Published · Slovenia

China Company Registration: Documents, Steps and Timeline for Slovenian Founders

A practical guide for Slovenian founders on registering a company in China: required documents, the step-by-step process, realistic timelines, and common pitfalls around notarisation, legalisation and registered capital.

Setting up a company in China is a well-trodden path, but it is rarely a quick one. For founders coming from Slovenia, the process is manageable if you plan for the paperwork, understand that China's business environment is heavily regulated at the local level, and accept that timelines depend on the city, the industry and the quality of your documents. This article gives you a practical overview of what is involved. It is general information only — not legal, tax or investment advice — and you should confirm details with a qualified local adviser before committing money or signing anything.

First, understand what kind of entity you are setting up

Most foreign founders choose one of two structures:

• Wholly Foreign-Owned Enterprise (WFOE) — a limited liability company owned entirely by foreign investors. This is the most common vehicle for foreign SMEs that want to control their China operations directly, invoice local customers and hire staff.
• Joint Venture (JV) — a company shared with a Chinese partner. Useful where local connections, licences or distribution are essential, but it requires a shareholders' agreement that anticipates deadlocks and exit.

There are also representative offices (no direct revenue-generating activity allowed) and branch structures, but these are less common for startups. Your choice affects the documents, the capital requirements and the timeline, so settle it early.

The documents you will need

Document requirements vary by city and by the local Administration for Market Regulation (AMR), the authority that handles company registration. The following list covers what is typically requested for a WFOE.

Corporate and investor documents

• Certificate of incorporation or registration of the Slovenian parent company (or, for individuals, passport copies).
• Articles of association of the investor.
• Board resolution or shareholder resolution approving the China investment, signed by authorised persons.
• Passport copies of the legal representative, directors, supervisors and general manager proposed for the Chinese entity.
• Proof of address of the investor (utility bill or bank statement, depending on local practice).

China-side documents

• Proposed company name (Chinese, usually three to four characters, plus an English name) — submitted for pre-approval.
• Articles of association of the new Chinese company.
• Registered address proof: a lease agreement and the landlord's property certificate. Many founders use a serviced office or an incubator address in the first year.
• Business scope wording, drafted to match the local classification catalogue.
• Capital contribution plan and proof of the legal representative's appointment.

Notarisation and legalisation

This is where Slovenian founders most often lose time. Documents issued in Slovenia generally need to be notarised by a Slovenian notary and then legalised for use in China. Because Slovenia is a party to the Apostille Convention and China has applied the Apostille Convention since November 2023, an apostille is generally the correct route rather than full consular legalisation — but confirm with the specific Chinese authority handling your file. Translations into Chinese may need to be done by an approved translation agency, and some cities require the translation to be stamped or certified.

Bank and tax onboarding

• Bank account opening forms and a visit to the branch in person (most banks require the legal representative or an authorised signatory to attend).
• Tax registration is usually handled as part of the registration workflow, but you will need to designate a finance contact.
• Social insurance and housing fund registration once you hire staff.

The step-by-step process

Step 1: Name pre-approval

Submit your proposed Chinese company name to the AMR. Names that are too generic or that clash with existing registrations are rejected, so prepare two or three alternatives. This step is often quick — days rather than weeks — when the name is clean.

Step 2: Prepare and legalise the investor documents

Draft the resolution, collect the corporate documents and arrange notarisation and apostille in Slovenia. This is usually the longest single step because it depends on notary availability and courier time. Build in several weeks and do not book anything irreversible until the documents are back in China.

Step 3: Submit the registration package

Your filing agent or lawyer submits the package — articles, address proof, business scope, director appointments and the legalised investor documents — to the AMR. If the business scope includes activities requiring a permit (education, food, logistics, certain consulting activities), you will need a pre- or post-licence from the relevant regulator. Check this before you sign a lease.

Step 4: Obtain the business licence

Once approved, the AMR issues the business licence (now commonly a unified social credit code certificate). This is the moment the company legally exists. The licence states your registered capital, business scope, legal representative and registered address — check every field.

Step 5: Seals, bank account and tax

Have the company seals made (company seal, financial seal, legal representative seal, contract seal), open the basic bank account, and complete tax onboarding, including invoice system registration. Budget time for the bank's compliance checks — foreign-invested companies often face additional due diligence.

Step 6: Foreign exchange and capital injection

If you are injecting registered capital, the funds move through the foreign exchange system. Your bank will ask for the capital contribution documentation. Keep the paper trail clean; this matters later for profit repatriation.

Realistic timelines

Timelines vary enormously by city and by how complete your documents are. As a rough planning guide:

• Name pre-approval: a few days to two weeks.
• Notarisation and apostille in Slovenia: several weeks, including courier time.
• Registration submission to business licence: typically two to six weeks once the package is complete, longer where sector permits are involved.
• Seals, bank account and tax onboarding: two to four weeks after the licence, depending on bank scheduling.

In practice, founders should plan for two to four months from decision to an operating company, and longer for regulated industries. A serviced-office address, a local filing agent and a pre-cleared business scope shorten the process considerably.

Practical points for Slovenian founders

• Registered capital is a commitment. It is subscribed, not necessarily paid immediately, but the contribution schedule is on the public record. Choose an amount you can actually fund.
• The legal representative carries real responsibility. This person signs on behalf of the company and can face personal exposure in regulatory matters. Many founders appoint themselves; consider whether a local nominee is appropriate, and understand the risks.
• Get the address right. A lease that does not match the property certificate will stall registration.
• Keep original legalised documents. You will need them again for bank onboarding, visa applications and later changes.
• Language matters. The Chinese versions of the articles and business scope are the binding ones; make sure you understand what they say before signing.

None of this is legal or tax advice, and the rules are applied locally. Engage a lawyer or licensed filing agent in your target city early, ask them to confirm the current document list, and treat the timeline as a planning assumption rather than a promise. Doing that groundwork in Slovenia before you travel will save you the most time.