Company setup 公司注册
Setting up a WFOE in Hainan: the complete guide
A WFOE is a wholly foreign-owned enterprise: a real Chinese company that belongs 100% to you, no local partner required. This guide walks through the whole journey, from eligibility to a working bank account, the way we actually run it from Haikou.
At a glance 速览
The short version.
What this guide covers
指南Whether a WFOE is the right structure for your plan
Every document you need, and how to prepare it from abroad
The step-by-step registration timeline, week by week
Banking, tax registration and the 15% Hainan rate
Real costs, common delays and how to avoid them
First principles 公司注册
What is a Hainan WFOE, and who is it for?
The direct answer: a WFOE is a limited liability company registered in China and owned entirely by a foreign person or company. You control the licence, the bank account, the chops and the profit.
China allows 100% foreign ownership for most business activities. The exceptions live on a short government list called the Negative List; if your activity is not on it, you can own the whole company yourself. Registering that company in the Hainan Free Trade Port adds the island's incentives on top: a 15% corporate income tax rate for encouraged industries with real operations, zero tariffs on thousands of goods, and a talent tax cap for the people you hire.
A WFOE makes sense when you want to invoice Chinese customers in RMB, hire staff legally, control your intellectual property, import or export under your own name, or simply stop paying a middleman for the privilege of doing business you generate yourself. If you only need occasional trading trips or a first market test, read our business visa guide first; not everyone needs a company on day one.
Traders and e-commerce
Import-export companies are the most common Hainan WFOE. Your own licence means your own customs record, your own margins and no borrowed company names.
Service businesses
Consulting, tech, design and sourcing services run well as WFOEs: low setup complexity and clean invoicing to clients in and outside China.
Manufacturers and brands
A WFOE holds your trademarks, signs enforceable contracts with factories, and, with 30% value added in Hainan, ships to the mainland tariff-free.
Eligibility
Do you qualify to open a WFOE?
Most people do, and more easily than they expect. There is no nationality restriction for standard sectors, no requirement to live in China, and for most industries no minimum paid-in capital: you commit a registered capital figure and can contribute it over as long as five years.
- Shareholder: an individual with a valid passport, or a foreign company in good standing. Both work; a personal shareholding is simpler to document.
- Legal representative: one person who officially acts for the company. They do not need to be resident in China.
- Registered address: every WFOE needs a compliant address in Hainan. We provide this as part of setup; see our registered address guide.
- Business scope: a written description of what the company does, drafted to satisfy the regulator without boxing you in later.
Documents
What documents do you need for WFOE registration?
One passport and a handful of signatures, if you are an individual shareholder. Corporate shareholders add their company documents. Everything can be prepared from abroad.
| Document | Who provides it | Notes |
|---|---|---|
| Passport copy | Shareholder, legal rep, supervisor | Notarised and legalised copies for the shareholder if signing abroad |
| Certificate of incorporation | Corporate shareholders only | Notarised and legalised in the home country |
| Bank reference letter | Shareholder | A standard letter from your bank confirming good standing |
| Business description | You | Plain English is fine; we draft the official scope from it |
| Registered capital decision | You, with our advice | No minimum for most sectors; contribute within 5 years |
| Registered address documents | HCSG | Provided as part of the engagement |
Legalisation is the step people underestimate: documents signed outside China typically need notarisation and consular legalisation or an apostille in your home country before the regulator accepts them. We send exact, country-specific instructions before you spend money on the wrong stamp. Planning to run the whole process without flying in? It works; our remote registration guide explains the two moments where couriered originals matter.
The process
How does the registration actually run, week by week?
The licence itself typically lands within the first week. The rest of the five weeks is everything that makes the company usable: chops, tax, banking and customs.
We check and reserve your Chinese and English company names with the market regulator and draft the business scope. Usually days one to three.
The incorporation filing goes in with your legalised documents. The licence, with your unified social credit code, typically arrives within the first week.
The official seals that sign for the company in China: company chop, financial chop, legal representative chop. Registered with the police, held under a custody protocol you approve.
Registration with the tax bureau, VAT status decided, invoicing (fapiao) activated, and the 15% Hainan qualification assessed if your activity fits the encouraged catalogue.
Bank pre-checked and branch matched before any appointment. Domestic accounts typically take 5 to 10 working days; the legal representative appears in person once. Details in our banking guide.
Import-export companies register with customs; employers register for social insurance and housing fund. Both slot into the same five-week window.
Money
How much does a Hainan WFOE cost to set up and run?
Setup pricing is fixed and quoted in writing before you commit; what it covers is the registration end to end, the registered address, chops, tax activation and bank appointment. Beyond setup, budget for the running costs every real company has: monthly bookkeeping under Chinese Accounting Standards with filings due by the 15th, an annual corporate income tax reconciliation by 31 May, and the annual audit that gates profit repatriation. Our Hainan corporate tax guide covers the 15% rate in depth, including the substance requirements and the rule that 60% or more of revenue must come from encouraged activities.
