外国公司驻上海代表处注册Estabishing a Representative Office Registration in Shanghai

外国公司驻上海代表处注册登记
1、所需材料：
1） 外国公司开业证明认证件1份（需中国驻所在国领事馆公证）；
2） 外国公司银行资信证明原件1份（最近6个月）；
3） 开业申请书（原件1份）；
4） 首代委派书（原件1份）；
5） 首代中文简历、护照、照片，若中国人任首代，还需工作证复印件和资格认定；
6） 驻在证明（原件）、指定办公场地、产权证、租房合同（原件）、租赁备案；
7） 其他相关文件；
2、手续和流程预登记—办理登记证—办理组织机构代码—刻章—办理税务登记证—统计证。
3、手续办理时间：
1） 预登记：五个工作日；
2） 办理登记证：五个工作日；
3） 办理组织机构代码及刻章：三个工作日；
4） 税务登记后续手续：十五个工作日注：以上办理时间供参考。实际以政府部门审批时间为准。

Representative Office Registration

1. Document required:
1.1 The photocopy of the business license of its parent company, request the confirmation from the China consulate which located at the same country to the investor.
1.2 Original Credit certificate of its parent company (the latest 6 months)
1.3 The application letter for setting a Representative Office. <1piece>
1.4 The power of attorney for the Chief Representative <>
1.5 The photocopies of Chinese resume, passport of the chief representative, and 2 pcs of his/ her passport size photos. If appoint a Chinese person to be the chief representative, need offer the contract between the authorized chief representative and Foreign Service Centre.
1.6 A draft lease contract of your office premise. The office building should be approved to be used as Representative office by Shanghai Foreign Economic Relation &Trade Commission.
1.7 Introduction of the parent company, including the company name, established date, registered location & capital, business scope etc.
1.8 Other related documents if necessary.

2. Procedure & Timing
2.1 Pre-register at the website of Administration of Industry and Commerce: about 5 working days.
2.2 Apply for registration certification: 5 working days
2.3 Apply for the Organization Code License & company chop: 3 working days
2.4 Register with Shanghai Taxation Bureau & other related procedures: 10 working days
All above actual timing will be appreciably adjusted based on the audit speed of administration.

关于海外/离岸及香港公司

为鼓励贸易与投资，从上个世纪中后期，世界上一些国家和地区纷纷以法律手段创造出一些特别宽松的经济区域，允许国际人士在其领土上成立国际业务公司，这些区域一般称为离岸法域或离岸司法管辖区。而所谓离岸公司就是泛指在离岸法域内成立的有限责任公司或国际商业公司。“离岸”的含义是指投资人的公司注册在离岸法域，但投资人不用亲临当地，可以委托中介机构在离岸法域注册，其业务运作可在世界各地的任何地方直接开展。非当地居民在英属维京群岛、纽埃岛、塞舌尔群岛、巴哈马群岛、马拿马及开曼等这些岛国或地区注册的公司，都属于这一类别。

离岸公司好处：
1．方便快捷，管理顺畅，合理税务规划，为企业节省成本；
2．海外公司回国内再投资，享受国家优惠的国家及地方税务政策；
3．通过离岸公司为产品申请国内外商标，提高品牌形象；
4．打开海外市场，保护产品品牌权益；
5．离岸公司可以使海外投资过程变得简单合法，并得到严密的资料保密；
6．离岸公司可以让您并购海外企业的战略计划变得现实，以及保密效果；
7．对于高新技术产业以及中小型企业的融资活动；
8．离岸公司管理方便，经营范围宽松，有完善的英美公司法典作为基础；
9．离岸公司的维护费用相对较少，并不须浪费过多人力物力资源。

香港公司好处：
1．名称选择自由
2. 经营范围极少限制
3．低税环境有利发展
4．注册资金少且无须验资
5．争取获得香港居留权
6．容易获得国际信用和信贷
7．人流、物流、资金进出自由
8．创立香港品牌
9．拓展国际市场窗口
10．进入中国内地市场跳板

特点：
1．不用验资到位；
2．名称不重复即可使用；
3．经营范围一般不限制；
4．股东国籍无限制

条件：
1．一位或以上股东及董事；
2．注册地址；
3．注册秘书（香港居民/公司）
4．注册会计师；

手续：
1．股东身份证（满18岁）/护照/营业执照复印件；
2．三个公司名（中英）核名如无重复即可使用；
3．注册每个股东所占股份的百分比（%）

完整公司文件：
1. 公司注册证书;
2. 商业登记证;
3. 章程;
4. 股票;
5. 出任董事同意书
6. 钢印;
7. 签字印;
8. 董事法定册子;
9. 注册地址通知书;
10. 首任董事秘书通知书

流 程：
委托书→
签署协议→
交付定金→
亲自签署法定文件→
立即送到香港政府办理→
10-15个工作日办理完毕→
交接文件，注册完毕！

A brief Introduction to Types of business entities in China

You are reading this because you want to find your business solutions in China.

