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 articles of association, the resolutions of the shareholders' meeting, the equity transfer agreement, the original and copy of the company business license, and go to the registration hall of the Industrial and Commercial Bureau for handling).
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).
2. Information required for the company's equity transfer;
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)
5. Original and copy of company license (original)
6. Copies of all shareholders' ID cards (original check)
7. Original equity transfer agreement (indicating who transferred the equity to whom, the equity, creditor's rights and debts are transferred together, and the transferor and the transferee sign) The company's equity change procedures.
Three. Specific information of the company's equity transfer declaration:
1. An application for company change registration signed by the legal representative of the company and sealed by the company.
2. Certificate of designated representative or entrusted agent (official seal of the company); And a copy of the ID card of the designated representative or entrusted agent (signed by myself).
3. Resolution of the original shareholders' meeting. (Seal or signature of all old shareholders, signature of natural person shareholders and seal of shareholders other than natural persons)
Main contents: (1) the parties to the transfer, the share of the transferred equity and the exercise of the priority of the equity transfer price, the transferee and other shareholders; (2) The share capital structure of the company after the equity transfer.
4. Equity transfer agreement. (Signature of both parties to the transfer, signature of natural person and seal of others) (1) Names of both parties to the agreement;
(two) the share of the transfer of equity and its price. (3) the delivery date of the equity transfer; (4) Date and method of delivery of equity transfer funds. (five) the time, place and effective way to conclude the agreement; (6) Other contents (including liability for breach of contract, dispute resolution, etc. ) Both parties to the agreement think it is necessary to clarify.
5. If the equity is transferred to other shareholders of the company, it shall also be submitted to the new general meeting of shareholders (shareholders after the equity transfer) for resolution. (Seal or signature of all new shareholders, signature of natural person shareholders and seal of shareholders other than natural persons.
6. Modify or revise the Articles of Association. The amendment shall contain the revised complete contents; Signature of the legal representative of the company.
7. The qualification certificate of the new shareholder or the identity certificate of a natural person. If the shareholder is an enterprise, a copy of the business license of enterprise legal person, partnership enterprise and sole proprietorship enterprise shall be submitted (the enterprise shall affix its official seal and indicate that it is consistent with the original); If the shareholder is a legal person of a public institution, a copy of the legal person certificate of the public institution shall be submitted (the unit shall affix its official seal and indicate that it is consistent with the original); Copy of the ID card submitted by the natural person shareholder (signed by myself and consistent with the original).
8. Description of capital contribution of shareholders (promoters) of the company (company seal).
9. If the organizational structure changes, the Information Form of Directors, Supervisors and Managers of the Company and the Registration Form of Legal Representative of the Company shall be submitted as appropriate.
10. Other materials that should be submitted according to the qualification of the transferee;
1 1. Other materials that should be submitted according to the qualification of the transferor.
12, original and photocopy of business license.
Legal basis; Article 71 Shareholders of a limited liability company may transfer all or part of their shares to each other. Shareholders' transfer of equity to persons other than shareholders shall be approved by more than half of other shareholders. Shareholders shall notify other shareholders in writing to agree to the transfer of their shares. If other shareholders fail to reply within 30 days from the date of receiving the written notice, they shall be deemed to have agreed to the transfer.
If more than half of the other shareholders do not agree to the transfer, the shareholders who do not agree shall purchase the transferred equity; Do not buy, as agreed to transfer. Under the same conditions, other shareholders have the priority to purchase the equity transferred with the consent of shareholders. If two or more shareholders claim to exercise the preemptive right, their respective purchase proportions shall be determined through consultation; If negotiation fails, the preemptive right shall be exercised in accordance with their respective investment proportions at the time of transfer. Where there are other provisions on equity transfer in the articles of association, such provisions shall prevail.