chinaonramp

Topic

WFOE vs Representative Office vs Hong Kong Limited

Scope of permitted activity, minimum capital reality, tax exposure side-by-side, deregistration cost, conversion paths between structures.

By Mike · China-entry broker 9 min read

Scope of permitted activity by structure (and what blocks revenue)

This section will be written by Wave 2B.

Minimum capital reality in 2026 — what AIC will actually challenge

This section will be written by Wave 2B.

Tax exposure side-by-side — Rep Office's 20% markup trap

This section will be written by Wave 2B.

Deregistration cost and timeline by structure

This section will be written by Wave 2B.

Conversion paths (Rep Office -> WFOE, JV -> WFOE) and triggers

This section will be written by Wave 2B.

Decision-matrix workflow

This section will be written by Wave 2B.

Go deeper

7 min read

Realistic WFOE Registered Capital for 2026

What AIC actually expects on WFOE registered capital in 2026 — by industry, city, and operational scope. With real numbers.

6 min read

Representative Office 20% Expense-Markup Tax Explained

The deemed-profit tax that makes Rep Offices expensive — how it's calculated, why it surprises foreign founders, when an RO still makes sense.

6 min read

How to Choose an ICP Sponsor for Your Domain

Picking an ICP sponsor — entity-tied filings, sponsor fee ranges, support quality, what happens when a sponsor disappears.

6 min read

WFOE Business Scope Language That Survives Review

How to draft a WFOE 经营范围 (business scope) that AIC approves first time and doesn't lock you out of pivot directions.

6 min read

WFOE Annual Audit and 工商年报 Walkthrough

Annual statutory audit + AIC annual report cycle for a WFOE — what auditors check, fees, and surviving the first audit clean.

Frequently asked questions

What is the 'deemed-profit' tax on a Rep Office?

A Rep Office can't earn revenue, so its corporate income tax is computed by deeming its profit at 15-20% of its operating expenses (rent, salary, etc.). For a $300k/yr Rep Office, that means tax on $45-60k of imputed profit. WFOE on real revenue is often cheaper.

Can I convert my Rep Office to a WFOE?

Yes, but it's a deregistration of the RO + fresh registration of the WFOE, not an in-place conversion. Allow 4-6 months. Existing visa/payroll arrangements need migration plans.

Is a Hong Kong company a substitute for a WFOE?

Not for mainland-located operations. HK Ltd can invoice mainland customers cross-border, hold IP, employ via EOR — but can't hire mainland staff directly, can't issue fapiao, can't hold an ICP filing. It's a complement, not a substitute.

What does this cost?

The quoted-pricing tile on the parent service page lists current per-filing fees. We update these annually and stamp the last-reviewed date on every page.

What documents do you need from us?

The exact document checklist varies by filing. Each guide includes a printable PDF checklist you can pre-flight before contacting us.

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