1. What is the procedure for amending the Articles of Association?
The Articles of Association refers to the basic documents formulated by the company according to law, which stipulate the company's name, domicile, business scope, management system and other important matters, and it is also a necessary written document that stipulates the basic rules of the company's organization and activities. According to the Company Law of People's Republic of China (PRC), the amendment of the Articles of Association shall be carried out according to the following procedures:
1. The board of directors of the company made a resolution to amend the Articles of Association and proposed a draft amendment to the Articles of Association.
2. The general meeting of shareholders will vote on the revision of the Articles of Association. A limited liability company's amendment to its articles of association must be approved by shareholders representing more than two-thirds of the voting rights; A company limited by shares must be approved by more than two-thirds of the voting rights held by shareholders attending the shareholders' meeting to amend its articles of association.
3. When the revision of the Articles of Association involves examination and approval, it shall be reported to the competent government department for approval. Where a joint stock limited company issues new shares for registered capital, it must apply to the department authorized by the State Council or the provincial people's government for approval; If it is a public offering, it must be approved by the securities management department of the State Council.
4. If the amendment to the Articles of Association involves matters that need to be registered, it shall be reported to the company registration authority for approval, and the change registration shall be handled; If the registered items are not involved, it shall be filed with the company registration authority.
5. If the amendment to the Articles of Association involves matters that need to be announced, it shall be announced according to law. If a company issues new shares to raise enough funds, it must make an announcement in the manner prescribed by law or the articles of association.
6. To amend the Articles of Association, it is necessary to submit the Resolution of the Shareholders' Meeting and the Amendment of the Articles of Association to the company registration authority. Where the registered items are involved, the change can only be completed with the signature and seal of the company as a legal person.
2. The licensee obtains the administrative license by cheating, bribery or other improper means.
In principle, the administrative license shall be revoked, except that it may cause great harm to the public interest. If the applicant for administrative license conceals relevant information or provides false materials to apply for administrative license, the administrative organ shall not accept or disapprove the administrative license and give a warning; If the application for administrative license is directly related to public safety, personal health and the safety of life and property, the applicant is prohibited from applying for the license again within one year; If it has been obtained, the applicant may not apply for the administrative license again within three years.
Third, how to write the company's business scope
The business scope of the company is divided into licensed business projects and general business projects.
1, general business projects can start business activities after obtaining business licenses. For example, if you start a trading company, the business scope can be written as "domestic trade (excluding franchise, monopoly and exclusive control of goods)". After obtaining the business license, it is not necessary to approve the sale of clothing, shoes and bags.
2. To license a project, you must not only obtain a business license, but also obtain the approval of the relevant licensing department before you can operate the project. For example, to open a restaurant, the business scope should be "catering service". After obtaining a business license, it is necessary to apply for a food business license, which has been approved by the environmental protection department. Officially opened.
Introduction of enterprise types and business scope
Science and technology:
1. Common technology companies are: technology, information technology, network technology, technology development and other companies.
2. The common business scope of science and technology includes: technology development, technology popularization, technology transfer, technology consultation and technical services; Sales of self-developed products; Computer system services; Application software services; Software development; Software consulting; Model design; Packaging and decoration design; Educational consultation; Economic and trade consultation; Cultural consultation; Sports consultation; Public relations service; Conference services; Investment consulting; Arts and crafts design; Computer animation design; Project investment; Investment management; Asset management; Enterprise planning and design; Designing, producing, displaying and publishing advertisements; Market research; Enterprise management consulting; Organizing cultural and artistic exchange activities (excluding commercial performances); Literary and artistic creation; Undertaking exhibition activities; Conference services; Film and television planning; Translation service. (Projects subject to approval according to law can only be operated after approval by relevant departments)
3. Remarks: The business scope is subject to the final industrial and commercial approval.
Culture, media and advertising:
1. Common cultural companies include: culture, cultural communication, cultural development, film and television culture, etc.