If your business is expanding to China, Set up your new business in China, you are in right Place.
Types of Business setting up in China:

Registration of Representative Office (Rep. Office)

Wholly Foreign Owned Enterprise (WFOE) Registration

Joint Venture

Hong Kong company formation
Before anything, companies should always carry out thorough research of the market. The habitual question amongst would-be investors is the type of business they should seek: a Representative Office, Joint venture or wholly foreign-owned enterprise etc. There is no right answer. Experience suggests a widespread preference for a WFOE amongst Foreign investors in China in recent years.
If you do need decide that a presence is necessary in the market, one easy and cost-effective option is the www.PathToChina.com site, and some other Consultancy companies in China, which allows you to get more information before committing yourself. Following are the brief introduction for types of business.
1. Representative Office in China:If, having decided, you do need to have a permanent presence, one option is to set up a representative office. Representative Offices are established by foreign companies to engage in business liaison, product promotion, market research, exchange of technology and other permitted activities in China.
Representative Offices could not engage in direct operational activities. It’s prohibiting for Rep. Office exporting goods to overseas alone, pay suppliers through Rep. Office’s bank account etc.
If you are thinking about manufacturing or trading in China through a legal entity, the choice is generally between setting up your own wholly owned enterprise or setting up a joint venture or even do Mergers and Acquisition in China.
2. Wholly Foreign Owned Enterprise [manufacturing]:When looking at the attractions of manufacturing in China weigh up the benefits of subcontracting, or outsourcing, in China. If your company’s manufacturing requirements can be met through an outsourcing operation, this may be the better option. It may be possible to outsource using local manufacturers in China. Much of the myriad of goods on sale in the West bearing a ‘Made in China’ label is manufactured under contract.
In many cases it will not be possible to deal direct with a small Chinese manufacturer; such entities do not possess the all-important license to export the finished goods.
3. Trading Wholly Foreign Owned Enterprise in China:Normally to have a trading WFOE is the better option:Getting an export/import license has become much easier since March, 2006. It can be organized, and sometimes smaller manufacturers offer low-cost production in conjunction with your Trading WFOE equipped with such a license.
What are the disadvantages of setting up a WFOE?A disadvantage for an inexperienced investor setting up a WFOE in China is that much of the knowledge, administrative processes and contacts a partner would bring has to be gained the hard way. Strong relationships are a key factor for successful business in China, whether with the local authorities where the enterprise is located or along the supply chain.
4. Consulting and Service WFOE in China:
You could set-up a Consulting WFOE or service WFOE in China if you are looking for provide business services to your clients in China and abroad.You may find details here: http://www.pathtochina.com/reg_wfoe.htm
5. JOINT VENTURE IN China:Why chooses a joint venture? What should you look for?
An ideal partner who is honest, entrepreneurial, straightforward in its dealingscommitted to the protection of the joint venture company’s IPRwith good market access and local contactsand bringing with them a first-class workforce and facilities.What are the problems with going the joint venture route?(i) Lack of information about the prospective Chinese partner. A foreign company that locates a likely-looking company in China may have little knowledge of the company’s background. In the past it has been hard to gain data about the commercial situation of Chinese companies or to substantiate their descriptions of themselves and their business relationships. This difficulty in carrying out checks to a rigour that would be usual in the West has sometimes meant foreign investors enter into JVs reluctantly, accepting the attendant risks.
However an increasing amount of advice is available nowadays, with Path To China able to make checks on prospective partners and some consultancies that specialize in this area offer comprehensive investigative services, such investigations can provide sufficient information to warn.
(ii) The need to retain comprehensive control. A frequently-cited reason why foreign investors are not attracted to the JV option is a wish to retain comprehensive control over their China production - something a WFOE can offer but not a JV. ]
6. Hong Kong company formation:
Hong Kong, officially the Hong Kong Special Administrative Region is one special administrative regions of China. The territory lies on the eastern side of the Pearl River Delta.
Hong Kong was a dependent territory of the United Kingdom from 1842 until July 1, 1997. Under the policy of “one country, two systems”, the Central Government is responsible for the territory’s defense and foreign affairs, while the Government of Hong Kong is responsible for its own legal system, police force, monetary system, customs policy, immigration policy etc.
Hong Kong remains one of the top twenty trading economies, the world’s third largest financial center.
Hong Kong’s corporate law is strongly based on the British Legal System, the setting up of a Hong Kong is str. Local businesses are regulated and Hong Kong regards itself as a low tax centre rather than a tax haven. Taxes are levied on profits which is 16.5% since Financial Year 2008/2009. Under special circumstances, a Hong Kong company may even declare business transactions as offshore which are subject o 0% tax in Hong Kong.
As Hong Kong’s role as a major trading and gateway to China mainland and Asia, some companies formed in Hong Kong are for trading purposes generally, while some use it as HQ of it’s operations in China mainland.
Doesn’t like other China cities, Hong Kong has no restrictions on capital transfer in/out of Hong Kong (No Currency Control)
Register a Hong Kong company within 3 weeks and operate it offshore.