shanghai) Free Trade Zone.
As for other specific forms of WOFE please refer to other articles on this site.
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1. The Registered Capital of Shanghai WOFE: (Read:What is and How to change WOFE's Registered Capital?)
A lot of customers care about the problem of minimum registered capital. According to our many years of practical experience of registering Shanghai WOFEs and the latest policy, we suggest that the registered capital should not less than USD 150,000.00 (or CNY 1 million). But since March, 2014, there is no forcing the first round 20% registered capital investment. The subscribed period can be as long as 20 years. The registered capital is not the lower the better, there is a proportion relationship with total investment. And there are more details concerning the registered capital. It’s very crucial to set an appropriate registered capital. For details, please contact us for help.
2. The Registered Address of Shanghai WOFE: (Read:What is and How to change WOFE's Registered Adress?)
A Company must have a registered address, otherwise it can't be registered. If you need to register a WOFE in Shanghai, you will have to find an office in Shanghai as a registered address. And this address should be business office building, it is must not be residential housing building. No specific area is required. Since the duration for Shanghai WOFE registration is generally about 2 months, so you can’t actually start your business in the beginning 2 months, and thus a certain amount of rental will be wasted.
Another alternative way is that we provide a virtual address in China (Shanghai) Free Trade Zone for registration. This address is only for WOFE registration; you don’t have to and can’t work there, and then you can rent an office wherever you like in Shanghai. Such address has two major benefits:
(1) Cost saving: Low charges, even free of charge, and it can save rental in the first 2 months when you can’t start your business for not having Business License;
(2) Long-term effective: No bother of changing registered address later.
3. Required Documents for Shanghai WOFE Registration:
According to the Company Law of the People's Republic of China and our many years of practical experience, the documents required for Shanghai WOFE Registration are:
(1). 2 Copies of Notarized & Certified Certificate of Incorporation of Overseas investing company;
Certificate of Incorporation needs to be notarized by the local lawyer/notary public, and certified in local Chinese embassy (consulate).
*If the investor is a natural person, please provide the original copy of the investor’s passport or provide 2 copies Notarized & Certified passport of the investor.
(2). 3 copies of The Passport/ID card of Legal Representative (often Executive Director) of the WOFE to be registered;
(3). 3 copies of The Passport/ID card of Supervisor of the WOFE to be registered;
*Some districts will check the original copy;
(4). 10 alternative company Chinese names;
(5). 1 copy of Leasing Contract & Property Ownership Certificate of Registered Address;
(6). 1 copy of the accountant’s ID card of the WOFE to be registered;
Accountant should be Chinese with accountant license.
(7). A set of documents prepared by WOFEChina.com(signed/stamped);
(8). Other documents required.
*Leasing Contract & Property Ownership Certificate of Registered Address should be stamped or signed by the owner. If the WOFE is registered in China (Shanghai) Free Trade Zone. We can provide item 5.
4. Flow path and Duration for Shanghai WOFE Registration:
It takes at least one and a half months to finish all procedure of Shanghai WOFE Registration. If you need to apply for import and export registration it will take 1 additional month; To apply for VAT also takes 1 additional month. But the above two events can be done simultaneously. The specific Flow path and Duration for Shanghai WOFE Registration are:
(1). Check name to see if the company name is available, 5 workdays;
(2). Record Certificate of Foreign Invested Company, 5 workdays;
(3). Business License, 10 workdays;
(4). Engrave Official Stamp/Financial Stamp/Legal Representative’s Stamp, 1 workday;
(5). Open company bank account, 10 workdays;
(6). Apply for import and export registration, 25 working days;
(7). Ratify tax category, 25 workdays.
Note: In practice, the delay caused by the investor for not providing proper documents does not count in the Duration for Shanghai WOFE Registration.
5. Service Charge and Administration fees for Shanghai WOFE Registration:
Please send an email to email@example.com to get a quotation.
WOFEChina.com has successfully helped investors from more than 50 countries (regions) all over the world registered Wholly Owned Foreign Enterprises (WOFE), Joint Ventures (JV), Shanghai Representative Offices(RO), and provide one-stop business solution, including Trademark Registration, Bookkeeping, etc. We have a very skilled consultant team, a set of efficient operation system. We provide high-quality customized services with reasonable price and accurate information, that’s what makes us different.
Read:What should WOFE do after registration？
Shanghai QiXiang Business Consulting Co., Ltd.
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