- One-off: registration package, document legalisation in your home country, courier costs
- Monthly: bookkeeping and tax filings from day one, even at zero revenue
- Annual: CIT reconciliation, statutory audit, licence annual report
- Optional: employer registrations and payroll when you hire; see our services
Structures
WFOE, joint venture or representative office: which one?
| Structure | Ownership | Can invoice in RMB | Best for |
|---|---|---|---|
| WFOE | 100% foreign | Yes | Almost everyone reading this guide |
| Joint venture | Shared with a Chinese partner | Yes | Restricted sectors or a partner who brings real assets |
| Representative office | Not a separate company | No | Market research only; cannot trade or hire directly |
The honest comparison is short: unless your sector is on the Negative List or a partner brings something you genuinely cannot buy, the WFOE wins on control, IP safety and exit options. We wrote up the trade-offs properly in WFOE vs joint venture.
How we work
How HCSG handles your setup
We are the team on the ground in Haikou: 500+ companies set up for founders from 50+ countries, with a licence typically in hand within the first week.
Fixed quote before you commit
Structure recommendation, timeline and a fixed price in writing after a free consultation. No hourly meters.
Documents made foolproof
Country-specific legalisation instructions and templates, checked before you file anything, so nothing bounces.
Every filing, done for you
Name approval, licence, chops, tax, customs and social insurance registrations, handled end to end.
Banking without burned attempts
We pre-check the bank and match the branch to your profile before you fly in for the one required appointment.
The 15% rate, defended
Eligibility for the Hainan rate assessed in writing, qualification filed, and the rate defended at annual reconciliation.
After the licence
Bookkeeping, payroll and compliance carry on under the same roof, so nothing falls between providers.
Common questions 常见问题
Asked before every engagement.
01Can a foreigner own 100% of a company in China?
Yes. For most business activities China allows full foreign ownership through a WFOE, a wholly foreign-owned enterprise. Only sectors on the government's Negative List require a Chinese partner or are closed to foreign investment. Trading, consulting, e-commerce, most services and most manufacturing are fully open.
02How long does it take to set up a WFOE in Hainan?
The business licence itself is typically issued within the first week once your documents are in order. A fully operational company, with chops, tax registration, invoicing and a corporate bank account, takes about five weeks end to end.
03Do I need to be in China to register a WFOE?
No. The registration can run entirely remotely: documents are notarised and legalised in your home country and couriered over. Most banks require the legal representative to appear in person once to open the corporate account, which many founders combine with a first visit to the office and the port.
04What is the minimum registered capital for a WFOE?
For most sectors there is no legal minimum, and capital no longer has to be paid up front; you can contribute it over up to five years. The number is public, so it should look credible to banks and partners. We advise a figure matched to your business plan rather than an arbitrary large one.
05Do I qualify for Hainan's 15% corporate income tax?
You qualify if your company operates in an encouraged industry, earns 60% or more of its revenue from those activities, and has substantive operations in Hainan, meaning real people, premises and decision-making on the island. The 15% rate is confirmed through 31 December 2027. We assess eligibility in writing before you commit.
06Can my WFOE hire foreign staff?
Yes. Once registered, your WFOE can sponsor work permits and Z visas for qualifying foreign employees, typically requiring a bachelor's degree and two years of experience. Hainan's talent policies also cap qualifying employees' individual income tax at 15%.
07What are company chops and why do they matter?
Chops are the official seals that legally bind a Chinese company; in China a chop generally outranks a signature. A WFOE has at minimum a company chop, a financial chop and a legal representative chop. Who physically holds them is a governance decision: we register them properly and set a custody protocol you approve.
08Can I change my business scope later?
Yes, scope amendments are a routine filing, but they take time and some additions trigger extra licences. It is better to draft the scope generously at registration, covering what you realistically might do in the next two years, which is exactly how we draft it.
09What happens after registration? Are there ongoing obligations?
From the month your company exists it must keep accounts under Chinese Accounting Standards and file monthly by the 15th, even at zero revenue. Annually there is a corporate income tax reconciliation by 31 May, a statutory audit and a licence annual report. Miss filings and penalties accumulate quickly, so bookkeeping starts on day one.
10Can I close or sell the WFOE if plans change?
Yes. A WFOE is a normal limited company: it can be sold, transferred or formally deregistered. An orderly closure involves tax clearance and takes months, which is another reason to keep filings clean from the start. It is your asset, with a real exit, unlike arrangements run through someone else's licence.
China Registered Office Address & Workspace Solutions
WFOE Registered Address & Office Requirements in Hainan
WFOE vs Joint Venture vs Representative Office in ChinaNext step 下一步
Talk it through with a human in Haikou.
Thirty minutes, free. Bring your questions about this guide; leave with a plan, a timeline and a fixed quote.