Is there a certificate for non-patented technology?

Question 1: Is there a certificate for non-patented technology? Non-patented technology has no certificate.

Question 2: What are the requirements for non-patented technology investment? A technology meets the conditions for applying for a patent, and an application for a patent is a patented technology; But if you don't apply for a patent for various reasons, it is non-patented technology. Non-patented technology, also known as proprietary technology, refers to products or processes that have not been made public and are protected by industrial property law, as well as technical knowledge such as design, process flow, formula, quality control and management. Including unpatented technological achievements, unpatented technological achievements and unpatented technological achievements according to the patent law, high-tech achievements are included in the category of unpatented technological achievements. All countries' company laws recognize that shareholders contribute capital with non-patented technology, and our company law also recognizes it in an abstract form.

First, the definition of non-patented technology investment

(A) the definition of non-patented technology

The concept of non-patented technology is widely used in practice. The concept of "non-patented technology" was adopted in the third amendment proposal of China's Company Law, and this usage was deleted in the third amendment in 2005. Non-patented technology is a legal term in a non-strict sense, which is a general term for all technologies except patented forms. The concepts of non-patented technology, technological achievements and intellectual property overlap and are easily confused. "Non-patented technology" is a kind of property that investors can enjoy and ownership can be transferred. Therefore, "non-patented technology" does not belong to publicly known technology (publicly known technology is not anyone's property) and can be used as the capital contribution of shareholders.

A concept similar to "non-patented technology" is "proprietary technology". As for proprietary technology, it refers to the technology with exclusive rights, which should be a bigger concept. According to patented technology and technical secrets, exclusive rights may arise. Strictly speaking, non-patented technology and proprietary technology are not equivalent concepts and should be distinguished theoretically. But in the practice of industrial and commercial registration, it is of little significance to distinguish between non-patented technology and patented technology. Therefore, starting from practice, this paper holds that "non-patented technology" is a specific legal concept with its specific legal meaning, which can be regarded as the object of ownership, equivalent to "proprietary technology" and "technical secret", not the symmetry of patented technology, and publicly published technology does not belong to non-patented technology. Non-patented technology refers to the technical secrets that have not been patented or patented and the technological achievements that are being patented, which are part of the technological achievements. The essence of "non-patented technology" is "proprietary technology" and "technical secret", so it has property value and can be invested at a fixed price.

(B) the legal definition of non-patented technology investment

1. Provisions of the Company Law on non-patented technology investment. Article 27 of the Company Law stipulates the contribution of non-patented technology: "Shareholders can make contributions in cash, or in kind, intellectual property rights, land use rights and other non-monetary property that can be valued in money and transferred according to law; However, except for the property that cannot be used as capital contribution as stipulated by laws and administrative regulations. Non-monetary property as capital contribution shall be evaluated and verified, and its value shall not be overestimated or underestimated. If there are provisions in laws and administrative regulations on evaluation and pricing, such provisions shall prevail. " This provision is the most fundamental requirement for the registered capital of a company in China at present. Article 28 stipulates: "... if the capital contribution is made by non-monetary property, the transfer procedures of its property rights shall be handled according to law. "

Among the company forms stipulated in China's Company Law, limited liability companies are favored by small and medium-sized investors in practice because of their "characteristics" of capital cooperation and human cooperation, especially in the process of technology capitalization. In addition, although the non-patented technology investment in a limited liability company does not involve a wide range of public interests and creditors' interests like the technology investment in a joint stock limited company, the basic problems in investment are similar to the basic rights and obligations of non-patented technology investors. In addition, the promoters of a joint stock limited company can also contribute capital with intangible assets such as non-patented technology.

