How to register a company? Many entrepreneurs have many misunderstandings. What are the main misunderstandings? Let’s take a look with Mande Enterprise Services!
1. After the registered capital subscription system, the bigger the registered capital, the better
The "Company Law of the People's Republic of China" (2015 edition) and the "State Council's Notice on Issuing Registration Notice on the Capital Registration System Reform Plan (Guofa [2014] No. 7) relaxed the minimum registered capital requirements for most industries, and shareholders can independently agree on the capital contribution period. The industrial and commercial departments will no longer collect capital verification reports, and will no longer register actual Collect capital.
However, the bigger the registered capital, the better. It needs to roughly match the business scale of the enterprise. The adverse effects of excessive registered capital are:
1. If the registered capital is too large and has not been paid in place, it is the shareholder's unfulfilled capital contribution obligation for the founding of the company; other shareholders who have made capital contributions may be liable for breach of contract.
2. Failure to fully invest capital may affect dividend distribution. Shareholders receive dividends according to the proportion of their paid-in capital contribution; when the company adds new capital, shareholders have the right to give priority to subscribe for capital contributions in accordance with the proportion of their paid-in capital contribution. However, this is excepted if all shareholders agree not to distribute dividends according to the proportion of capital contribution or not to give priority to subscribe for capital contribution in accordance with the proportion of capital contribution.
It is not conducive to the introduction of new shareholders, and the tax burden on equity transfer is high. The capital reduction procedure is cumbersome.
2. Currency is not the only way of investment
Shareholders can make monetary and non-monetary contributions, including physical objects, real estate, land use rights, patented and non-patented technologies, Copyrights, trademark rights, etc. can also be used as debt-for-equity swaps or equity of established companies as capital contributions (equity swap).
Properties that cannot be used as capital contributions to a registered company include labor services, credit, names of natural persons, goodwill, franchise rights, or property with guarantees, etc.
3. Not all business premises are required to be the actual and unique commercial warrant address
Establishing a company requires a residence, and generally one address and one photo are required. However, in order to encourage investment, many regions have appropriately relaxed the domicile requirements for e-commerce companies and lowered the threshold for starting a business. Dongguan City has implemented a cluster registration system, and it will be more convenient to set up a company now.
4. It is not impossible that the director and manager cannot be concurrently held by the same natural person
A limited liability company with a small number of shareholders or a smaller scale may have an executive director but no board of directors. Executive directors may also serve as company managers.
5. If a newly established company does not operate, it does not require the preparation of statements and tax returns
Taxpayers must comply with the provisions of laws and administrative regulations or the tax authorities must comply with the provisions of laws and administrative regulations. The tax declaration deadline and declaration content must be truthfully processed, and tax returns, financial accounting statements, and other tax information required by the tax authorities to be submitted by taxpayers based on actual needs.
If taxpayers have no tax payable during the tax period, they should also file tax returns in accordance with regulations. Taxpayers who enjoy tax reductions and exemptions must file tax returns in accordance with regulations during the period of tax reductions and exemptions.
If a taxpayer fails to file tax returns and submit tax materials within the prescribed time limit, the tax authorities will order him to make corrections within a time limit and may impose a fine of not more than 2,000 yuan; if the circumstances are serious, he may be fined not less than 2,000 yuan. A fine of less than 10,000 yuan.
For enterprise name verification, please contact Mande Enterprise Services, a one-stop enterprise service platform