By China attorney at law Sun Jin, in Sep. 22, 2023

Dear Sir/Madam,

We would like to make our analysis report of formation of an Import and Export Company limited in Yiwu China.

I. Overview

According to China Company Law, a foreign citizen or company can register following three types of company limited: two types of Joint Ventures (equity and contractual) (“JV”) and wholly foreign owned enterprise (“WFOE”). If you have any Chinese company partner who will be the shareholder(s) of the new company together with you, you will have to register the company as a JV. If no Chinese business partner, you can only register a WFOE. And from 2009, foreign investors are allowed to establish another type of enterprise: partnership enterprise which is one type of un-limited liability enterprise. Besides, foreign investors are allowed to register another type of office which is limited over office functions but also low-cost, that is, representative office (“RO”) who is just a branch of investor’s company in another nation, so an RO cannot carry on independent business (like signing of contract and receiving of payments) with its own name. And the main registering formalities (steps) of a WFOE as following:

1. Rent one office, and get the lease agreement and house property certificate of the office site.

2. Name reservation.

3. Prepare the document according to the requirements in below “III. Main Documents required”. Now the company will be registered online, later confirmed at site.

4. Get approvals from Yiwu city Market Supervision and Administration Bureau.

5. After the online approval is passed, the company registration (filing) application need to be printed out and taken to Yiwu city Market Supervision and Administration Bureau for face-to-face signing. After approval, client then just waits for the issuing of company business license which is the certificate to the company’s establishment over laws.

6. Other further certificates and company seal needed in company operation, such as tax certificates, putting the company on government’s record as an exporter, etc.

II. Our missions

In normal situations our missions will be formalities (steps) 2, 3, 4 and 5 in above “I. Overview” only, if client needs it, we can also help client with step 1 and/or 6.

III. Main Documents required

1. The name of the company to be registered (at least 3-5 names in case of name duplication).

2. The list of shareholders, positions, phone numbers andemails for each investor.

3. The passport or business license of each investor (If the investor is a LL company (legal person), it is necessary for the authorized signatory to sign and stamp seal on the copy of the business license, which need to be notarized in the notary office and authenticated by a Chinese Consulate in Investor’s nation; for individual investors, if they cannot come to China to sign in person at site, they also need to have their passport notarized and authenticated.)

4. The list of the company's business scope.

5. Company registered address of the house lease contract and property certificate

6. The ID card of the company's financial officer (must be a Chinese citizen).

7. Application for company registration (filing).

8. Other documents which may be required by the related authority.

IV. Time needed by estimate.

For WFOE 1-2 months after all documents got ready and getting start till getting the business license.