Before you commit to a structure or city, this tool helps you identify whether your business is on China’s Negative List, what licences you will need, and where the regulatory friction points are — in under five minutes.
Most foreign businesses can enter China as 100% foreign-owned entities. The sectors that cannot are clearly listed — but the licences required after registration are where most companies are caught off-guard.
China’s approach to foreign investment access operates on a simple principle: anything not on the Negative List is open to foreign investment on the same terms as domestic companies. This “pre-establishment national treatment” model has been in place since 2017 and significantly simplified the regulatory landscape compared to the old approval-based system.
In practice, regulatory complexity for foreign companies comes from two distinct sources that are frequently confused with each other:
Governs whether foreign capital can invest in a sector at all, and at what ownership percentage. If your industry is on the list, you may be required to take on a Chinese partner (JV) or may be prohibited entirely. This is determined before you register.
Governs whether your registered entity can actually operate in your specific business. Many industries require licences from regulators beyond the Market Supervision Administration (AMR) — and some of those licences are not available to foreign-invested entities regardless of the Negative List status.
The critical point: a sector can be “open” on the Negative List but still have licences that exclude foreign-invested entities. The media and broadcasting sector is the clearest example of this — advertising is open to 100% foreign ownership, but broadcast production licences are explicitly unavailable to any entity with foreign capital.
The Special Administrative Measures for Foreign Investment Access (Negative List) (2024 Edition) — issued jointly by the NDRC and MOFCOM as Order No. 23, effective November 1, 2024 — reduced the total number of national-level restrictions from 31 to 29 measures. The 2021 edition was simultaneously abolished.
The 2024 edition removed the last two manufacturing restrictions — requirements for Chinese control in publication printing and prohibitions on foreign investment in certain traditional Chinese medicine production. This means all manufacturing sectors are now fully open to 100% foreign ownership at the national level. This is the most consequential liberalisation in the 2024 edition.
Foreign investment is entirely prohibited — neither WFOE nor JV is permitted — in the following categories:
| Sector | Restriction |
|---|---|
| Civil airports | Chinese party must hold relative majority; foreign party cannot participate in air traffic control tower construction or operation |
| Value-added telecommunications (general) | Foreign equity ≤ 50% (exceptions: e-commerce, domestic multi-party communications, store-and-forward, call centres) |
| Basic telecommunications | Chinese party must hold majority |
| Medical institutions | Joint venture only — 100% foreign ownership not permitted |
Everything not listed on the 29-measure Negative List is open to full foreign ownership on the same basis as domestic companies. This includes — but is not limited to:
Full foreign ownership permitted across all manufacturing categories since the 2024 revision removed the last restrictions.
Consulting, legal (with restrictions on PRC law practice), accounting, engineering, architecture, advertising.
Software development, IT services, R&D, data services (subject to data localisation compliance).
Import/export, wholesale, retail, warehousing, supply chain management — all open to full foreign ownership.
Vocational training, language training, adult education — open but subject to education authority licences separate from the Negative List.
Hotels, restaurants, catering — fully open with standard food safety and business licences required.
Important caveat: The national Negative List is the baseline. Financial services, cultural industries, and sectors with national security implications have additional regulatory frameworks that operate independently of — and sometimes more restrictively than — the Negative List. “Not on the list” does not always mean “no restrictions.” The Negative List itself states that cultural and financial sector access conditions follow their own regulatory tracks. See the Special Cases section below.
Answer four questions about your business to receive a preliminary regulatory risk assessment — including Negative List status, likely licence requirements, and recommended next steps.
4 questions · Takes under 2 minutes · Results generated instantly
This assessment is for orientation only and does not constitute legal or regulatory advice. The 2024 Negative List is the national baseline — local implementation, free trade zone rules, sector licences, and approval conditions vary by city and regulator and are subject to change without notice. Always verify current requirements with a qualified advisor before making registration or investment decisions.
Not all licences work the same way. Understanding the difference between pre-registration and post-registration requirements is essential for planning your setup timeline and avoiding situations where your entity is registered but cannot legally operate.
These approvals must be obtained before the business licence is issued. Failure to obtain them means the AMR will not register the company for the restricted business scope.
These are obtained after the business licence is issued. The company is legally registered but cannot begin operations in the relevant area until the licence is in hand.
The distinction matters for timeline planning. Pre-registration licences add weeks or months before your entity can be incorporated. Post-registration licences mean you can register quickly but must track and obtain additional approvals before launching specific activities.
The media and internet content sector illustrates the “two-layer” regulatory problem more clearly than any other. Understanding it helps foreign companies in adjacent industries — advertising, video production, digital marketing — navigate what is and is not available to them.
The 2024 Negative List explicitly prohibits foreign investment in:
Even where the Negative List does not explicitly prohibit investment, the broadcasting regulator’s rules exclude foreign-invested entities from obtaining the key operating licence. The revised Broadcasting and Television Programme Production and Operation Management Regulations (NRTA Order No. 15, effective June 2025) states that the Broadcasting and Television Programme Production and Operation Licence (广播电视节目制作经营许可证) will not be issued to any entity with foreign investment — including WFOEs and Sino-foreign joint ventures.
This creates a practical outcome: local registration windows routinely decline to register entities whose business scope includes “broadcasting and television programme production” or “online audiovisual programme services,” because those entities would be legally registered but unable to obtain their operating licence — creating a dead-end that serves neither the company nor the regulator.
Advertising production, brand films, social media content, and corporate videos do not require a broadcast production licence. A WFOE with a business scope focused on “advertising design, agency, and distribution; photography and videography services; cultural event planning” can operate freely. The key is avoiding the specific trigger terms in the business scope.
