Where a company changes its registered items, it shall apply to the original company registration authority, that is, the company establishment registration authority for registration of change. However, if a company changes its domicile across the jurisdiction of the company registration authority, it shall apply to the company registration authority where it moves in before moving into the new domicile; If it is accepted by the company registration authority in the place where it moves in, the original company registration authority will transfer the company registration file to the company registration authority in the place where it moves in. Without the change registration, the company shall not change the registered items without authorization.
The types of matters changed by the company include: company name, domicile, legal representative, registered capital, business scope, company organization form, shareholder information, company merger and division, etc.
Article 68 of the Regulations of the People's Republic of China on the Administration of Company Registration stipulates that if the registered items of a company are changed and not handled in accordance with the provisions of this law, the company registration authority shall order it to register within a time limit; Those who fail to register within the time limit shall be fined not less than 10,000 yuan but not more than 100,000 yuan. Among them, the change of business scope involves projects that must be approved by laws, administrative regulations or the State Council decisions, and the business license is revoked if the relevant business activities are not approved.
Company legal person change company legal person change process
1. Make an appointment to change the company legal person on the website of the industrial and commercial bureau where the company is registered.
2. Download relevant information on the website of the industrial and commercial bureau where the company is registered and fill it in truthfully.
3. Take the materials to the Industrial and Commercial Bureau to get the reservation number and hand in the materials.
4. If the materials are in doubt or other certificates are required by the local industrial and commercial bureau, the materials will be supplemented (generally no appointment is required next time).
5. If the materials are passed without doubt or supplemented, notice of change will be received.
6. Set a time to go to the Industrial and Commercial Bureau to get a new business license.
7. Carve a new company seal in the carving company.
8. Bring a new business license and all seals to the account opening bank to change the account opening license and seal.
Materials required for the change of company legal person
1. company change registration application
2. Resolutions of the shareholders' meeting
3. Revision of Articles of Association
4. Dissolution documents of the original legal person
5. New legal documents.
6. Copy of the original legal person ID card
7. Copy of new legal person ID card
8. Resume and signature of the new legal person for filing.
9. If the original (new) legal person holds a part-time position as the general manager, the post certificate of the general manager shall be submitted.
10, power of attorney
1 1. Original and photocopy of business license
Company name change company name change process
1. Apply for "new company name verification" (including system name verification and manual name verification) to the Industrial and Commercial Bureau or the State Administration of Markets.
2. Submit the appointment of "Company Name Change" on the website of the local industrial and commercial bureau, download and fill in the corresponding information, and then print it.
3. Take the above information to the corresponding industrial and commercial bureau, take the number yourself, and then submit the information.
4. If the information is missing or the local industrial and commercial bureau has other requirements, the information will be supplemented as required. If the information is correct, you will be notified to accept the change.
5. Get a new business license from the Industrial and Commercial Bureau at the time indicated in the notice.
6. Bring a new business license to the engraving point to engrave a new official seal, and the original official seal will be destroyed or handed in within the prescribed time limit.
Materials required for company name change
1. Get the Notice of Name Verification, the Notice of Pre-approval of Online Name Change, the original ID card of the agent, the original business license and the official seal.
2. Submit the legal person, the copy of the shareholder's ID card, the original ID card of the handler, the articles of association, the power of attorney, the certificate of property rights, the notice of name verification, the register of shareholders, the list of directors, managers and supervisors, the payment form of registered capital and the equity transfer association to the application acceptance window.
3. Obtain the business license acceptance form and the original ID card of the agent.
4. The lettering power of attorney (produced by lettering company), the original ID card of the legal person and the original ID card of the agent.
5. Change the organization code, the original organization code and its copy (including the code certificate), a copy of the changed legal person ID card and a copy of the agent ID card.
6. Change Registration Certificate Tax change registration form (collected at the window), original and copy of business license, original and copy of organization code certificate, original and copy of old tax registration certificate, copy of articles of association, copy of property right certificate, lease contract, original and copy of rent invoice, copy of legal person ID card and copy of agent ID card.
7. The bank changes the original business license, organization code certificate, tax registration, legal person ID card, power of attorney, agent ID card, lease contract, property right certificate, company check purchase certificate, unused check, financial seal, name seal and official seal of basic account.
8. Other documents required by the State Administration for Industry and Commerce.
Company address change company address change process
1. First, the company's designated representative or entrusted agent will bring relevant documents to the Industrial and Commercial Bureau to receive the company's change application documents.
2. Fill in the company name, original address and change address in the application for change, and then sign it by the company legal person and affix the official seal of the company. At the same time, make resolutions of the shareholders' meeting and amendments to the articles of association on the change of address.
3. Bring the original house lease contract, a copy of the real estate license and a copy of the company's business license to the office hall of the Industrial and Commercial Bureau to change the registered address of the company.
4. After the company's address is changed, you need to go to the Quality Supervision Bureau to change the company's organization code certificate and IC card.
Materials required for company address change
1. Application for change registration signed by the legal representative of the company.
2. The power of attorney of the company's entrusted agent and a copy of the client's ID card.
3. Resolution of the shareholders' meeting on amending the Articles of Association.
4. Revised articles of association or amendments to articles of association.
5. Proof of the use of the new residence, a copy of the title certificate of the own property, and the lease contract of the leased house with a term of more than one year, with a copy of the title certificate attached.
6. Where laws, administrative regulations and the State Council decisions require approval for the change of residence, relevant approval documents shall be submitted.
