How to distinguish the legitimacy of intermediary companies?

The contents of the business license mainly include: enterprise name, registration number, enterprise domicile, legal representative, registered capital, enterprise type, business scope, business term, date of establishment, annual inspection, registration authority, date of issuance, etc. 1, enterprise name From the enterprise name, we can see the general nature of an enterprise. For example, a "limited company" must have more than two shareholders in addition to a wholly state-owned limited liability company. State-owned enterprises can never be called "limited companies", nor can private enterprises, joint ventures, individual industrial and commercial households and collective enterprises be called "limited companies". Generally, the names of foreign-funded enterprises are "limited companies" (the names of early enterprises are inconsistent with the nature of enterprises, such as "XXX Co., Ltd." and the nature of enterprises is "private enterprises", so there must be something wrong with the business license. 2. Law of registration number: generally, domestic enterprises have 13 digits, and foreign enterprises have 6 digits. The first two digits of 13 of domestic enterprises are generally provincial codes, such as Shanghai 3 1, Zhejiang 33 and Jiangsu 32. The following business license must be wrong: an enterprise is a wholly foreign-owned enterprise with the registration number of "3203002 108708". Another example is that the name of the enterprise is "Shanghai XX Enterprise Development Co., Ltd." and the registration number is "330300 15055 10". 3. Enterprise domicile The enterprise domicile is the business place where the enterprise is registered. The Regulations on Industrial and Commercial Registration stipulates that enterprises must provide real estate licenses or lease contracts when registering. Individual regions must require the establishment of cross-regional branches, such as "Shanghai XX Co., Ltd." registered in "Shanghai Jinshan Development Zone". If its business address is located in the urban area of Shanghai, the word "branch" must be included in its business scope. The registered address of an enterprise can reflect the basic credit environment of the enterprise. For example, in the course of many years' investigation, Xinhua letter found that many enterprises registered in "Shanghai Qingpu XX Economic Development Zone", including annual inspection, industrial and commercial changes, and preparation of financial statements, were very confused, indicating that local authorities were not very strict in the management of enterprises in this area, and some problematic enterprises were prone to appear. When an enterprise establishes a branch in other areas, it shall apply for registration with the registration authority where the branch is located and obtain a business license. After the branch is approved for registration, it shall report the registration information to the registration authority of the enterprise to which the branch belongs for the record. The civil liability of a branch shall be borne by the enterprise that established the branch. It is worth noting that at present, many enterprises, including some foreign-funded institutions, do not set up offices or branches in China or other provinces and cities at all, but conduct business in these names. Therefore, we should pay attention to providing business licenses and other documents to ensure the safety of transactions. 4. Legal representative The legal representative is one of the items that a legal person should register. This is a necessary procedure stipulated by law. If there is any change, the legal representative shall be registered in time. Legal representative and legal representative are two different legal concepts. The legal representative generally refers to a person who holds a certain position according to the internal articles of association of a legal person or is appointed by the legal representative to exercise civil rights and obligations on behalf of a legal person. It is not an independent legal concept. Legal representative is a clear legal concept, which refers to the person in charge who exercises functions and powers on behalf of the legal person in accordance with the provisions of the law or the articles of association of the legal person. If there is no full-time person, the deputy in charge of the work shall serve as the legal representative, and if there is a legal person with a board of directors or a legal person without a chairman, the responsible person authorized by the board of directors shall serve as the legal representative. 5. The capital verification certificate submitted by a registered capital company when it applies for registration of establishment or changes its registered capital shall be issued by an accounting firm or audit firm registered in the administrative department for industry and commerce. The capital verification certificates issued by accounting firms and audit firms shall comply with the provisions of the Company Law and other relevant laws, administrative regulations and rules. At present, one of the main problems is the problem of false capital contribution, which is generally difficult to see from the business license alone, but there is a phenomenon that must be noted: at present, enterprises registered in many private economic development zones in Shanghai and other places can go through all the formalities of formal business license only by paying a registration fee of several thousand yuan, and the capital verification certificate of registered capital is generally false materials issued by agents. These enterprises are often private enterprises with a registered capital of 500,000 yuan. Different types of enterprises have requirements for registered capital. The company law stipulates that the minimum registered capital of a limited liability company is generally 6,543,800 yuan, 300,000 yuan and 500,000 yuan, of which: 6,543,800 yuan+0 yuan, which is mainly used for production and operation, is not less than 500,000 yuan; 2, mainly wholesale goods RMB not less than 500 thousand yuan; 3, mainly commercial retail RMB not less than 300 thousand yuan; 4, technology development, consulting and service company RMB not less than 654.38+ten thousand yuan. However, a sole proprietorship enterprise has no requirement for registered capital. The minimum registered capital of a joint stock limited company is RMB 654.38+million, and the registered capital of a listed company is not less than RMB 50 million. Other types of registered capital According to the Regulations on the Administration of the Registration of Enterprise Legal Persons and its detailed rules for implementation, enterprises owned by the whole people, collectively owned enterprises, private enterprises and joint ventures, foreign-invested enterprises (including Sino-foreign joint ventures, Sino-foreign cooperative ventures and foreign-funded enterprises) and other enterprises with the qualification of enterprise legal persons must have a registered capital that meets the prescribed amount and is suitable for their business scope, of which the registered capital of production companies is not less than 300,000 yuan, and the registered capital of commercial companies mainly engaged in wholesale business is not less than 300,000 yuan. The registered capital of other enterprise legal persons shall not be less than 30,000 yuan. Changes in registered capital requirements of domestic foreign trade enterprises: Since September 1 day, 2003, the registered capital requirements of domestic enterprises applying for foreign trade circulation