WFOE Incorporation

Functions include :

1. Import goods from overseas to China and export goods from China to overseas through a import and export company or a general bonded commodity exchange market in FTZ.

2. Engage in domestic trade directly, though it is not advocated for WOFE with nature of trading to engage entirely in domestic trade since it can be deemed as a clear departure from the government policies.

It is not advisable for a WGQ company to engage entirely in domestic trade since it could be viewed as a clear and complete departure from the central government policies. Import can be done so long as the PRC buyer has import right or the transaction is done through an E/M. For certain restricted goods, normal import license and quota requirements are still applicable to such transactions.

Documents Required :

- Bank Statement of the Credit
- Project Proposal (purpose, business scope, period, investment amount, among others)
- Certificate of Registration and Testimony
- Statement on the Products and Technologies
- Duplicate of Confirmation Letter of the 3 Applied Company Names
- Report on Feasibility Study
- Memorandum & Articles of Association
- A Namelist of the Board and Senior Executives
- List of Equipment to be Provided (if any)
- Passport or Residential Card of the Legal Person
- Lease Agreement or Purchasing Contract of Company Premises
- Certificate of Property of the Lessor
- Authorisation Documents for the Board and Senior Executives
- Two Photos of Legal Person and Two Photos of Contact Person
- Other Documents (relevant authorities may require additional documents as per specific cases)

Setup requirements:

Registered place :

The only registered place is WaiGaoQiao Free Trade Zone (hereinafter as WGQ FTZ), the price reference of an office of a minimum of 50sqm in WGQ FTZ is about RMB 28,000 per year. This office can be used as service center or sales office.

Authorized capital :

The minimum authorized capital for a Wholly Foreign-Owned Enterprise with nature of trading

is US$ 200, 000. The installment of investment contribution :

Although investor may make the investment contribution by installments and the final installment can be made within 1 year, the entire functions of Trading WOFE shall not be actualized until the total amount be made.

Besides, to prevent the certificate of approval from becoming invalid automatically, the first installment shall be made with no less than 15% of the total amount within 90 days from the day when the business license is issued, the second installments shall be made strictly within 3 months afterwards . After each installment of investment contribution, a Chinese CPA should be engaged to prepare a report on the verification of capital, and submit it to Industry and commerce for the record.

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