1. | Registration Cost | |
|
(1) |
Our Service Fees |
|
|
Our fees for handling the registration of a WFOE (the principal business activities of which includes general management consultancy or other activities of a service nature) in Beijing, China is RMB15,000. In particular, our fees cover the following services: (1) Preparation of registration application documents; (2) Performing name availability search; (3) Application for approval of name; (4) Application for business licence; (5) Application for MOFCOM registration; (6) Carving of company chops and personal chop of the legal representative; (7) Setting up basic RMB bank account; (8) Handling foreign direct investment registration; (9) Setting up foreign currency capital account. If the business activity to be conducted by the WFOE requires special licence or permit, we may need to adjust our fees accordingly. |
|
(2) |
Official Filing Fees |
|
|
The fees quoted in Section 1 (1) above do not cover official filing fees to be paid to different government departments and the official filing fees are estimated to be around RMB2,500, assuming no special license or permit is required. |
|
(3) |
Office On-site Inspection |
|
|
There are cases that the Beijing Administration of Industry and Commerce (BAIC) may conduct an on-site inspection of the premise to be used as the business address by the new WFOE. If the BAIC does require an on-site inspection, we can act for the client to attend the inspection for a fee of RMB2,000. |
|
(4) |
Legalisation Fees |
|
|
Our fees stated above also do not cover the legalization of the identity documents of the shareholder/member of the WFOE. If the shareholder/member is a company in Hong Kong, Singapore and Taiwan, we could also assist to arrange the legalization of the incorporation documents. Fees for legalisation will be quoted upon request. |
|
(5) |
Internet Banking Facility |
|
|
Our service fees stated in Section 1 (1) cover the setting up of a bank account for the new WFOE, however, it does not cover the application of internet banking facility. Should you decide to engage us for the above service, we will charge a fee of RMB2,000. |
|
(6) |
Translation Costs |
|
|
Our service fees stated in Section 5.1 do not cover translation costs for translating the documents prepared by you from English to Chinese or translation of registration documents from Chinese to English. If so required, we will charge an extra amount of RMB300 per page of A4 size paper for the translation services. In case the translation is done by client directly, we will charge RMB60-180 per page of A4 size paper as proof reading service fees. |
|
A summary of the fees and costs is provided in Schedule 1 to the quotation. |
2. |
Payment Terms and Methods |
|
Upon receipt of your order, we will issue an invoice to you for your settlement. We require full payment in advance. If China or Taiwan official tax invoice is required, Value-Added Tax or Business Tax at the prevailing rate in the respective jurisdiction will be charged. |
3. | Basic Structure of a WFOE in Beijing |
|
The minimum requirements of a WFOE in Beijing, China are as follows:
|
5. | Procedures for Establishing a WFOE in Beijing | ||
|
(1) |
Preliminary |
|
|
|
(a) |
Lease of office Space Firstly, the investor will have to enter into a tenancy agreement in relation to the office space to be used by the WFOE for a term of not less than 12 months. The office must be located in a commercial building. If the office is located in residential building, special approval from the residents' committee is required. |
|
|
(b) |
Legalisation of Identity Documents of Shareholder/Member The investor is also required to arrange to have the identity documents of the shareholder legalised by the Chinese Embassy in the country where the shareholder/member is registered/resided. |
|
|
(c) |
Other Documentation The investor at the same time needs to prepare other documents, such as photocopies of the passport / identity card / mainland travel permit of the director, supervisor, legal representative and (general) manager. |
|
(2) |
Application for Registration of WFOE | |
|
|
(a) |
Name Search and Reservation The registration process of a WFOE starts with name availability search. Kaizen will perform a name availability search with the Beijing Administration for Market Regulation. If the search indicates that the preferred company name is available for registration, Kaizen then apply for the reservation of the preferred name with the BAMR (北京市市场监督管理局). This is called "Name Pre-registration" (名称预先核准)in China. |
|
|
(b) |
