An independent company is an independent legal person, but a branch is not. A branch refers to a branch under the jurisdiction of the company in terms of business, funds and personnel. Not qualified as a legal person. The civil liability of the branch company shall be borne by the head office. However, the branch shall obtain a business license.
A branch is a branch without independent legal personality and cannot bear legal responsibilities independently. All business activities should be carried out under the authorization of the parent company, and the consequences and responsibilities of the behavior should be borne by the parent company, which usually does not establish accounts independently. If you can't sign a business activity contract independently, a separate external guarantee is invalid. To put it bluntly, a branch office is like an office, and all rights and obligations must be borne by the parent company.
A subsidiary is a subject of civil rights with independent legal personality, which is controlled or shared by the parent company. A subsidiary can conduct business activities independently and bear legal responsibilities, and its legal subject status is the same as that of the parent company. However, the parent company is a shareholder of the subsidiary, and the parent company exercises the right to operate and enjoys the rights and obligations of shareholders.
Legal basis:
Company Law of the People's Republic of China
essay
The company is an enterprise legal person, with independent legal person property and legal person property rights. The company is liable for its debts with all its property.
Shareholders of a limited liability company shall be liable to the company to the extent of their subscribed capital contribution; Shareholders of a joint stock limited company shall be liable to the company to the extent of the shares subscribed by them.
Article 14
Companies can set up branches. The establishment of a branch company shall apply to the company registration authority for registration and obtain a business license. A branch company does not have legal person status, and its civil liability shall be borne by the company.
A company may set up subsidiaries, which have legal personality and independently bear civil liabilities according to law.