How (where?) do I register a company that allows me to issue equity to a Chinese national?

I am going into business with a friend who is a Chinese national. Both of us are resident in China. My goal is to register a company abroad (not in China) and then offer him equity in that foreign entity. When it becomes neccisary, we will use that foreign company to establish a wholy owned foreign enterprise in China. It has to be equity that he can act upon, such as selling it if he chooses. How can I do this? Where should I register? Hong Kong? Caribean? Delaware?
How (where?) do I register a company that allows me to issue equity to a Chinese national?
You can register with your state and say that you will be doing business abroad.