business qualifications have been reduced from not less than 5 million yuan (not less than 3 million yuan in central and western regions) to not less than 1 10,000 yuan (not less than 500,000 yuan in central and western regions), thus canceling the original establishment time. The registered capital requirement of production enterprises applying for self-operated import and export business qualification is reduced from not less than 3 million yuan (not less than 2 million yuan in the central and western regions) to not less than 500,000 yuan. 6. Types of enterprises At present, there are many types of enterprises in China, including limited liability companies, state-owned enterprises, collective enterprises, joint ventures, Sino-foreign joint ventures, wholly foreign-owned enterprises, individual industrial and commercial households, and sole proprietorship enterprises. These different types of enterprises have requirements in terms of name, registration number and registered capital. So we can make a comprehensive judgment according to the contents of each part to confirm whether the business license is true or not. 7. The business scope of export acquisition business of non-foreign trade enterprises must be examined and approved. For example, Shanghai DuPont Agrochemical Co., Ltd., as a production enterprise, is engaged in export acquisition business, so the business license says "engaged in non-quota license management, non-monopoly commodity acquisition and export". Examples of the business scope of import and export enterprises: self-management and agency for the import and export of all kinds of goods and technologies except those restricted or prohibited by the state, such as clothing, knitwear, metal materials, decorative materials, chemical raw materials (except dangerous goods), plastic products, hardware and electric materials, and daily necessities (those involving license operation shall be operated with license). Special approval also needs to be reflected in the business scope: for example, medical device business enterprises must indicate in the business scope: the wholesale of first-class and second-class medical devices; At present, the business qualifications that need special approval or registration include medicine, culture, tourism, education, import and export, advertising, dangerous goods, finance and many others. For example, Beijing Yuhuan Haotelai Economic Information Consulting Co., Ltd. is mainly engaged in economic information consulting, but it is obviously illegal to organize China citizens to travel abroad. The business licenses of some educational websites are "providing Internet services", but it is obviously illegal to engage in online distance education. Case study: A clothing company knew that a steel rolling mill had a batch of steel to sell, so it signed a steel sales contract with a third person, and the third person paid a deposit of 20,000 yuan, and then the steel rolling mill handled the steel itself. The third person asked the clothing company to double the deposit, but the clothing company only returned the deposit on the grounds that it was out of scope and the contract was invalid, and did not agree to double the return. Is there a good reason for the clothing company? According to the Supreme People's Court's explanation, if the steel purchase and sale contract is valid, the clothing company must bear the responsibility, the enterprise registration department will punish the clothing company for operating beyond the scope, and the third party must also realize its responsibility, knowing that the other party is operating beyond the scope, but still signing the contract with it will bring commercial risks. 8. Term of operation Article 12 of the Law of People's Republic of China (PRC) on Chinese-foreign Joint Ventures stipulates that the term of a joint venture varies according to different industries and situations. Joint ventures in certain industries should stipulate the duration of joint ventures; Joint ventures in some industries may or may not have an agreement on the duration of the joint venture. If the parties to the joint venture agree to extend the term of the joint venture, they shall apply to the examination and approval authority six months before the expiration of the joint venture, and the examination and approval authority shall decide whether to approve or not within one month from the date of receiving the application. 1992 15 on may 5, the national economic system reform commission issued the "normative opinions on limited liability companies", which clearly stipulated the operating period of limited companies. Article 59 of the Opinions stipulates that a company may stipulate the business term in its articles of association. Unless approved by the administrative department for industry and commerce under special circumstances, the business term of the company shall not be less than five years. The business term of the company shall be calculated from the date when the Business License for Enterprise as a Legal Person is issued. 9. Date of establishment The date of establishment refers to the date when an enterprise is registered in the administrative department for industry and commerce, and it is also the date when its first business license is issued. However, the establishment date of some enterprises' business licenses is earlier than the issuance date or the start date of business term, mainly because enterprises apply to the registration authority for renewal of business licenses. 10. Annual inspection According to the Regulations on Administration of Industrial and Commercial Registration, an enterprise must request an annual inspection from the registration department before April each year, which includes registration change information, financial information, investment and capital contribution, etc. At present, the annual inspection is divided into two levels: A and B. Enterprises that meet the Regulations on the Administration of Registration of Industrial and Commercial Enterprises are classified as Grade A, while those that violate the Regulations on the Administration of Registration of Industrial and Commercial Enterprises are classified as Grade B. The State Administration for Industry and Commerce will impose certain restrictions on the operation of Grade B enterprises in the next year, such as prohibiting the establishment of branches and foreign investment. The annual inspection level may be slightly different from place to place, and the annual inspection information can be seen on the business license. If a general enterprise fails to participate in the annual inspection for two consecutive years, its business license will be revoked. Therefore, if the business license of an enterprise has no annual inspection information, it must be highly vigilant. 1 1. The registration institution is related to the registration number. For example, if it is registered with Jiangsu Administration for Industry and Commerce, the first six digits of its registration number are 320,000. 3-6 digits are 000, indicating that the company is registered in the local provincial bureau (if it is a municipality directly under the central government, it is the municipal bureau). For example, if the registration authority of a company is "Zhejiang Administration for Industry and Commerce", but its registration number is "3306011801351",then the business license must be fake. 12. The date of issuance is generally the date of issuance of the business license, and the date of first issuance should be consistent with the start date of the business term of the enterprise. There is another one, which will be confirmed by the issuing authority.