2. Common media companies are: media, cultural media, advertising media, etc.
3. Common advertising companies are: advertising, film and television advertising, etc.
4. Common business scope: cartoons, feature films and TV variety shows; It is not allowed to produce radio and television programs such as current affairs news, similar topics, columns, etc. (Radio and television program production and operation license: valid until September 29, 20 14). Designing, producing, displaying and publishing advertisements; Organizing cultural and artistic exchange activities (excluding performances); Exhibition service; Enterprise planning; Computer graphic design; Advertising information consultation. (Projects subject to approval according to law can only be operated after approval by relevant departments)
5. Remarks: The business scope is subject to the final industrial and commercial approval.
Consultation category:
1. Common consulting companies are: consulting, enterprise management consulting, business consulting, technical consulting, investment consulting, investment management consulting, education consulting, information technology consulting, financial consulting and other companies;
2. Common consulting business scope: enterprise management consulting, economic information consulting service, certification consulting, real estate information consulting, business consulting, investment consulting, financial consulting, domestic service consulting, labor consulting, investment management consulting, investment management consulting, enterprise management consulting, enterprise marketing consulting, human resources consulting, culture and art consulting, legal information consulting, medical information consulting and labor consulting; Technology development, technology transfer and technical training of scientific and technological products; Family decoration; Organize exhibitions and cultural and artistic exchange activities; Corporate image planning; Computer graphic design and production. (Projects subject to approval according to law can only be operated after approval by relevant departments)
3. Remarks: The business scope is subject to the final industrial and commercial approval.
Management class:
1. Common management companies include: investment management, enterprise management, business management, asset management, human resource management, catering management, etc.
2. Common business scope: project investment; Investment consulting; Enterprise management; Asset management; Planting and breeding; Corporate image planning; Enterprise marketing planning; Market research; Technical service and technology promotion; Catering management; Labor dispatch; Lease of construction machinery and equipment; Family decoration; Decorative design; Designing, producing, displaying and publishing advertisements; Rent of commercial premises; Urban landscape beautification; Sales of hardware, building materials, daily necessities, computers, electrical equipment, auto parts, handicrafts, fruits and vegetables, furniture, metal materials, plastic products, cultural and sporting goods; Information consultation (except intermediary); Property management. (Projects subject to approval according to law can only be operated after approval by relevant departments)
3. Remarks: The business scope is subject to the final industrial and commercial approval.
Business category:
1, the common trading companies are: trade, science and trade, commerce, industry and trade and other companies;
2. The common business scope of trading companies includes: daily necessities, knitwear, clothing, shoes and hats, clothing, decorations, craft gifts, jade articles, toys, flowers and trees, health care products, cultural and sports supplies, computer software and hardware and accessories, packaging materials, office supplies, cultural and office supplies, paper products, paper, cosmetics, furniture, wood, decorative materials, building materials, chemical raw materials and products, and printing. Automobile and motorcycle accessories, compressors and accessories, refrigeration equipment, bearings, pipe fittings, valves, metal materials, wires and cables, power tools, electromechanical equipment, instruments and meters, fitness equipment, photographic equipment, telecommunication equipment, communication equipment, audio equipment, electronic products, Wujinjiaodian, medical equipment, jewelry, automobiles, etc. (Projects subject to approval according to law can only be operated after approval by relevant departments)
3. Remarks: The business scope is subject to the final industrial and commercial approval.
Legal basis:
Twelfth "People's Republic of China (PRC) administrative licensing law"
Administrative license can be set for the following matters:
(1) Matters directly related to national security, public safety, economic macro-control, ecological environment protection and specific activities directly related to personal health and safety of life and property need to be approved according to legal conditions;
(two) the development and utilization of limited natural resources, the allocation of public resources and the market access of specific industries directly related to the public interest need to be given specific rights;
(three) to provide public services and directly related to the public interest, it is necessary to determine the qualifications and qualifications with special reputation, special conditions or special skills;
(four) the important equipment, facilities, products and articles directly related to public safety, personal health and life and property safety need to be inspected, tested and quarantined in accordance with technical standards and norms;
(five) the establishment of enterprises or other organizations. , which needs to determine the subject qualification;
(six) other matters that can be set by laws and administrative regulations.