2. Provisions of the Law on Enterprises with Foreign Investment on the contribution of non-patented technology. Article 8 of the Law on Chinese-foreign Cooperative Enterprises stipulates: "The investment or cooperation conditions provided by Chinese and foreign parties may be cash, physical objects, land use rights, industrial property rights, non-patented technologies and other property rights". Article 22 of the Regulations for the Implementation of the Law on Chinese-foreign Joint Ventures stipulates: "A joint venturer may make capital contribution in cash, or in the form of buildings, factories, machinery and equipment or other materials, industrial property rights, proprietary technology and the right to use the site. At a fixed price. If buildings, factories, machinery and equipment or other materials, industrial property rights and know-how are used as capital contribution, the price shall be determined by the parties to the joint venture through consultation in accordance with the principle of fairness and reasonableness, or a third party agreed by the parties to the joint venture shall be hired for evaluation. " Article 25 of the Detailed Rules for the Implementation of the Law on Foreign-funded Enterprises stipulates: ..... >>

Question 3: What are the original vouchers for accounting treatment of non-patented technology investment? Accounting processing program, also known as accounting organization program, refers to the steps and methods of recording, classifying, summarizing and reporting accounting data. That is, the steps and methods of sorting out and summarizing original vouchers, filling in and summarizing accounting vouchers, registering journals and sub-ledgers, and preparing accounting statements.

The basic model of accounting treatment program can be summarized as: original voucher-accounting voucher-accounting book-accounting statement.

[Edit this paragraph] Design principles of accounting treatment procedures

1, accounting principles should be adapted to the business nature, scale, complexity, management requirements and characteristics of the unit, which is conducive to strengthening the division of labor and cooperation in accounting work and achieving the objectives of accounting control and supervision.

2, accounting procedures should be able to correctly, timely and completely provide accounting information users need.

3. Accounting procedures should simplify accounting procedures, save manpower and material resources, reduce the cost of accounting information and improve the efficiency of accounting work on the premise of ensuring the quality of accounting work.

[Edit this paragraph] The significance of selecting accounting treatment procedures

Conducive to the standardization of accounting procedures;

Improve the quality of accounting data (accounting records are correct and complete); Improve the efficiency of accounting work (reduce unnecessary accounting links and procedures).

Question 4: Do non-patented technologies as intangible assets have to be evaluated by evaluation agencies? There must be an asset appraisal report (stipulated by the Industrial and Commercial Bureau). If they go public in the future, it is best to find an evaluation company with securities qualifications to do it. So as not to make it again when it goes public in the future. In a registered company, one shareholder contributes capital with non-patented technology, and the asset appraisal report is used as the basis for capital verification. Collection directory of proprietary technology value evaluation data 1. Basic enterprise information 1. Business license, tax registration certificate and production license of industrial and commercial enterprise as a legal person. 2. Brief introduction of the enterprise; 3. Articles of association; 4. Distribution of enterprise marketing network; 5. Enterprise product quality standards; 6 news media and consumers' reports and comments on product quality and service; 1. Others. 2. know-how data 1. Brief introduction of the technical product research of the entrusting party and the technical developer; 2 know-how transfer agreements, licensing contracts and other legal documents and payment vouchers; 3. Technical specifications. Information, documents, certificates and expert opinions provided by the entrusting party that can explain the state of the technology itself, such as advanced nature, monopoly, maturity, confidentiality and proliferation. 4 know-how basic information questionnaire (see table); 5 technical product project proposal, letter of intent for joint venture and cooperation, feasibility study report or technical transformation plan; 6。 Technical inspection report, appraisal certificate of scientific and technological achievements, technical retrieval data, technical evaluation of well-known experts in the industry, etc. Three. Financial data 1. The balance sheet, income statement or financial income statistics related to technical products of the entrusting party in recent five years (including the base date); 2. Statistics on capital investment and cost of technology product development (table1); 3. The customer's development plan for the next five years; 4. The entrusting party's revenue forecast and compilation instructions for the patented products in the next 3-5 years (Table C). 4. Other information 1. Award-winning certificate of technical products and certificate of recognition of high-tech enterprises. 2. Letter of commitment from the entrusting party.

Question 5: Is non-proprietary technology an intangible asset? Non-proprietary, non-proprietary. Thank you. Proprietary technology is intangible assets! Can be used as capital for capital increase!

