In real life, a limited liability company can exist indefinitely, unlike sole proprietorship or partnership. Because a limited company is an independent legal person, its existence will not be affected by changes in shareholders. If shareholders quit, they only need to transfer their shares to others. So many people will choose to set up a limited liability company when setting up a company. How to set up a limited liability company? The process is as follows: The first step in the registration process is to approve the name. Relevant laws: Article 17 of the Regulations of the People's Republic of China on the Administration of Company Registration: The establishment of a company shall apply for the pre-approval of its name. Where laws, administrative regulations or the State Council decisions stipulate that the establishment of a company must be approved, or the business scope of the company belongs to matters that must be approved before registration according to laws, administrative regulations or the State Council decisions, the company name shall be pre-approved before being submitted for examination and approval, and the company name approved by the company registration authority shall be submitted. Article 18 To establish a limited liability company, a representative designated by all shareholders or an agent entrusted by all shareholders shall apply to the company registration authority for name pre-approval; To establish a joint stock limited company, the representative designated by all the promoters or the agent entrusted by * * * shall apply to the company registration authority for name pre-approval. To apply for pre-approval of company name, the following documents shall be submitted: (1) an application for pre-approval of company name signed by all shareholders of a limited liability company or all promoters of a joint stock limited company; (2) The certificate that all shareholders or promoters have appointed representatives or entrusted agents; (3) Other documents required by the State Administration for Industry and Commerce. Article 19 The pre-approved company name shall be retained for 6 months. The pre-approved company name shall not be used for business activities or transfer within the retention period. Time: 1-3 working days Operation: After determining the company type, name, registered capital, shareholders and contribution ratio, you can submit an application for name verification on-site or online at the Industrial and Commercial Bureau. Results: The name was approved, but it needs to be re-approved if it failed. Tip: The newly revised Company Law on 20 16 officially changed the paid-in system of registered capital into subscription system. Article 20 of the Regulations of the People's Republic of China on the Administration of Company Registration: To apply for the establishment of a limited liability company, the following documents shall be submitted to the company registration authority: (1) an application for establishment registration signed by the legal representative of the company; (2) Certificates of the designated representatives or entrusted agents of all shareholders; (3) Articles of association; (4) A capital verification certificate issued by a legally established capital verification institution, except as otherwise provided by laws and administrative regulations; (5) If the shareholder's capital contribution is non-monetary property for the first time, it shall submit the certificate that the property right transfer formalities have been completed at the time of company establishment registration; (six) the qualification certificate of shareholders or the identity certificate of natural persons; (7) Documents stating the names and domiciles of the directors, supervisors and managers of the company, and certificates of appointment, election or employment; (8) The post-holding documents and identity certificates of the legal representative of the company; (9) Notice of pre-approval of enterprise name; (10) Certificate of domicile of the company; (eleven) other documents required by the State Administration for Industry and Commerce. [2] Time: 5- 15 working days. After approval, confirm the address information, senior management information and business scope, and submit the pre-application online. After the online pre-trial is passed, submit the application materials to the industrial and commercial bureau according to the appointment time. Results: The notice of establishment registration was received. Step 3: Time for obtaining the license: Opening on the day of appointment: Bring the Notice of Approval of Establishment Registration and the original ID card of the manager, and get the original and copy of the business license from the Industrial and Commercial Bureau. Result: Get the business license. The fourth step, engraving and other matters. Time: 1-2 working days. Operation: With a business license, go to the engraving point designated by the Public Security Bureau: official seal, financial seal, contract seal, legal representative seal and invoice seal; At this point, a company registration is completed. Subsequent matters 1. After completing the registration of the basic bank account company, you need to open an account for the basic bank account. Basic deposit account is the main account of the company's fund exchange, and the fund receipt and payment of daily business activities and the withdrawal of wages, bonuses and cash can be handled through this account. Each company can only open one basic deposit account. 2. After the company is registered, it needs to go through the tax registration first, and provide an accounting information (including name, ID number and contact number) when reporting. One month after the establishment of the company, the accountant is required to keep accounts every month and declare and pay taxes to the tax authorities. After the enterprise has prepared the information and submitted it to the special management office, the tax bureau will verify the taxes paid by the enterprise, the tax rate, the time of tax declaration and the tax administrator of the enterprise. Enterprises will declare and pay taxes in accordance with the taxes approved by the tax authorities in the future. 3. After the company paying social security is registered, it is required to open a company social security account with the social security bureau in its jurisdiction within 30 days, handle the social security registration certificate and CA certificate, and sign a tripartite agreement with the social security and the bank. After paying social security, the related expenses of social security will be automatically deducted from the basic bank account. 4. Apply for tax control and invoice If an enterprise wants to invoice, it needs to apply for a tax controller, participate in tax control training, and verify the application invoice. After completing the application, the enterprise can issue invoices by itself. 5. Annual Report of an enterprise According to the Provisional Regulations on Enterprise Information Publicity, an enterprise shall submit the annual report of the previous year from June 65438+1 October1day to June 30 every year, including the basic introduction of the company, major financial data and indicators, changes in share capital and shareholder information. Tip: The enterprises that need to make annual reports every year are mainland enterprises with business licenses and registered before 65438+February 3 1 of the previous year. The administrative department for industry and commerce said that if an enterprise fails to publish its annual report within the prescribed time limit, the industrial and commercial authorities will include it in the list of business anomalies and impose a fine. Enterprises that have not reported for more than three years will be included in the "blacklist" of serious illegal enterprises. After being listed in the abnormal list, the enterprise will not be able to change, cancel or convert shares, and the public can inquire about the abnormal situation of the company at any time when cooperating with foreign countries. At the same time, administrative restrictions are imposed on legal persons and executives.
Legal objectivity:
Company Law of the People's Republic of China
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.