Business & Trade
Set up a business presence in the GBA
Company registration in Mainland China, Hong Kong and Macao follows three separate systems. Compare the company and representative-office routes, then follow the documents, capital requirements, fees and continuing filings for the place where you will operate.
Choose where the business will operate
Registering a company or representative office does not grant or guarantee the right to live or work locally. Shareholders, directors and representatives must separately hold the immigration status and work permission required for their activities. Approval of a business registration is not approval of a visa, work permit or residence application.
Write down where the business will have its office, shop, factory or staff, and what it will do there. An operation in Shenzhen uses the Mainland route; Hong Kong incorporation does not by itself register that operation. Macao has its own process. Use this operating plan to choose the entity and suitable premises before filing.
Mainland China: Shenzhen and Guangzhou
Foreign individuals and overseas companies can own a Mainland company fully where investment access permits. Often called a WFOE, a new foreign-owned limited liability company is registered under the current Foreign Investment Law and Company Law. This national framework applies in Shenzhen, Guangzhou and elsewhere in Mainland China; registration authorities, filing procedures, address requirements and local implementation can differ. Sector licences and special-zone policies also need checking for the intended location.
The steps below use Shenzhen's registration services as a worked example. For Guangzhou, start with the Guangzhou AMR foreign-investment registration documents and current material requirements. Use the authority responsible for your proposed address; Hong Kong and Macao have separate systems.
1. Check the business activity and address
Check your activity against the nationwide foreign-investment negative list (2024 edition). Prohibited activities cannot proceed; restricted activities must meet the listed conditions. Activities outside it still follow general market-access and sector-licensing rules. Confirm that the proposed premises can support your registered address and intended use before committing to a lease.
2. Prepare the people, name and documents
Choose a Chinese company name and business scope. Identify the shareholders, legal representative, directors and other required officers. Prepare the registration application, articles signed by all shareholders, identity or corporate-status documents, appointment information and address-use documents. Include prior approvals where required. AMR's material rules explain overseas document authentication; use the requirements for your investor type rather than assuming every passport or overseas company needs the same treatment. Foreign corporate investor documents from an Apostille Convention country need notarisation and an apostille. A foreign individual whose passport has completed China entry formalities can use the passport without notarisation or authentication after the original is checked.
Foreign-language documents need Chinese translations. These registration rules are separate from the apostille requirements for work-permit documents.
3. Set a capital amount you can actually fund
For a new LLC, shareholders normally pay their subscribed capital in full within five years of establishment, on the schedule in the articles. Some sectors have special minimum-capital, paid-in or timing rules. Subscribed capital is a funding obligation, not the fee paid to an agent. Agree the amount, each owner's share and contribution dates before filing.
Buying or changing an older company? Companies registered before 1 July 2024 have transition rules. Where an LLC's remaining contribution term from 1 July 2027 exceeds five years, it must normally shorten that remaining term to five years or less by 30 June 2027. Do not apply the new-company timetable blindly to an existing entity.
4. Apply through Shenzhen AMR
Start at the Shenzhen Administration for Market Regulation (AMR) "One Window" service. Select company establishment and the foreign-invested company route, complete the application and signatures, and follow any document or counter requirements for your case. On approval, obtain the business licence. Submit the foreign-investment initial information report through the registration process; it is not the old separate commerce filing.
5. Arrange seals, banking and tax access
One Window also offers seal applications, invoicing services, bank-account appointments and employee social-insurance/housing-fund registration. Choose the services you need; omitted opening services can be completed later through its staged-service function. A bank appointment is not an approved account: ask the bank for its company and owner-document requirements. Keep the licence, seals and authorised account access under company control.
6. Start the books and calendar the filings
Arrange bookkeeping promptly: the tax rules require business taxpayers to set up books within 15 days of receiving a licence or incurring a tax obligation. Complete the tax information and invoicing arrangements for your activity, and agree who handles returns, payroll and supporting records. Your accountant should confirm the applicable taxes and filing periods, including returns required when no tax is payable.
Foreign-invested companies report the previous year's information from 1 January to 30 June, starting in the year after incorporation. Shenzhen's 2026 notice specifically excludes them from rolling anniversary reporting. File the market-regulation annual report and foreign-investment information through Shenzhen's annual-report system; they are separate obligations. The registered market-regulation contact receives the login SMS. Annual-report filing has no government fee.
Owning or registering the company does not give a foreign founder or employee permission to work in China. Arrange the applicable work permit and work-related residence permission separately before starting work.
More official Mainland setup resources
Shenzhen: a representative office of an overseas business
A representative office (RO) is an alternative for an established overseas business needing market research, promotion or liaison in Mainland China. It is not a separate legal person and generally cannot conduct profit-making activities; specific treaty exceptions exist. It is not interchangeable with a WFOE for local trading.
The standard application requires proof that the overseas business has existed for at least two years, its address and constitutional documents, the application, representative appointments, IDs and CVs, a bank credit reference and evidence of lawful use of the office premises. Include any required prior approval.
