Enterprise group is a consortium composed of several legal persons, and it is likely to be adjusted by the partnership enterprise law in the future. The group company is a legal person enterprise, and the normative relationship between the group company and its parent company should be adjusted by the company law.
(B) Enterprise groups and group companies have different connotations.
Enterprise groups include group companies, but not all group companies need to set up enterprise groups. There are two basic types of enterprise groups. The parent company in the affiliated joint enterprise group is a group company, while in the cooperative joint enterprise group, there is no question of who is the core enterprise. All enterprises are equal and operate under the unified management of the group. In the latter enterprise group, the members of the group may all be holding companies and have their own subsidiaries, and such groups are often strong alliances.
(3) The registration methods of enterprise groups and group companies are different.
A group company can form a subordinate joint enterprise group with itself as the core, a cooperative joint enterprise group with other companies, or a company group only within the scope of the parent and subsidiary companies. The establishment of enterprise groups must be approved and registered. The group company itself only performs the registration procedures of the company as a legal person.
(d) Enterprise groups and group companies have different organizational structures.
The organizational form of an enterprise group is determined by the articles of association of the group (agreed by the members of the group through consultation), while the organizational form of a group company must be determined by the articles of association under the condition of meeting the requirements of the company law (subject to discussion and approval by the shareholders' meeting).
(e) The management principles and foundations of enterprise groups and group companies are different.
The principle of unified management of enterprise groups is determined by the articles of association discussed and adopted by member enterprises. The group company is an independent legal person, and its own operation and operation should comply with the provisions of the Company Law and other relevant laws; If the group company is a member of the group, it must fulfill the rights and obligations stipulated in the articles of association of the group; As the leading company in the affiliated joint enterprise group, the group company should also undertake the heavy responsibility of group management. The coordination of the interests of group companies and the mutual rights and obligations between group companies and member enterprises are important issues to be solved in group legislation and group agreements (articles of association).
(6) The responsibilities and financial systems of enterprise groups and group companies are different.
Enterprise groups are not independent taxpayers, but consolidated accounting statements should be prepared. The legal consequences of the group shall be jointly and severally liable by the group member enterprises (unless otherwise stipulated in the articles of association of the group). Group companies, like other member enterprises, independently carry out business activities and are independent taxpayers. Unless otherwise agreed by other member enterprises, they will not be liable for debts.
What needs to be pointed out here is that the legislation of enterprise groups in China is relatively backward. The establishment of the group, the handling of the relationship between the members of the group, the relationship between the parent company and the subsidiary company, the basic principles of enterprise group management, the monopoly of the group and the administrative group company are all lacking in legal definition and norms.
Data development group company is a group company that organizes and acts together for a certain purpose. It refers to an enterprise legal person consortium composed of members such as the parent company, subsidiaries and joint-stock companies, with capital as the main link, the parent company as the main body and the articles of association of the group as the norm.
Generally speaking, a group company refers to a large company with many production and operation institutions. It generally manages large-scale assets, governs many production and business units, and has its own rights and interests in many other enterprises.