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Business registration in Xiamen follows national Chinese company law and administrative rules, with local procedures administered by Xiamen municipal authorities. The core legal framework includes the Company Law of the People’s Republic of China, the Foreign Investment Law and its implementing regulations, and the national administrative measures for business registration. Xiamen also operates special policies for foreign investment and enterprises located in the Xiamen Free Trade Zone and other development areas. The typical result of the registration process is a business license issued by the local Administration for Market Regulation - this license records the company name, legal representative, registered capital, business scope and registration number. After registration, enterprises must complete tax, social insurance and other filings with the corresponding local government departments.
Many parts of company formation and registration involve substantive legal, regulatory and commercial choices. A lawyer can help in several common situations - structuring the business to protect founders from liability and optimize tax and investment treatment; drafting and reviewing the articles of association and shareholder agreements; advising on foreign investment rules and whether a WFOE, joint venture, representative office or partnership is appropriate; handling complex approval or filing requirements for regulated sectors such as finance, education, telecommunications, food or import-export; performing legal due diligence on local partners, premises and contracts; resolving disputes with landlords, suppliers or local authorities; and ensuring compliance with employment, environmental and IP rules. Lawyers also reduce the risk of delays and rejections by preparing accurate documentation and responding to questions from officials.
The following aspects of local and national law are particularly relevant when registering a business in Xiamen -
- Company type and formation - Chinese law recognizes several forms of enterprise, including limited liability companies, joint stock companies, partnerships, branches and representative offices, and foreign-invested entities such as wholly foreign-owned enterprises and Sino-foreign joint ventures. Each form has different governance and capital requirements.
- Registered capital and contribution - Since the 2014 reform, many company forms no longer require a minimum registered capital, but you must state a realistic amount and a timetable for contribution. Some sectors or licenses still require a minimum capital.
- Business scope - The business scope declared during registration defines the permitted activities of the company. Only activities within that scope can be legally conducted without additional approvals. Regulated activities require pre-approvals or special permits.
- Name registration - Company names are subject to local administrative checks for uniqueness and compliance with naming rules. Names cannot be misleading or infringe third-party trademarks.
- Foreign investment rules - The Foreign Investment Law and a national negative list regulate what foreign investors can and cannot do. Some industries require special approvals, filings or joint-venture structures. Xiamen-specific incentives may be available in certain zones.
- Licensing and permits - Beyond the business license, many businesses need additional sectoral licenses - for example, food operation permits, import-export registrations, financial licenses, or construction approvals.
- Taxation and reporting - Enterprises must register with the local tax bureau and comply with corporate income tax, value-added tax and other tax rules. Xiamen local tax incentives may apply for encouraged industries or in specified zones.
- Labor and social insurance - Employment contracts, social insurance payments and housing fund contributions are required under national and local labor laws and regulations.
- Administrative compliance - Ongoing annual reporting, changes in corporate records, renewals and statutory meetings must be recorded with the Administration for Market Regulation and other bodies. Penalties may apply for noncompliance.
You can register limited liability companies, joint stock limited companies, partnerships, sole proprietorships, representative offices and branches, and a variety of foreign-invested entities such as wholly foreign-owned enterprises and Sino-foreign joint ventures. Choice depends on investor nationality, liability preferences, tax planning and the industry-specific regulatory requirements.
No, the legal representative can be a foreign national for many company types, especially foreign-invested enterprises. However, practical and legal considerations - such as the need to sign official documents or appear before authorities - may make it advisable to appoint someone locally based. Specific industries may impose additional rules.
Timeline varies by complexity. Simple local company registrations may be completed in a few business days to a few weeks after name approval and document submission. Foreign-invested enterprises or businesses requiring special permits can take several weeks to a few months. Delays often arise from incomplete documents or required government approvals.
Registered capital is still required in the registration documents, but minimum amounts have been relaxed for many types of businesses. You should declare an amount that reflects the companys planned operations and funding schedule. Certain regulated sectors or license applications may still require a minimum capital threshold. A lawyer or accountant can advise on appropriate levels for legal compliance and commercial credibility.
Xiamen authorities require a verifiable business address. Some jurisdictions accept properly documented virtual offices or serviced offices, but many official processes - including certain permits and bank account opening - require a physical lease or property ownership certificate. Using a noncompliant address can lead to registration problems or penalties.
The Xiamen Free Trade Zone offers preferential customs, foreign exchange and administrative policies intended to facilitate trade and investment. Companies in the zone may benefit from simplified customs procedures, pilot financial policies and local incentives. However, enterprises must still comply with national laws and any sector-specific rules.
After registration you must register with the local tax bureau and comply with corporate income tax, value-added tax, withholding tax and other applicable taxes. Monthly or quarterly tax returns and annual corporate income tax filings are typically required. Additionally, annual enterprise reports and changes in registration details must be filed with the Administration for Market Regulation.
Hiring employees requires compliance with labor laws - written labor contracts, social insurance and housing fund registrations, payroll tax withholdings and statutory contributions. If you hire foreign employees, you also need work permits and residence permits. Employment of certain categories may require additional approvals.
Common documents include identity documents for founders and legal representatives, articles of association, a company name pre-approval notice, proof of registered address such as a lease, bank account opening records for capital contributions if needed, and special permits for regulated activities. For foreign investors, notarized and consularized documents or certified translations may be required depending on the authoritys requirements.
Costs vary widely by company type and complexity. Government registration fees are generally modest, but professional fees for lawyers, accountants, translators and agents can vary based on service scope. Additional costs may include rent for a registered address, notary and legalization of foreign documents, licensed activity fees and capital verification where required. Obtain written fee estimates before engaging professionals.
When seeking legal advice or assistance for business registration in Xiamen, these types of organizations and bodies are useful to contact or research - the Xiamen Municipal Administration for Market Regulation for company registration and license matters; the Xiamen Municipal Bureau of Commerce for foreign investment policies and incentives; the Xiamen Free Trade Zone Management Committee for zone-specific rules; the local tax bureau for taxation registration and compliance; the public security bureau for residence and passport-related matters for foreign staff; customs authorities for import-export registration; local industry regulatory authorities for sector-specific licenses; professional service providers such as licensed law firms, accounting firms and certified public accountants experienced in Chinese company formation; and business associations and chambers of commerce in Xiamen that assist foreign investors and provide networking and practical guidance.
If you need legal assistance for business registration in Xiamen, follow these practical steps -
- Assess your business plan and choose the appropriate company type - consider liability, tax, ownership and industry rules.
- Gather basic documents - identity documents for founders, proposed company name options, a draft business scope, and proof of an address. If you are a foreign investor, prepare certified and translated corporate documents and passports.
- Consult a local lawyer or licensed business services provider - get advice on entity choice, registered capital, required permits, and a checklist of documents. Ask for a written engagement letter that describes services and fees.
- Perform pre-registration checks - reserve or pre-approve the company name and confirm the acceptability of your registered address and business scope with the authorities.
- File for registration and follow up on additional licenses - submit required documents for the business license, and then complete tax, social insurance and other mandatory registrations. If your business involves regulated activities, apply for the necessary sectoral permits in parallel.
- Maintain compliance - keep corporate records, file annual reports and tax returns on time, and update registration details when there are changes in shareholders, legal representatives, registered address or business scope.
If you are unsure about any step, seek professional legal advice early to avoid costly mistakes and delays. The registration environment and local practices can change - a local lawyer or professional adviser will provide the most current, practical guidance tailored to your situation.
