In order to maintain the integrity and safety of assets, ensure the authenticity and reliability of economic information, and realize the preservation and appreciation of state-owned assets, the group company must establish a sound internal financial control system. This system must give full play to the financial control function of the group parent company, stimulate the enthusiasm and creativity of the subsidiaries, and effectively control the risks of the parent company and subsidiaries.
(a) the establishment of major economic decision-making control system within the group, standardize the behavior of subsidiaries.
1. Capital operation system. Such as investment and financing. Foreign economic guarantee, signing economic contracts, etc. Capital operation management affects the development direction of the group company. The parent company should be centralized in management, but the subsidiary company should be appropriately decentralized, that is, the parent company can give the subsidiary company a certain management right, which is decided by the parent company through collective research. At the same time, the parent company should establish and improve the system of project establishment, approval, control and inspection of foreign investment and financing of subsidiaries, attach importance to tracking management, and standardize the behavior of subsidiaries.
2. Fund management system. In order to reduce the total cost of funds, control the debt scale of enterprises and improve the debt structure of enterprises, the parent company should establish an internal fund management system with cash flow as the core, clarify the approval authority and procedures of fund dispatching, and implement the responsibility of fund management. Unified and centralized management of enterprise funds through legally established internal financial institutions or with the help of banking networks and legal financial instruments will help the parent company to control its subsidiaries, thus improving the efficiency of fund use and reducing risks.
3. Asset management system. This refers to the narrow sense of asset management, including fixed assets, intangible assets and other assets. Establish and improve the asset management system and organize its implementation; Changes in asset property rights and contingent property rights shall be subject to quota approval system or filing system. Implement dynamic management on the current situation, stock, increase and decrease of assets of subsidiaries, issue quarterly reports on the status of fixed assets, and formulate reasonable depreciation methods according to the financial system.
(two) to formulate the accounting control system for the general economic business of enterprises.
Establish internal control system and relevant operating procedures for the procurement, sales, collection, payment and financial management of business activities, as well as the standard system for the receipt and delivery of related property and materials, the income and expenditure of monetary funds and expenses. These controls mainly include incompatible job separation system, authorization and approval system, physical property control system, revenue and expenditure management system (cost management system, creditor's rights and debts management system, income distribution management system), financial inspection and financial internal control system, financial management and accounting basic work.
Second, establish a financial budget system.
Financial revenue and expenditure budget is an effective means of group target management, and it is an internal management activity or process to quantify and realize the decision-making objectives and resource allocation planning of enterprise groups. According to the enterprise development plan, the group company puts forward the general goal in a certain period of time, so as to prepare the company's long-term plan and annual plan, and break down the indicators and issue them to all subsidiaries. Through the budget, the authority and responsibility area of all departments and employees of enterprise operators are defined, thus strengthening the financial control function.
(A) the budget should be compiled from top to bottom. Compilation method combining bottom-up and top-down
Budget preparation should be communicated from top to bottom, generally through the proposal of budget indicators, comprehensive balance, deliberation and release, and control and implementation. Information feedback. Budget adjustment and other links form the final budget, which becomes a formal budget after being approved by the highest decision-making level of the enterprise, and is distributed to all departments for implementation step by step.
(two) the implementation of dynamic tracking and real-time monitoring after the budget is determined.
In order to ensure the effective implementation of budget management, subsidiaries should have a brief explanation every month; Quarterly analysis, mid-term report to the Group on the implementation of the financial budget, constantly adjust the deviation, ensure the realization of the budget objectives, realize the dynamic management of the parent company's subsidiary business activities, and give full play to the role of budget management in the company's daily operations.
Third, improve the incentive and restraint system.
The biggest advantage of enterprise groups lies in their integrity. In order to give full play to its role, it is necessary to formulate a profit distribution system and a performance appraisal system with clear rewards and punishments, and organically combine rewards and punishments, incentives and constraints.
(A) the profit distribution system
Authorized group company as the investor of state-owned capital, its profit distribution is the core content of group profit distribution. Form a parent-subsidiary company through holding; It corresponds to the profit distribution method of dividend by share. When the parent company formulates the distribution plan, it should give consideration to the interests of the parent company and its subsidiaries. After-tax profits of subsidiaries should be >>
Question 2: The company requires to write an annual capital budget plan for the enterprise. How to write? Hello! The preparation of an enterprise's annual capital budget plan should be combined with the enterprise's annual business objectives and annual production plan. You can refer to the following information: XX Company's 20 13 budget preparation plan and 20 13 comprehensive management expense fund budget table, and prepare the 20 13 annual fund budget plan according to the actual situation of the enterprise. 1.XX company's 20 13 annual budget preparation plan: wenku.baidu/...9; 2。 20 13 comprehensive management expense budget table: wenku.baidu/...4; 3。 20 13 annual financial budget plan: wenku.baidu/...6.