Catalogue of data collection for value evaluation of proprietary technology

I. Basic information of the enterprise

1. Business license, tax registration certificate and production license of industrial and commercial enterprise as a legal person.

2. Brief introduction of the enterprise;

3. Articles of association;

4. Distribution of enterprise marketing network;

5. Enterprise product quality standards;

6 news media and consumers' reports and comments on product quality and service;

1. Others.

Two. Know-how information

1. Brief introduction of the technical product research and technical development personnel of the entrusting party;

2 know-how transfer agreements, licensing contracts and other legal documents and payment vouchers;

3. Technical specifications. Information, documents, certificates and expert opinions provided by the entrusting party that can explain the state of the technology itself, such as advanced nature, monopoly, maturity, confidentiality and proliferation.

4 know-how basic information questionnaire (see table);

5 technical product project proposal, letter of intent for joint venture and cooperation, feasibility study report or technical transformation plan;

6. Technical inspection report, appraisal certificate of scientific and technological achievements, technical retrieval data and technical evaluation of well-known experts in the industry;

Three. financial information

1. Balance sheet, income statement or financial income statistics related to technical products of the entrusting party in recent five years (including the evaluation benchmark date);

2. Statistics on capital investment and cost of technology product development (table1);

3. The customer's development plan for the next five years;

4. The entrusting party's 3-5 years' income forecast and compilation instructions for the patented products (Table C).

Four. Other information

1. Award-winning certificate of technical products and certificate of recognition of high-tech enterprises.

2. Letter of commitment from the entrusting party.

Company capital increase process

(I) Basic flow of capital increase of the company:

1. Shareholders' meeting resolution that all shareholders agree to increase capital.

2. Modify or supplement the Articles of Association for capital increase.

3. Invest in capital increase funds (or hire an evaluation company to evaluate physical/intangible assets).

4. Hire an accounting firm to issue a capital verification report

5, for industry and commerce, taxation and other series of change registration.

(II) Matters needing attention in capital contribution:

Matters needing attention in monetary investment

1. When opening a temporary bank account for capital investment, you must indicate "investment funds" in the column of "purpose/source of funds/abstract/remarks" in the bank document.

2. Each shareholder contributes capital according to the proportion of capital contribution subscribed by him, and provides the original customs declaration form issued by the bank.

3. The investor must be the investor specified in the articles of association.

B. Matters needing attention in the contribution of tangible assets and intangible assets (such as trademarks, patents, non-patented technologies, copyrights, land use rights, etc.). )

1. The physical objects used for investment belong to the investors, and there is no guarantee or mortgage.

2. Where industrial property rights or non-patented technologies are used as capital contributions, the shareholders or promoters shall have ownership over them.

3. If the capital contribution is made with the land use right, the shareholders or promoters have the land use right.

4. Where intangible assets are used as capital contribution, their proportion in the registered capital shall comply with the relevant provisions of the state. (Up to 70% of the registered capital)

5. The contribution of physical or intangible assets shall be evaluated and an evaluation report shall be issued.

6. The articles of association of the company shall stipulate the transfer of the above-mentioned capital contribution, and handle the transfer formalities in accordance with the relevant regulations within six months after the establishment of the company after the capital contribution, and report it to the company registration authority for the record.

Question 6: How to fill in the accounting voucher of non-patented technology transfer? Borrow: intangible assets-non-patented technology.

Loans: bank deposits

The general amortization period of intangible assets is 65,438+00 years. However, if the term is stipulated in the contract, it can be amortized according to the contract.

Installment repayment

Borrow: management fee

Loan: cumulative amortization-amortization of intangible assets

Question 7: Is it necessary to ask the evaluation agency to evaluate the intangible assets of the non-patented technology? There must be an asset appraisal report (stipulated by the Industrial and Commercial Bureau). If you go public in the future, you'd better find an evaluation company with securities qualifications to do it. So as not to make it again when it goes public in the future. In a registered company, one shareholder contributes capital with non-patented technology, and the asset appraisal report is used as the basis for capital verification.