7. Original and duplicate of the company's business license.
B-5 shareholders and changes in equity
What is the difference between shareholder change and equity change?
There is a causal relationship between shareholders and changes in equity. Shareholder change is one of the items that the company changes, and the changed shareholder needs to transfer the equity to the new shareholder, which is the equity transfer. The change of equity is accompanied by the change of shareholders. When the equity changes, the shareholders may not necessarily change; When the shareholders change, the equity must also change.
Shareholder change >>
Changes in equity > >
Equity transfer >>
Share transfer >>
Company business scope change company business scope change process
1. Get the Application Form for Company Change Registration (go to the registration hall window of the Administration for Industry and Commerce).
2. Change the business license (fill in the company change form, affix the official seal, sort out the amendments to the company's articles of association, make resolutions at the shareholders' meeting, and submit the original and photocopy of the company's business license to the registration hall of the Industrial and Commercial Bureau).
3. Change the organization code certificate (fill in the change form of enterprise code certificate, affix the official seal, and sort out the company change notice, copy of business license, copy of enterprise legal person ID card and the original of the old code certificate to the Bureau of Quality and Technical Supervision).
4. Change the tax registration certificate (go to the tax bureau with the notice of tax change).
5. Change the bank information (go to the bank in basic deposit account with the bank change notice).
Materials required for the change of the company's business scope
1. company change registration application form.
2. Amendment to the Articles of Association (signed and sealed by all shareholders).
3. Resolution of the shareholders' meeting (signed and sealed by all shareholders).
4. Original company license (original).
5. Copies of all shareholders' ID cards (original inspection).
The registered capital of the company changes, and the company reduces its capital.
The company's capital reduction, regardless of whether the surplus capital is lower than the legal standard, must comply with the law. In order to effectively implement the principle of capital determination and ensure the safety of transactions, capital reduction should be strictly controlled by law. According to the principle of constant capital, it is not allowed to reduce the company's capital in principle, but it is allowed to reduce if it meets one of the conditions of excessive capital, excessive formal capital or serious losses, and the total capital is far from the actual assets. In the capital reduction procedure, the capital reduction agreement must be passed by shareholders representing more than 2/3 of the voting rights, and the creditors shall be announced or notified to ensure that the creditors have the opportunity to pay off or ask for guarantee. Finally, the remaining capital after capital reduction must meet the statutory restrictions. Failure to notify creditors will lead to serious procedural violations.
Company capital increase
The purpose of the company's capital increase is to expand its business scale, broaden its business scope, improve its credit level and increase its registered capital according to law. The company's capital increase can be divided into passive capital increase and active capital increase. The ways of capital increase mainly include increasing face value, increasing capital contribution, issuing new shares or debt-to-equity swap. The company's capital increase helps to raise operating funds, can maintain the existing operating funds, reduce the distribution of shareholders' income, and can adjust the shareholder structure and shareholding ratio, with the ultimate goal of enabling enterprises to obtain higher interests.
Change paid-in capital
Paid-in capital refers to the capital invested by investors actually received by an enterprise, which is the source of all legal capital registered by the enterprise and reflects the basic property right relationship between the owner and the enterprise. The proportion of paid-in capital is the main basis for enterprises to distribute profits or dividends to investors. China's "Regulations on the Administration of Enterprise Legal Person Registration" stipulates that unless otherwise stipulated by the state, the paid-in capital of an enterprise shall be consistent with the registered capital. When the paid-in capital of an enterprise increases or decreases by more than 20% compared with the original registered capital, it shall apply to the original registration authority for change registration with the certificate of capital use or capital verification.
Company merger, division, change of company merger
Enterprise merger is also called "company merger". According to the provisions of relevant laws and regulations, two or more enterprises combine their assets to form a new enterprise by concluding a merger agreement. As a result of enterprise merger, the assets of the new enterprise are equal to the sum of the assets of the merged enterprise. The merger of companies must be based on the existence of two or more companies and carried out in accordance with certain legal procedures. Company merger can take two forms: absorption merger and new merger.
Division of a company
The division of a joint stock limited company is the opposite of the merger of companies. It refers to the legal act that the original company is divided into two or more independent companies. When the company is divided, its property shall be divided accordingly. Through separation, the company's business can be simplified and specialized, and the management scope can be narrowed and the management process shortened. There are two forms of company division: surviving division and dissolution division. When a company is divided, its property shall be divided accordingly, and a balance sheet and a list of property shall be prepared. The company shall notify the creditors within 10 days from the date of making the resolution of separation, and make an announcement in the newspaper within 30 days. The debts before the division of the company shall be borne by the company after the division according to the agreement reached.
The change of corporate form refers to the legal act and procedure of changing the organizational form of a company into another type of company without interrupting its legal person qualification. Where a company changes its type, it shall, in accordance with the conditions for the establishment of the company type to be changed, apply to the company registration authority for registration of change within the prescribed time limit and submit relevant documents. The general situation of corporate form change includes unlimited company and joint venture company, joint venture company becoming unlimited company, limited liability company becoming joint stock company, joint stock company and limited liability company becoming joint stock company or unlimited company, joint stock company or joint stock company.
How much does the company charge for changing agents?
The quotation of the agency is not in accordance with the unified quotation standard, because our country has not clearly stipulated this aspect. Generally, companies set prices according to their own actual conditions. Different companies change the content, different companies change the difficulty, and the quotation will be different. Generally, the fee for changing the visa is about1000-2,000 yuan.
Tax registration change >>
Change of corporate bank >>
Trademark change >>
Company cancellation >>
Company transfer >>