The process for registering a company is:
1. Apply for pre-approval of the name;
2. After shareholders subscribe to the capital contribution stipulated in the company's articles of association, they submit it to the company registration authority Submit company registration application, company articles of association and other documents to apply for establishment registration;
Basic registration process: name check (Industrial and Commercial Bureau) → account opening and capital injection (bank) → capital verification (accounting firm) → apply for business license (Industrial and Commercial Bureau)→Apply for Organization Code Certificate (Quality and Technical Supervision Department)→Apply for Tax Registration Certificate (Tax Authority)
(1) Name check, that is, "pre-approval of enterprise name"
1. Rules:
Name check (name verification) is the first step in enterprise registration. The company name must comply with the legal format. The company name consists of four parts: administrative division (region name such as: Shanghai ) Company name (such as Huaneng) Industry description (such as investment) Organizational form (limited company).
(1) The administrative division is the name or place name of the administrative division at or above the county level where the enterprise is located;
(2) The enterprise name shall use Chinese characters that comply with national standards and shall not use Chinese pinyin Letters, Arabic numerals;
(3) Industry descriptions should be terms that reflect the nature of the enterprise’s economic activities, the national economic industry, or the business characteristics of the enterprise.
2. Prepare information:
(1) Copies of ID cards of all investors;
(2) The amount of registered capital and the number of all investors Investment amount;
(3) Company name (it is best to provide more than five), company business scope;
(4) A "Company Name Pre-Approval Application Form".
3. Inquiry:
After the information is ready, submit it to the Industrial and Commercial Bureau. The result will usually be informed within 1-5 working days according to different circumstances in different places. If the company name is rejected If the decision is made, other names need to be provided for re-examination.
4. Approval:
If the enterprise name is approved by the industrial and commercial administration authority, a "Notice of Pre-approval of Enterprise Name" will be issued. Once the notice is issued, it cannot be modified and is valid for is six months, and companies need to complete registration within this time period.
(2) Account opening and capital injection
After name verification, you must go to the bank to open a temporary account for the company, also known as a capital verification account.
1. Preparation materials:
(1) Company seal, all shareholder seals, and company financial seal carved by relevant legal institutions;
(2) All Original and 2-3 copies of the shareholder’s ID card or other valid certificate;
(3) If the shareholder cannot go and authorizes others to handle the matter, a letter of authorization signed by the shareholder must be issued;
(4) The original and 3 copies of "Application Form for Pre-Approval of Enterprise Name";
(5) 2 copies of "Bank Inquiry Letter"
2. Open an account Procedures:
(1) Fill in the "Application Form for Opening a Bank Settlement Account for Institutions" and stamp it with the seals of all shareholders;
(2) Sign a "RMB Institutional Bank Settlement Account" with the bank "Management Agreement", the account opening bank and the depositor each hold one copy;
(3) The bank checks relevant documents;
(4) After passing the review, open an account on the spot and obtain the temporary account number .
3. Capital injection:
(1) Capital injection according to the number of shareholders and investment ratio stated in the "Name Approval Notice";
(2) Cash capital injection Fill out one payment form for each shareholder according to the number of shareholders, and then inject funds into the account through the bank counter;
(3) For non-cash capital injection, please note that the source of funds must be the same as the shareholder, and each person also fills out one payment form. Pay the bill and then transfer funds to the account through the bank counter.
(4) After successful capital injection, you will receive a bank-verified bill or payment slip, statement, and bank confirmation letter.
Note:
(1) The source of payment on the invoice or payment note must be filled in with "investment funds";
(2) Statement It must be stamped with the bank's business seal or official business seal, and the bank confirmation letter must also be stamped with the bank's business seal or official business seal. The above two orders are usually mailed directly by the bank to the accounting firm.
(3) When opening a capital verification account, the company seal and financial seal cannot be affixed, only the seals of all shareholders can be affixed.
(4) The statement must have the company's full name, account number, account payment details, and account balance. In addition, if the statement printed by the bank is in English, it must be converted into Chinese. The bank's stamp must be clearly stated on the statement and inquiry letter.
(5) The original "Application Form for Preliminary Approval of Enterprise Name" must be returned to the industrial and commercial administration authority.
