3. The issuance and preparation of shares are in compliance with the law;
1 A limited liability company is an economic organization established with less than 50 shareholders. Each shareholder shall bear limited liability to the company with the amount of capital subscribed, and the company shall be liable for its debts with all its assets.
Conditions for establishment:
(1), go to the industrial and commercial bureau for pre-approval of the name, if the name is valid for 6 months after approval;
(2) Lease the office address, and provide a copy of the real estate license and the original lease agreement;
(3) Go through the capital contribution formalities at the bank designated by the Industrial and Commercial Bureau and inject registered capital. The registered capital of a general design company is10-500,000 yuan.
(4) After the investment, issue a capital verification report to the accounting firm;
(5) Provide the industrial and commercial bureau with an application form for the establishment of an enterprise, including a copy of the legal representative's ID card, photos, resumes and a copy of the shareholder's ID card, as well as the autographs of all investors, the articles of association and the resolutions of the shareholders' meeting;
(6) Obtain the business license within 1 week after being accepted by the Industrial and Commercial Bureau;
(7) After obtaining the business license, go to the Technical Supervision Bureau for the organization code certificate;
(8) After completing the above procedures, go to the tax bureau of the jurisdiction to handle tax registration;
(9) basic account where banks set up enterprises;
(10), after obtaining the account opening permit, go to the industrial and commercial bureau to handle the transfer of registered capital and start formal business.
Establishment procedure:
(1), contributed by shareholders.
The new Company Law has changed the original authorized capital system, which is a compromise of the statutory capital system. It stipulates that the initial contribution of all shareholders of a limited liability company shall not be less than 20% of the registered capital, nor shall it be less than the statutory minimum registered capital, and the remaining registered capital shall be fully paid by shareholders within 2 years from the date of establishment of the company.
(2) Capital verification
After all shareholders have contributed capital, a legally established capital verification institution must verify the capital and issue a certificate.
(3) Registration of establishment
After the first capital contribution of shareholders has been verified by a legally established capital verification institution, the representative designated by all shareholders or the agent entrusted by all shareholders shall submit the registration application, articles of association, capital verification certificate and other documents to the company registration authority to apply for establishment registration. The registration authority shall register those who meet the requirements and issue a business license. The company shall be established as of the date of issuance of the license.
(4), issued a certificate of capital contribution
After the establishment of a limited liability company, a capital contribution certificate shall be issued to the shareholders. The capital contribution certificate, also known as the share list, is a legal document to prove the amount of capital contribution made by shareholders.
2. Joint-stock company: refers to a company with shares as its capital, and shareholders are liable to the company to the extent of the shares subscribed by them. To establish a joint stock limited company, there shall be no less than two promoters and no less than 200 promoters, and the minimum registered capital shall be RMB 5 million.
Conditions for establishment:
(1), the promoters meet the statutory qualifications and reach a quorum.
(2) The share capital subscribed and publicly issued by the promoters has reached the statutory minimum.
(3) The issuance and preparation of shares comply with the law.
(4) The promoters shall formulate articles of association, which shall be adopted by the founding meeting.
(5) Having a company name and establishing an organization meeting the requirements of the company.
(6) Having a fixed place for production and business operation and necessary conditions for production and business operation.
Establishment procedure:
(1) Registration: the application name is pre-approved for registration; Industrial and commercial registration.
(2) Submit a material description, such as:
1) Application for company establishment registration signed by the legal representative of the company;
2) The certificate of designated representative or authorized agent signed by the board of directors (signed by all directors) and a copy of the identity certificate of designated representative or authorized agent;
(3) Minutes of the shareholders' meeting or the founding meeting signed by the sponsors or the meeting host and the directors present at the meeting (submitted by offer for establishment)
(4) Articles of Association signed by all promoters or all directors;
5) A copy of the qualification certificate of the sponsor or the identity certificate of a natural person; Wait a minute.
Legal basis: People's Republic of China (PRC) Company Law.
Article 23
The establishment of a limited liability company shall meet the following conditions:
(1) Shareholders meet the quorum;
(2) The capital contribution subscribed by all shareholders in accordance with the Articles of Association;
(3) Shareholders * * * agree to formulate the Articles of Association;
(4) Having a company name and establishing an organization meeting the requirements of a limited liability company;
(5) Having a company domicile. Article 24
A limited liability company shall be established by capital contribution of less than 50 shareholders.