Registration for Business License Upon receipt of the approval for reservation of the preferred name of the WFOE, Kaizen will then apply for Business Licence (营业执照) for the WFOE from the BAMR. The BAMR will usually issue the Business Licence within 5 working days after receiving all the required documentation. Once the business license is issued, the WFOE is deemed to be a legal person duly organised and existing under PRC law and will have full operational rights to operate its business in China within the scope of its Business Licence. |
|
|
(c) |
Carving of Company Seal and Chops Application for Approval for making of Office Stamp (Office Seal) from the Public Security Bureau and arrange the carving the company seal and chops. |
|
|
(d) |
Registration Record Filing with MOFCOM Upon receipt of business license (营业执照), Kaizen will then arrange the registration record filing with MOFCOM. MOFCOM local branch will usually issue a registration record receipt within 3 working days after receiving all required documentation. |
|
(3) |
Post Registration Stage |
|
|
|
(a) |
Foreign Direct Investment Registration Application for registration with the Administration Bureau for Foreign Exchange. |
|
|
(b) |
Opening Bank Accounts Opening one capital account and one RMB basic account with a bank of your choice in Beijing, China on behalf of you. |
6. |
Estimated Time Frame |
|
It is estimated that the whole registration process would take around 8 to 12 weeks, subject to the schedule of the investor and also the approval by the various registration authorities in Beijing. The table below shows the estimated time frame for each of the steps for the registration. |
Step
Description
Who is Responsible
Working Days
Preliminary
1
Legalization of Incorporation Documents
Investor
Investor’s schedule
2
Tenancy (Lease) Agreement (for the office to be used by the WFOE)
Investor
Investor’s schedule
3
Other documents
Investor
Investor’s schedule
Application for Registration
4
Name availability search
Kaizen
1
5
Application for approval and reservation of the proposed company name
Kaizen
3-5
6
Application for business license
Kaizen
5-7
7
Application for approval and carving of company seals
Kaizen
3
8
Project Registration and Record
Kaizen
3
Other Registration Procedures
9
Opening of RMB basic account
Kaizen
10-15
10
Performing foreign direct investment registration
Kaizen
7-10
11
Opening of capital account
Kaizen
7-10
Around 8 - 12 Weeks
7. |
Certificates and Materials obtained after Registration |
|
|
After the WFOE is officially registered, it will obtain the following certificates, corporate documents and seals to prove its legal existence and to carry out its daily operation. | |
|
(1) |
Business Licence (Original, Duplicate) |
|
(2) |
WFOE Registration Record Receipt |
|
(3) |
Articles of Association |
|
(4) |
Company Seal, Financial Seal, Legal Representative Seal (optional), and Contractual Seal (optional) |
|
(5) |
Bank Account Opening Permit and Other Bank Stuffs; |
8. | Annual Compliance Requirements in China |
|
Immediately after a WFOE is officially registered in Beijing, it is required to comply with various monthly, quarterly and annually filing and reporting requirements. These filing requirements include monthly tax filing, filing of annual audit report, which has to be issued and signed off by a local CPA firm, filing of annual tax reporting to the Beijing State Administration of Tax Bureau and filing of annual report to the business licensing bureau etc. In any case if any of these annual compliances are not handled in a timely manner, the WFOE may subject to penalties or at the risk of getting their license suspended or cancelled by the BAMR. Kaizen is well equipped with experienced personnel and capable of providing all the services that your Beijing WFOE may need, including but not limited to monthly book-keeping, preparation of tax computation and filing of various tax returns and also performing annual tax clearance and etc. |
Item |
Description |
Amount (RMB) |
1 |
Service fees for Company Registration (Note 1) |
15,000 |
2 |
Official filing fees for WFOE Registration (Note 2) |
2,500 |
3 |
Disbursements |
500 |
4 |
Office address on-site inspection ((Optional) |
2,000 |
5 |
Service fees internet banking facility application (Optional) |
2,000 |
6 |
Legalization Fees |
TBA |
7 |
Translation fees (Optional) |
TBA |
|
TOTAL |
22,000 |
1. | If the business to be conducted by the WOFE in Beijing requires special licence or permit, Kaizen will handle the application and our fees will be quoted upon request. |
2. | The government fees are estimated on the premises that no speical license or permit is required. We will collect it before the commencement of services and any shortfall will be billed after completion of registration of the WFOE. |
3. | Item 4 to 7 will only be incurred if we are being engaged for such services. |
4. | If Chinese tax invoice is required, a Value Added Tax and Surcharges of 5% would be applicable. |