(3) Capital verification
1. Business introduction:
Capital verification means that certified public accountants accept entrustment in accordance with the law and verify the actual receipt of the registered capital of the unit being audited in accordance with the requirements. or changes, and issue a capital verification report.
2. Preparation:
(1) Company name approval notice;
(2) Company Articles of Association;
(3) Individual shareholders provide ID cards, and legal person (company) shareholders provide business licenses;
(4) Bank statement (check head) or cash payment slip, statement, or bank statement of the bank where the shareholder's investment funds are deposited Inquiry letter;
(5) If an individual shareholder pays the investment by transfer from a personal passbook, a personal passbook is required;
(6) Sign a capital verification agreement with an accounting firm Business power of attorney, entrusting an accounting firm to verify capital;
(7) Assist the accounting firm to go to the company's bank to inquire about the actual arrival of shareholders' investment funds;
(8) Note: When providing the above information, the accounting office will verify the original and retain the copy.
3. Acceptance:
(1) Sign a power of attorney with the accounting firm to agree on the responsibilities of both parties, charging standards, payment methods, dates, etc. for capital verification;
(2) The accounting firm reviews the enterprise contracts, articles of association, agreements and board of directors resolutions approved by the approval authority, as well as relevant accounting statements and other financial information, and fills in the basic information form of the enterprise;
(3) Accounting The firm checks the shares subscribed by each party to the registered capital of the enterprise, the method of capital contribution, the payment period, etc.;
(4) Checks whether the capital contribution subscribed by the investor is cash owned by the investor, whether it is owned by the investor and not The physical objects, industrial property rights, proprietary technologies, etc. that establish any security rights. Where capital is contributed in the form of physical objects, industrial property rights or proprietary technology, the investor shall provide valid proof of ownership and disposal rights;
(5) Each voucher document provided by the investor shall be adopted separately. Check, review, query, inventory, analysis and other methods to determine whether the certificate is valid, whether the measurement is reasonable, whether the data is correct, and whether the procedures are complete;
(6) If the invested capital or investment-related matters are found during the capital verification If there are errors in the accounting treatment of assets and liabilities, etc., the capital verification records must be filled in carefully, and the enterprise must be required to supplement, modify and adjust the relevant account book vouchers within the agreed time, and then further verify and verify it by a certified public accountant;
(7) Issue the capital verification report. After the inspection and verification work is completed, the certified public accountant will finally compile the capital verification report based on the obtained evidence and capital verification records;
(8) After the agreed time, go to the accounting firm to receive the capital verification report, in order to This is registered with the industrial and commercial administration authority.
(4) Apply for a business license
In order to save time, we should at least handle the name check or banking business (account opening and capital injection) simultaneously with the preparation for applying for a business license.
1. Preparation of materials:
(1) "Company Establishment Registration Application" signed or stamped by the company's legal representative;
(2) Written by All shareholders must sign or stamp the "Certificate of Designated Representative or Authorized Agent", and provide a copy of the identity document of the designated representative or authorized agent (both sides must be copied), and be sure to indicate the designated representative or authorized agent. The person's handling matters, authority and authorization period;
(3) Articles of Association, signed or sealed by all shareholders;
(4) Copies of ID cards or other qualifications of all shareholders Certification documents (if the shareholder is an enterprise, submit a copy of the original and duplicate business license; if the shareholder is a legal person, submit a copy of the registration certificate of the legal person; if the shareholder is a legal person, submit a copy of the legal person registration certificate; if the shareholder is a private non-enterprise unit If required, submit a copy of the private non-enterprise unit certificate; other shareholders must submit qualification certificates stipulated in relevant laws and regulations);
Please click to enter the picture description (maximum 18 words)
3. Receive "Enterprise Legal Person Business License";
4. Carve a seal, open a bank account, handle tax registration, and receive purchase invoices.
Legal Basis
"The People's Republic of China Article 17 of the Regulations on the Registration and Management of Companies in the Republic of China
? To establish a company, you must apply for pre-approval of the name. If laws, administrative regulations or decisions of the State Council stipulate that the establishment of a company must be submitted for approval, or if the company's business scope falls within the items that laws, administrative regulations or decisions of the State Council require approval before registration, the company name must be pre-approved before submitting for approval. , and submit for approval under the company name approved by the company registration authority.