For companies that genuinely need broadcast or film production capability, a joint venture structure with a Chinese partner holding majority control (typically ≥51%) is the traditional route. This path is available in Free Trade Zones under special pilot programmes — not universally — and requires case-by-case regulatory approval from cultural authorities.
Foreign companies partner with a fully domestic Chinese entity that holds the required licence. The foreign company provides content, IP, technology, or capital through service agreements, co-production contracts, or IP licensing arrangements. This is the dominant operating model for foreign-backed content businesses in China.
The Negative List explicitly notes that financial sector access conditions are governed by financial regulatory frameworks that operate independently of — and in addition to — the Negative List. Banking, insurance, securities, and fund management each have their own regulators (CBIRC, CSRC, PBOC), their own capital requirements, their own ownership rules, and their own approval processes. The Negative List is not a complete picture of financial sector access; it is a starting point.
Pre-packaged health food (保健食品) and cosmetics (化妆品) are among the most common import categories for foreign companies entering China — and among the most heavily regulated. Both are governed by NMPA (国家药品监督管理局) and require registration or filing before a single unit can be sold. The most critical rule applies equally to both: register first, sell second. Bringing products into China before completing the regulatory process is a compliance violation that can result in goods being detained at customs or destroyed.
Health food in China is a legally defined category — products that claim health benefits (e.g. immunity support, weight management, antioxidant properties) must either be registered or filed with NMPA before import and sale. Standard food products without health claims follow the general food import pathway and do not require NMPA approval.
Timeline reality check: The 1.5–3 year NMPA registration timeline is not a worst case — it is the standard experience. Foreign companies that plan to launch health food products in China without factoring in this lead time consistently find themselves ready to sell with no regulatory clearance. Start the registration process before or alongside entity setup, not after.
China’s cosmetics regulatory framework divides all products into two categories: ordinary cosmetics (普通化妆品) and special-purpose cosmetics (特殊化妆品). The distinction determines whether filing or full registration is required — and the timelines and costs differ significantly.
Every imported cosmetic product sold in China must have a designated China Responsible Person (境内责任人) — a Chinese legal entity that takes regulatory responsibility for the product’s compliance, safety, and post-market surveillance. This is a legal requirement, not optional.
Using your China WFOE as Responsible Person gives maximum control over regulatory filings, label management, and product data. Requires the WFOE to be established first — and to have staff capable of managing NMPA communications. Best for brands planning long-term, multi-SKU China presence.
Appoint your Chinese distributor as Responsible Person. Faster to market — no need to set up your own entity first. Risk: the RP holds regulatory filings in their name; if the relationship ends, transferring filings is a process that takes time and goodwill. Brand control is weaker.
Specialist regulatory service companies act as Responsible Person for a fee. Provides independence from distributor relationships and professional regulatory management without requiring your own WFOE. A common interim solution while a China entity is being established.
Selling on Tmall, JD, or Douyin adds a parallel layer of requirements beyond NMPA compliance. Each platform conducts its own brand and product verification before onboarding:
Planning to import health food or cosmetics into China? Our advisory consultation covers your product category, NMPA pathway, Responsible Person structure, and entity setup in one session.
Book a ConsultationChina’s Free Trade Zones (FTZs) operate under a separate, shorter Negative List that has historically been more permissive than the national version. The FTZ Negative List has typically led national-level liberalisation by one to three years, with pilot programmes tested in FTZs before being rolled out nationally.
FTZ ≠ regulatory exemption. Free Trade Zones provide faster customs clearance, some tax advantages, and historically more permissive foreign investment access — but they do not exempt companies from sector licensing requirements. A broadcasting production licence is unavailable to foreign-invested entities in FTZs and non-FTZ locations alike.
In most cases, yes — the Negative List operates as a “permitted unless prohibited” framework. However, there are two important caveats. First, some sectors have additional regulatory frameworks that operate independently of the Negative List (financial services and cultural industries are the main examples). Second, certain licences required for specific business activities are issued by regulators who maintain their own access criteria — and some of those criteria exclude foreign-invested entities regardless of Negative List status. The Negative List is necessary but not always sufficient for determining full market access.
Yes. The Negative List is periodically revised — the 2024 edition replaced the 2021 version. Changes have consistently been in the direction of liberalisation (fewer restrictions), but the pace and scope of future revisions are not guaranteed. Companies in sectors that are currently restricted but expected to liberalise sometimes use interim structures (JV, EOR, or partnership arrangements) while waiting for Negative List changes to take effect. There is no legal mechanism to “lock in” access based on a future expected revision.
China maintains two versions of the Negative List: a national version applicable across all of China, and a Free Trade Zone version applicable only within designated FTZ areas. The FTZ version has historically been shorter — meaning fewer restrictions — and has served as a testing ground for liberalisation measures before they are rolled out nationally. As of 2024, the gap between the two lists has narrowed, particularly in manufacturing, where both now have zero restrictions. For specific sectors where FTZ access might be more permissive, verify with the specific FTZ’s investment promotion authority.
A single WFOE can conduct multiple activities, provided all of them are within its registered business scope. If some activities are open and others are restricted or prohibited, the restricted activities cannot be included in the WFOE’s business scope. Some companies structure their China operations across two entities — a WFOE for the open-sector activities, and a domestic Chinese entity (fully owned by a Chinese partner or via a VIE structure) for the restricted-sector activities. This is a common approach in technology and media businesses with mixed activity profiles.
The official text of the 2024 Negative List is published on the NDRC website. The direct link to the notice is: https://www.ndrc.gov.cn/xxgk/zcfb/fzggwl/202409/t20240907_1392875.html. Note that the document is in Chinese; an official English translation is typically published subsequently by MOFCOM.
Our advisory consultation covers your specific industry, business model, and target city — and gives you a clear picture of what is and is not available to a foreign-invested entity in China.