Question 3: The company requires to write an annual capital budget plan for the enterprise. How to write? Hello! The preparation of an enterprise's annual capital budget plan should be combined with the enterprise's annual business objectives and annual production plan.
You can refer to the following information: XX Company's 20 13 budget preparation plan and 20 13 comprehensive management expense fund budget table, and prepare the 20 13 annual fund budget plan according to the actual situation of the enterprise.
1.XX company's 20 13 annual budget preparation plan: wenku.baidu/...9;
2.20 13 comprehensive management expense budget table: wenku.baidu/...4;
3.20 13 Annual Financial Budget Plan: wenku.baidu/...6.
Question 4: How to prove that the subsidiary is independent accounting? Independent accounting refers to the accounting conducted by a unit that has a complete accounting voucher, accounting books and accounting statement system, comprehensively records the economic business that has occurred, and prepares financial statements on a regular basis. Independent accounting units are called independent accounting units, which have certain funds and independent economy, open bank accounts independently and handle various income and expenditure settlement businesses; Establish an independent accounting institution to conduct comprehensive accounting; Prepare the budget and calculate the profit and loss separately.
Question 5: How to assess the financial affairs of subsidiaries 1. Conditions for centralization of financial management.
The equal and independent legal person status of parent and subsidiary companies provides the foundation for the decentralization of financial management. But the parent company can only restrain its subsidiaries by exercising shareholders' rights. In actual management, the parent company realizes centralized financial management of its subsidiaries by formulating unified financial management measures.
(1) centralized control by the financial department of the subsidiary. The financial department plays an important role in supervising and controlling the business activities of enterprises. The centralized control of the financial department is equivalent to mastering the pulse of each subsidiary. In an enterprise group, the chief financial officer of each subsidiary is selected by the parent company and is responsible to the parent company; The personnel relations, salary relations and welfare benefits of financial personnel are all reflected in the parent company. Because the financial department is relatively independent of each subsidiary, it is conducive to the effective centralized management of the subsidiary by the parent company. Take a group as an example, its financial personnel are centralized and not delegated to subsidiaries. The financial department is not set up according to different subsidiaries, but is divided into settlement department, accounting department and finance department according to the reasonable division of financial responsibilities. This arrangement makes the financial affairs of the parent company and subsidiaries organically integrated, and the parent company can grasp the overall financial situation of the group in time.
(2) Unified financial accounting system. The parent company should also formulate a unified and operable financial accounting system according to the actual situation and operating characteristics of its subsidiaries, standardize the examination and approval procedures and accounting treatment procedures for important financial decisions of subsidiaries, improve the reliability and comparability of financial statements of subsidiaries, analyze the operating conditions of subsidiaries, compare their operating results, and ensure the orderly operation of enterprise groups as a whole. On this basis, a qualified enterprise group can establish a large-scale computer network system, and concentrate the financial information of its subsidiaries on the computer network. The financial supervisor of the parent company can call and query the vouchers, account books, statements and other information of any subsidiary at any time, keep abreast of the operating conditions of each subsidiary and find out the existing problems in time.
2. Strong centralization
(1) cash management
Bank account management. In view of the problem that subsidiaries of enterprise groups intercept cash by opening accounts in banks privately, the parent company should strengthen the control of opening accounts in subsidiaries. When a subsidiary opens an account in a bank, it must be approved by the parent company, and the account opening must be managed by the financial department of the parent company. For example, some groups implement the "settlement center system", open a basic settlement account in the bank in the name of the parent company, and then set up a sub-account in the name of each subsidiary, and the sub-account is controlled by the sub-account. In the eyes of subsidiaries, the settlement center is a bank, and various forms of financing such as loans and repayments must be submitted to the settlement center. The settlement center strengthened the supervision of the use of funds of subsidiaries, and also strengthened the financial strength of the group by concentrating idle funds of subsidiaries.