Start with Shenzhen AMR registration services, selecting 外国(地区)企业常驻代表机构设立登记. AMR's representative-office instructions describe the online application and appointment route; use the current service checklist for document certification and submission requirements.
After registration, maintain accounts and complete applicable tax procedures. The annual report is due from 1 March to 30 June and includes audited income and expenditure information. Representatives still need separate employment and residence formalities; the RO certificate is not immigration permission.
Official representative-office regulations: activities, documents and ongoing duties
Hong Kong: a private company limited by shares
Non-Hong Kong residents can incorporate a local limited company. Directors need not live in Hong Kong. A private company needs at least one individual director, a company secretary and a Hong Kong registered office. An individual secretary must ordinarily live in Hong Kong; a corporate secretary needs a registered or principal office there. A sole director cannot also be the company secretary.
An overseas business may use another structure
A representative or liaison office is another possible presence for an existing overseas company. Hong Kong IRD requires business registration for these offices. Where an overseas company establishes a place of business, consider the Companies Registry's separate non-Hong Kong company registration requirements. The local-company steps below are not the procedure for every office or branch.
IRD: businesses and representative offices requiring registration · Companies Registry: non-Hong Kong companies
Company ownership is not permission to live or work in Hong Kong. Anyone without an existing right to undertake the activity must obtain the applicable immigration permission. Investment as an entrepreneur is a separately assessed immigration application, not an automatic benefit of incorporation.
1. Choose the name and prepare three documents
Prepare Form NNC1, the articles of association and Notice to Business Registration Office IRBR1. Include the founder members/shareholders, share capital, directors, secretary and registered-office details. Use the current Companies Registry forms; its name guidance explains which names can be registered.
2. File and pay the government fees
Submit through the Companies Registry e-Services Portal or in paper form. Incorporation of a company with share capital costs HK$1,545 electronically or HK$1,720 on paper. For submissions from 1 April 2026 to 31 March 2027, a one-year business-registration certificate costs HK$2,350 including the levy. That makes the electronic government-fee total HK$3,895, before agency, office or secretary charges.
3. Receive certificates and prepare to trade
For a straightforward private company limited by shares, the Registry normally issues the incorporation and business-registration certificates within one hour electronically or four working days for paper filing. These are registration service times, not a promise of bank-account opening or licence approval. Arrange banking, any activity licences and permission to work separately. Notify the Business Registration Office of business particulars within one month of starting business, using a letter or IRBR200.
4. Keep the company and tax records current
A local private company normally files NAR1 each year within 42 days of its incorporation anniversary; the on-time fee is HK$105. Business-registration renewal and tax returns are separate tasks. Keep sufficient English or Chinese business records for at least seven years, and arrange accounts, any required audit and profits-tax filing. Maintaining a company secretary does not replace those tax responsibilities.
Macao: company registration and the opening declaration
Local and foreign investors follow the same company-formation procedures in Macao. IPIM can coordinate the process through its investor One-Stop Service; Macao's Commercial and Movable Property Registry and Financial Services Bureau handle the registrations below.
An overseas company may also operate through a permanent office or branch rather than incorporating a new local company. This follows Macao's rules, not the Mainland representative-office regime. IPIM's business questions and answers explain the alternatives and expressly state that being a shareholder or director does not automatically authorise a non-resident to work in Macao. Residence permission is also separate from company registration.
1. Obtain the name certificate and sign the incorporation document
Apply to the Commercial and Movable Property Registry for a certificate confirming that the proposed name can be registered. Complete the incorporation deed or authenticated private document within 60 days of obtaining the name certificate. Use the form appropriate to the company through a notary, Macao lawyer or notarised private document.
2. Register the company and declare the business opening
Apply for commercial registration within 15 days of signing the incorporation document, with that document, the name certificate, shareholder and management lists/IDs, acceptance-of-office declarations and any required prior permission.
Submit the Financial Services Bureau M/1 opening declaration in duplicate at least 30 days before the intended start, with the company and identity documents specified in its service guide. Settle the applicable business tax before opening; tax registration does not replace an activity licence.
3. Coordinate licences and the remaining operating tasks
For IPIM coordination, supply an investment-plan outline, its limited-company articles form and identity documents; married shareholders may need marriage/property-regime documents. The published service pledge is coordination within 10 working days once all documents are complete. Registration, notarial and stamp-duty costs depend on the case. Its project-follow-up service can help coordinate licences and questions about recruitment or non-resident workers. Plan banking, accounts and tax responsibilities with your local providers.
Using a company-formation agency
Request an itemised quote separating government fees from formation, registered-address, bookkeeping, tax-return and company-secretarial services. Agree the work, recurring charges and extra costs directly with the agency. Name the people who will hold the licence, seals, records and bank access, and agree how these are handed over if the service ends.
Planning a business presence in the region? Tell NZGBA your city and business activity to discuss local Kiwi community connections. The business directory lists New Zealand-connected service providers you can contact directly.
Related trade and work resources
For selling across borders or taking up a role in the business, the following guides cover import requirements, export support and Mainland work permission.
