How foreign-invested businesses, foreign company branches register domiciles in Shanghai
The Procedures for the Administration of Domicile Registration of Business Entities in Shanghai are valid from March 20, 2024 to March 19, 2029.
Foreign-invested businesses and branches of foreign companies are eligible for these procedures when having their domiciles registered in the municipality.
These procedures apply mutatis mutandis to the registration management of domiciles of foreign enterprises' permanent representative offices in Shanghai.
District governments and the Lin-gang Special Area Administrative Committee may, based on these procedures, formulate detailed rules for the registration management of business entity domiciles within their respective jurisdictions.
If there are other provisions for business entity domiciles in laws, rules and regulations, such provisions shall prevail.
I. Definition
The business entity domiciles mentioned in these procedures include the main business premises of legally registered foreign-invested businesses and the business premises of the branches of foreign companies.
II. Operating requirements
Business entities engaging in business activities at their domiciles must comply with laws, rules and regulations, uphold public order and good morals, not disrupt the market economic order and not infringe on public interests.
Business activities requiring licensing approval must comply with relevant licensing approval provisions.
III. Safety requirements
Business entities engaging in business activities at their domiciles must fulfill legal, regulatory and rule-based obligations regarding the safety of building use and fire safety.
IV. Non-residential buildings
Non-residential buildings used as business entity domiciles must be legal. Dedicated areas (sections) such as power distribution rooms, refuge floors (rooms) and evacuation routes that are related to life and property safety shall not be used as business entity domiciles.
V. Residential buildings
For urban residential buildings used as business entity domiciles, the buildings must be legal and the procedures for changing the use of the buildings must be undergone in accordance with the Provisions of Shanghai Municipality on Residential Property Management.
VI. Public buildings
Where public buildings within a residential property management area that are owned collectively by all homeowners are used as business entity domiciles, the use shall be voted by homeowners of more than two thirds of the private portions in the area and by more than two-thirds of all homeowners. It shall be agreed upon by voting homeowners of more than three-fourths of the private portions in the area and by more than three-fourths of the voting homeowners, before the owners' committee issues the certificate.
Where public buildings within a residential property management area that are not owned collectively by all homeowners are used as business entity domiciles, the use must comply with the purposes as approved by the planning department. If the purpose has not been approved or the purpose is to be changed, it shall be voted by homeowners of more than two-thirds of the private portions in the area and by more than two-thirds of all homeowners — and shall be agreed upon by voting homeowners of more than half of the private portions in the area and by more than half of the voting homeowners, before the owners' committee issues the certificate.
VII. Domicile use certificates
When a business entity uses its own property for registration, it must submit the real estate title certificate; in the case of renting, it must submit the real estate title certificate and the rental contract.
1. A business entity providing the following materials may be exempt from submitting a real estate title certificate:
(1) A filed rental contract;
(2) If the business entity's domicile is a hotel or guesthouse room, submit the business license of the hotel or guesthouse;
(3) Or if the business entity's domicile is within a commodity trading market, submit the business license of the market operation management enterprise.
2. If the business entity is unable to submit a real estate title certificate for the domicile used, the following supporting materials shall be submitted:
(1) For a public non-residential building, submit the public non-residential building rental contract;
(2) For a commercial building, submit the approval document from the management department of the commercial building;
(3) For a building that has been completed but has not obtained a real estate title certificate, submit the certificate of completion acceptance filing of the construction project and the building use certificate;
(4) Or for other non-residential buildings designated by district governments or the Lin-gang Special Area Administrative Committee for business activities, submit other proof documents specified by district governments or the administrative committee — these documents shall state that the buildings have passed safety assessment.
VIII. Common business registry offices
District governments, the Lin-gang Special Area Administrative Committee, or units authorized thereby may designate one or more non-residential buildings as common business registry offices within their jurisdictions if the registering enterprises engage in business projects that don't disturb residents or harm the environment or public safety.
When designating common business registry offices, district governments or the administrative committee shall make specific provisions on standardizing services and enhancing management at these offices and ensure proper implementation.
IX. One business premise for multiple licenses
If one of the following conditions is met, non-residential buildings at the same address may be registered as the domiciles of two or more business entities:
1. Business entities among which there is an investment relationship, using the same domicile for office purposes;
2. Private fund management companies and private fund enterprises under their management;
3. Or using common business registry offices as domiciles.
X. One license for multiple business premises
Business entities registered in the municipality may conduct business activities outside their registered domiciles without applying to the market regulation department, to undergo the business entity registration filing procedures. Where necessary, an enterprise may legally apply for registration of its branch(es). Where enterprises engage in business activities that are consistent with their business scope and do not require administrative permissions at other locations within the same registration authority's jurisdiction, they may also apply to file additional business premises.
When applying for filing additional business premises, enterprises shall submit the filing application form, a copy of their business license and the building use certificate that complies with these procedures. In the case of a first-time filing, the business license shall also be renewed. After the filing process, the registry office shall mark "one license for multiple business premises" in the business address section of the license and publicize the business premises filing information through the "business entity identity code" on the business license. Enterprises shall place a copy of their business license in a prominent position at their filed premises.
XI. Database of standardized domicile registration information
District governments, the Lin-gang Special Area Administrative Committee, or units authorized thereby shall uniformly manage the addresses, property rights, types, rental, use status and other information of the non-residential buildings, common business registry offices and other buildings that meet the conditions for informationized management within their jurisdictions and keep the information updated.
The Shanghai Municipal Administration for Market Regulation shall collect the aforementioned information to establish a municipality-wide database of standardized domicile registration information. Business entities that use buildings included in this database for registration and have legally obtained the right to use the buildings maybe exempt from submitting the domicile use certificate.
XII. Comprehensive supervision
If the specific conditions required for a business entity domicile are not met, or if business activities are conducted using illegal buildings or there are unauthorized changes in building use, the departments of planning and natural resources, housing and urban-rural development, housing management, public security, ecology and environment, emergency management, urban management and law enforcement, etc. shall handle such issues according to the law; for matters requiring licensing approval, the administrative department responsible for licensing approval shall exercise supervision according to the law.
Source: General Office of the Shanghai Municipal People's Government
Note: The English version of these procedures is for reference only; the official Chinese document shall prevail.