Cash forecast. In order to change cash management from passive to active and overcome short-term behavior, the parent company should clearly understand how large the existing funds of the group can operate, how large the financing scale is needed and the sources of funds that can be sought. For the financial department, it is necessary to keep track of the cash that can be used and must be paid at every time in each period. The centralized management of cash in subsidiaries provides conditions for cash forecasting. The parent company compares the actual income and expenditure with the forecast every day, finds out the inconsistencies, and finds out the reasons in time so as to take corrective measures.
L financing management. On the basis of cash forecast, the parent company studies the composition of the group's capital sources and chooses the best financing method. The collection and use of funds should be combined with the group's comprehensive solvency, and it is not possible to blindly borrow money and increase the financing risk. Therefore, the funds required by the subsidiary shall not be raised from outside without authorization, but must be raised within the group, and the financial department of the parent company shall be responsible for this business. In order to improve the efficiency of the use of funds, we can also use the law of value to realize the paid use of funds within the group, that is, subsidiaries must pay interest when borrowing from the parent company.
(2) Budget management
The centralized management of the financial affairs of subsidiaries by the parent company is also reflected in the fact that the parent company has the final decision to formulate the budget used to guide each subsidiary. According to the development plan of the group, the parent company puts forward the general goal in a certain period, thus compiling the company's long-term plan and annual plan, and decomposing the indicators to the subsidiaries. The subsidiary shall prepare the annual budget according to the indicators issued by the parent company and the specific conditions of the unit, and submit it to the parent company for approval. The parent company establishes special budget management ... >>
Question 6: How to write the report from the branch to the head office? 1. Sales plan report.
Mainly the analysis, expectation and positioning of the market, mainly including:
The requirements for the products sold are the structure, performance, price and scope of application of the products;
Audience analysis, market prospect and market forecast of the products sold;
Budgeting of advertising expenses, travel expenses and other expenses needed to promote products;
Requirements for the production cycle of the products sold, etc.
Second, the sales summary report
The main work is summarized as follows:
The implementation of the contract;
Analyze the difference of sales product flow direction by region, industry and audience;
Comparison before and after taking new measures; **
Analysis of problems in the process of product sales;
Customer's analysis of product performance, structure, price and quality;
After-sales service execution, customer satisfaction analysis, etc.
Question 7: How to write the articles of association of a wholly-owned subsidiary? Thank you, Zhang Cheng.
Article 1: In order to adapt to the development of the socialist market economy, safeguard the legitimate rights and interests of the company's shareholders, confirm the status of the company as a legal person, and enhance the self-development and self-restraint ability of the enterprise, the Articles of Association is formulated in accordance with the relevant provisions of the Company Law of People's Republic of China (PRC).
Article 2: Company name: * * * * * Limited.
Article 3: Business scope of the Company:
****************************************************
Article 4: The registered capital of the company is * * * * * * ten thousand yuan.
Article 5: The legal domicile of the company is:No. * * * * * * * * * * * * * * * *.
Article 6: The capital contribution of shareholders of the Company is as follows:
Name of shareholder: RMB (Yuan)%.
* * * * * * * * * * * * * * RMB 100% cash.
Total * * * * RMB 100%
Article 7: Investor: * * * * * * * is a shareholder of a limited company, and shareholders enjoy the following rights:
1. Profit distribution right: Shareholders have the right to receive dividends and or bonuses in proportion to their contribution to the registered capital of the company.
2. Right to distribute surplus property: When the company goes bankrupt, dissolves or reorganizes for various reasons, the company has the right to participate in the distribution of surplus property in proportion to its capital contribution after paying off its debts.
3. Voting rights: Shareholders have the right to participate in the shareholders' meeting and exercise their voting rights according to law.
4. Supervisory power: Shareholders have the right to consult the minutes of the shareholders' meeting and the company's financial and accounting reports, and raise objections to the accounting statements.
5. Right of action: Shareholders have the right to sue the legal representative or other management personnel of the company.
1, ultra vires behavior; 2. Acts that damage the legitimate rights and interests of other shareholders; 3. Have the right to bring a lawsuit to the court or ask the court to send someone to check the illegal behavior.
Shareholders have the following obligations:
1. Contribution obligation
2. Abide by the obligations in the Articles of Association.
3. Obligation to keep company secrets and safeguard company interests.
4. Undertake the obligations of the company's debts.
Article 8: According to the decision of the shareholders' meeting, the company does not have a board of directors. Shareholder recommendation
Zhang is the executive director and legal representative of the Company.
The term of office is one year and can be renewed.
