Guidance of Registering Chinese Branch Office(s)
If you are intending to develop more business opportunities and hire staff ( local person or non residents ) in other Chinese provinces or cities, you have to set up a branch office and open a local bank account first. Through opening branch office(s) to operate daily businesses and transactions can grow up your China entities and brands easier.
Here you must understand that branch office(s) managed by local parent companies ( have obtained local business licenses, permits and registered in other cities or provinces ). It is not like representative office(s) managed by foreign business entities and oversea enterprises.
Benefits of Branch Office(s)
No capital requirements
No articles of association
No board of directors
No position of supervisor
No debt liabilities
Simplify financial system
Independent HR system
No legal corporate status
Independent bank account
We help you opening branches by our professional services
Professional teams providing Chinese business entities, enterprises to set up a branch office with simply and easily processing obtaining approval.
The whole procedure of registration completed by online guidance within 5 working days to obtain business license and branch office’s seals.
Licensed branch office(s) may open an independent social insurance account from local labor and social security departments for local staff.
The turnover taxes need to be paid to the localities, and yearly profits need to incorporate with the parent company. No taxes for funding transferring.
5 Steps and 10 Days Complete the Whole Process of Registration
Step 1 Requirements and Documents
Prepare original business license and company seal ( legally registered its supervision department from other provinces or cities mainland China. And 1 responsible person appointed by parent company needs to provide ID or passport to local government office verification.
Step 2 Easily Naming for Branch Office(s)
No independent name, named under parent company such as Beijing ABC Consulting Limited ( Shanghai ) Branch, or Beijing ABC Consulting ( Shanghai ) Branch Office. Must be the end with branch or branch office. Branch office(s) can be approved to obtain corporate name immediately.
Step 3 Listing Business Activities
All Chinese branch office(s) can get approval of business scope from licensed activities of business license of parent company with no independent business activities, by the way, branch office(s) can not apply for import and export licenses and permits to operate international transactions. The Customs clearance businesses must be delivered by the parent company.
Step 4 Submit Official Forms of Registration
Submit all legal files signed by the legal representative ( executive director ) of parent company for incorporating a branch office, and appointment documents for setting up principal of branch office(s).
Step 5 Obtain a Business Licence and Bank Account
Local market and supervision administration bureau will issue business license and company seals to branch office(s). Meanwhile you must open a local bank account as tax account.
Topics of Chinese Branch Offices
Procedures of Registration
Branch office refers to the affiliated organs that governed by this company in aspects including business, funds, personnel, etc., which do not possess the legal person qualification. Branch office is only affiliated organ that is not legal and economically independent, affiliated with the parent company.
Branch office has no independent name, Articles of Association or independent assets, and burdens, legal liabilities for the debts of the branch with the assets of the parent company.
Branch office refers to an affiliated organs governed by this company, an organ established by the parent company in places other than the company domicile, which carries out activities in the name of the parent company.
Branch office is not qualified as an enterprise legal person, and its civil liabilities are borne by the parent company. Although with the character of a company, it is not in its true sense a company. It has no independent Articles of Association, and its name shall be the name of the parent company plus the characters of Branch office.
Main characteristics of a Branch office
- Branch office is legally established by the company it is subordinated to;
- Branch office has no independent assets, carries out unified accounting with the company it is subordinated to, who would burden compensation liabilities for its debts in business activities. The assets actually occupied and used by the Branch office are part of the assets of the parent company, which shall be listed in the balance sheet of the parent company;
- Branch office is not a company, and its establishment does not have to follow the establishment procedures for companies, but only simple registration and operation procedures would do;
- Branch office bears no civil liabilities independently, has no independent Articles of Association, no organ, such as board of directors, for operation decision making and transaction implementation of the company;
- Branch office has no independent name, and its name shall be the name of the parent company plus the characters of Branch office.
List of materials required for registration of Branch office
1. Application for registration of Branch office;
2. Authorization Letter for the Assigned Representative or Jointly Entrusted Agent, as well as copies of identity certificates of the assigned representative or entrusted agent;
3. Copy of Articles of Association of the company ( with official seal of the company affixed );
4. Copy of business license of the company;
5. Use certificate for the business premise of the Branch office;
6. Appointment documents of principals of the Branch office, as well as copies of their identity certificates;
7. If projects, which shall be reported and approved before registration, as stipulated by laws, administrative regulations or decision of the State Council, is involved in the business scope to be applied for registration of the Branch office, copies of relevant approval files or permits shall be submitted; the business scope of the Branch office shall not exceed that of the parent company;
8. If report and approval required for the establishment of Branch office, as stipulated by laws, administrative regulations or decision of the State Council, copies of relevant approval files or permits shall be submitted.
Process and Approval
1. The applicant shall transact enterprise name pre-approval in the registration authority, and collect Notification for Enterprise Name Pre-Approval;
2. If pre-approval involved, the applicant shall transact corresponding approval procedures in the approving authority after collecting Notification for Enterprise Name Pre-Approval, and obtain approval files or permits;
3. The applicant submits application materials necessary for establishment of Branch office to the registration authority.
4. If the materials submitted are complete and conform to legal form, the registration authority would decide on the spot whether to approve or not; if verification needed for the substantial contents of the application materials, the registration authority would make decision, within 15 days after accepting, whether or not to approve the registration.
5. If the registration authority approves the registration, the applicant shall collect business license in the registration hall of the registration authority within 10 days.
1. If the materials submitted are complete and conform to legal form, the registration authority would decide on the spot whether to approve or not; if verification needed for the substantial contents of the application materials, the registration authority would make decision, within 15 days after accepting, whether or not to approve the registration.
2. If approving the registration, the registration authority would issue the business license within 10 days.
Matters needing attention
1. The business scope of the Branch office shall not exceed that of the parent company.
2. The Branch office has no registered capital, and does not need to transact capital verification procedures.
3. The Branch office could employ staff to transact social insurance.
4. Branch office with independent accounting could apply for qualification of general taxpayer and issue VAT invoice.
5. Branch office with independent accounting shall make accounts and tax declaration each month.
FAQs for Chinese Branch Offices