It is determined that the company does not have a board of supervisors, and the shareholders recommend * * * * * * as the company's supervisor to exercise the rights of the board of supervisors stipulated in Article 54 of the Company Law.
The term of office of the supervisor is one year, and the supervisor may be re-elected.
Article 10 A company shall set up a shareholders' meeting, which is the highest authority of the company and exercises the following functions and powers:
(1) Decide on the company's business policy and investment plan.
(2) Electing and replacing the executive directors, managers and supervisors.
(3) To decide the salaries and remuneration of the relevant management personnel of the company.
(4) Examining and approving the report of the executive director.
(5) Examining and approving the report of the supervisor.
(VI) To examine and approve the annual financial budget plan and final accounts plan of the Company.
(VII) To examine and approve the profit distribution plan and loss recovery plan of the Company.
(8) To make resolutions on the increase or decrease of the registered capital of the company.
(9) To consider and pass the plans for merger, division, change of corporate form, dissolution and liquidation of the company.
(X) Deciding on the establishment of the company's internal management organization.
(11) Nominating, appointing or dismissing the company's deputy manager and financial officer according to business needs.
(12) To make resolutions on the company's debts.
(13) Amending the Articles of Association.
The shareholders' meeting is held regularly every year 1 time, and it is held in 65438+February every year. The executive director or supervisor of the company may propose to convene an extraordinary general meeting of shareholders.
Article 11: The resolution rules of the shareholders' meeting are as follows:
1. The shareholders' meeting shall be convened by the executive director, and the investors' shareholders shall be informed of the contents discussed at the meeting fifteen days before the meeting, and the investors' shareholders shall attend in person, but cannot attend for some reason ... >>
Question 8: How to strengthen the financial management of subsidiaries At present, most subsidiaries can abide by the various financial management systems of the state in financial management, and their management is also in line with the business objectives of the whole enterprise group, which has made great contributions to the healthy development of the group company. However, some subsidiaries have exposed some problems worthy of attention in financial management. For example, the accountants of many subsidiaries are of low quality, unable to master the new accounting system, new standards and new methods skillfully, or lack of relevant knowledge such as economic law and tax law, which leads some subsidiaries to make financial fraud for the local interests of their own units, seriously affecting the overall interests of the group company and the realization of its business objectives. Therefore, it is very important to study how to strengthen the financial management of subsidiaries.
1 Select the appropriate financial management mode
Group companies generally adopt four modes of financial management of subsidiaries: centralization, decentralization, appointment of accounting supervisor and high degree of autonomy. Centralized financial management mode is that financial decision-making power and accounting personnel management power are concentrated in group companies. Its advantage is "everything is under control", but its disadvantage is that it can't give full play to the initiative and enthusiasm of accountants to participate in the company's operation, which weakens the functional role of financial accounting, especially management accounting; Decentralized financial management mode is that subsidiaries have more financial decision-making power and accounting personnel management power. Its advantage is that it helps to give full play to the enthusiasm of accounting personnel of subsidiaries to make suggestions and suggestions for enterprise management by using financial accounting functions, but its disadvantage is that financial accounting information is greatly influenced by the leaders of their subordinate units and is easy to produce false information; The financial management mode of accountant supervisor appointment system is that the group company sends the financial supervisor to the subsidiary company, and the personnel relationship is in the group company. Its advantage is that it can control the whole process of financial accounting work of subsidiaries, and better solve the disadvantages of decentralized management and centralized management; The "highly autonomous" financial management mode is that the leaders of subsidiaries have great financial decision-making power and accounting management personnel power. Its advantage is that the development of subsidiaries is highly consistent with the interests of financial accounting, which can give full play to the functions of financial management. The disadvantage is that if the quality of financial decision-makers is not high, it will easily lead to low decision-making efficiency and even mistakes. These financial management models have their own advantages and disadvantages, and they can seek advantages and avoid disadvantages. According to the specific situation of different subsidiaries, different financial management models are adopted to achieve the effect of integrating resources and obtaining greater profits.
2. Establish the corresponding system
2. 1 Implement authorization approval management system.
Authorized examination and approval management system means that before a financial activity occurs, personnel at all levels must obtain approval and authorization. The investment and loan projects of subsidiaries below the authorized amount can be decided by themselves, and the investment and loan projects above the authorized amount must be reported to the relevant departments of the Head Office for approval. At the same time, the group company should establish and improve the establishment, examination and approval, control and inspection system of subsidiaries' foreign investment and loans, attach importance to the tracking management of investment and loan projects, and standardize the investment and loan behavior of subsidiaries. Through authorization control, we can supervise the standard operation of daily financial activities of subsidiaries, thus ensuring the orderly operation of enterprise groups.
2.2 the establishment of financial budget reporting system
The financial budget reporting system is a tool for coordination, control standards and assessment between group companies and subsidiaries, a tool for standardizing and scientifically managing the financial affairs of subsidiaries, and an effective way to promote the self-discipline and self-development of subsidiaries. In budget management, predict and control the future situation of investment activities, business activities and financial activities related to subsidiaries. Group companies can implement the comprehensive budget law, set the operating objectives of subsidiaries and establish a performance appraisal system.
3. Strengthen monitoring and strict assessment.
3. 1 Appointment of CFO and CFO
Judging from the operation effect of the group company, it is an effective way to strengthen the financial management of the subsidiary by appointing the chief financial officer to the subsidiary. Appointed candidates can be openly recruited to the public, and their personnel relations are centrally managed by the head office, and wages and benefits are uniformly distributed by the group company. While being responsible for the daily financial work and establishing a sound financial control and supervision system, the chief financial officer should also proceed from the overall management policies and guidelines of the group company, assist the subsidiary operators to make all major financial decisions and control their behaviors. Appointing the CFO can not only make the overall management policy of the group company be carried out and implemented in the subsidiaries, but also ensure the truthfulness, objectivity and accuracy of the financial accounting information of the subsidiaries and earnestly safeguard the interests of the group company.
3.2 Establish and improve the evaluation index system.
Establish an evaluation system for the implementation of various financial indicators for assessment and supervision ... >>
Question 9: How to plan the budget and which method to adopt are mainly related to the decision-making system of the project organization. (1) Top-down project budget This method mainly relies on the experience and intuition (judgment) of middle and senior project managers. These experiences and judgments may come from historical data or actual data of related projects. First of all, the middle and senior managers of the project estimate the total cost of the project and the sub-projects that make up the project, and the results of these estimates are handed over to the lower managers. On this basis, they estimate the costs of tasks and subtasks that make up a project or subproject. Then pass it on to the next level, until the bottom. The purpose of this budget method is that when the cost estimate made by the upper management according to experience is decomposed to the lower level, it may happen that the lower level staff think that the upper level estimate is not enough to complete the corresponding task. At this time, the lower-level personnel may not express their true views, or they may not rationally discuss with the upper management, so as to get a more reasonable budget allocation plan. In practice, they can only silently wait for the top managers to find problems and correct them, which often brings many problems to the project and sometimes even leads to project failure. People usually think that the process of project budget is a zero-sum game, and the gain of one side means the loss of the other. Full of power struggle and fierce competition. The advantage of the top-down method is that the overall budget is often more accurate. Secondly, because the established budget is always allocated among a series of tasks in the budget process, it avoids the situation that some tasks get too much budget and some important tasks are ignored. (2) Bottom-up project budgeting The bottom-up method requires the use of WBS to carefully check the time and budget of all work tasks of the project. Initially, the budget is for resources (team members' working hours and raw materials), and then it is converted into the required funds. The overall summary of all work task estimates constitutes a direct estimate of the total cost of the project. On top of this, the project manager adds appropriate indirect expenses (such as management expenses and unforeseen expenses). ) and the profit target to be achieved by the project, forming the total project budget. The bottom-up budgeting method needs to consider all involved tasks comprehensively. Like the top-down budgeting method, the bottom-up budgeting method also requires the project to have a detailed WBS. The bottom-up budgeting method also involves a certain game situation. For example, when grass-roots evaluators think that upper managers will cut a certain percentage of their budgets, they will overestimate their resource needs. This will make top managers think that the lower estimate contains water and needs to be cut, thus falling into a strange circle. The advantage of bottom-up budgeting is that grass-roots personnel are more aware of the amount of resources needed for specific activities. Moreover, because the budget comes from the hands of grassroots personnel, it can avoid causing controversy and dissatisfaction.
Question 10: Tax differences between subsidiaries and branches. Subsidiaries and branches have different legal responsibilities.
Generally speaking, the head office is equivalent to a person, the subsidiary is the son of this person, the branch is just the hand or foot of this person, and the branch and the head office are an inseparable whole.
Therefore, the branch company cannot pay taxes independently, and it must be summarized by the head office.
In tax management, turnover taxes such as value-added tax can be calculated and paid by branches themselves, but income tax is paid first and finally settled by the head office.