What are the procedures for company division, merger, capital increase, and capital reduction?

1. Procedures for the division of the company.

When a company is divided, its property is divided accordingly.

In the case of a company division, a balance sheet and a list of assets shall be prepared. The company shall notify the creditors within 10 days from the date of making the resolution on the division, and make an announcement in the newspaper within 30 days.

2. Company merger procedures.

In the case of a merger, the parties to the merger shall sign a merger agreement and prepare a balance sheet and a list of assets. The company shall notify the creditors within 10 days from the date of making the merger resolution and make an announcement in the newspaper within 30 days. Within 30 days from the date of receipt of the notice, and within 45 days from the date of announcement if the creditor does not receive the notice, it may request the company to pay off the debts or provide corresponding guarantees.

3. Procedures for reducing the company's capital.

When a company needs to reduce its registered capital, it must prepare a balance sheet and a list of assets.

The company shall notify creditors within 10 days from the date of making the resolution to reduce the registered capital, and make an announcement in the newspaper within 30 days. Within 30 days from the date of receipt of the notice, and within 45 days from the date of announcement if the creditor has not received the notice, the creditor has the right to require the company to repay the debts or provide corresponding guarantees.

The registered capital of the company after capital reduction shall not be lower than the statutory minimum limit.

Fourth, the company's capital increase regulations.

When a limited liability company increases its registered capital, the capital contribution of the shareholders subscribing to the new capital shall be implemented in accordance with the relevant provisions of this Law on the payment of capital contributions for the establishment of a limited liability company.

When the shares are issued to increase the registered capital, the shareholders subscribe for the new shares, and the relevant provisions of the payment of shares are implemented in accordance with the relevant provisions of this law.

5. Change of company registration.

In the event of a merger or division of a company, if there is a change in the registration items, the company shall go through the change registration with the company registration authority in accordance with the law; If the company is dissolved, it shall go through the deregistration of the company in accordance with the law; If a new company is established, the company establishment registration shall be completed in accordance with the law.

If a company increases or decreases its registered capital, it shall apply to the company registration authority for change registration in accordance with the law.

Publish the newspaper to handle the capital reduction announcement, and then see the newspaper 45 days later with the published newspaper, and the shareholders' meeting resolution and other formalities to the industry and commerce to handle the capital reduction procedures, the newspaper announcement can be in Alipay or WeChat, search: run the government, there is a fast newspaper, the newspaper above the municipal level to choose one, very convenient. Unified understanding

1. Conditions for capital increase or capital reductionThe Company Law stipulates that the shareholders of a limited liability company must make a resolution on the increase or decrease of capital by shareholders representing more than 2 3 votes. Violation of the above-mentioned conditions and procedures for capital increase and capital reduction will result in the invalidation or revocation of the company's capital increase. 2. Procedures for capital increase or capital reductionThe resolution of the general meeting of shareholders to increase or reduce capital and amend the articles of association accordingly must be passed by shareholders representing more than 2 3 voting rights.

At the same time, for capital reduction, the registered capital of the company after capital reduction shall not be lower than the statutory minimum limit. (1) The company must prepare a balance sheet and a list of assets. (2) Notification to creditors and external announcement.

The company shall notify creditors within 10 days from the date of making the resolution to reduce capital, and make an announcement in the newspaper at least three times within 30 days. (3) Debt settlement or guarantee. Within 30 days from the date of receipt of the notice, and within 90 days from the date of the first announcement if the creditor has not received the notice, the creditor has the right to require the company to pay off the debts or provide corresponding guarantees.

4) Go through the registration procedures for increasing or decreasing capital. From the date of registration, the increase or decrease will take effect.

[Legal basis].

Article 31 of the Regulations of the People's Republic of China on the Administration of Company Registration If a company changes its registered capital, it shall submit a capital verification certificate issued by a capital verification agency established in accordance with the law. If the company increases the registered capital, the capital contribution of the shareholders of the limited liability company subscribing to the new capital and the shareholders of the shares shall subscribe for the new shares, which shall be implemented in accordance with the relevant provisions of the Company Law on the payment of capital contributions for the establishment of a limited liability company and the payment of shares for the establishment of shares. If the registered capital of the shares is increased by way of public issuance of new shares or by the listed company by way of non-public issuance of new shares, the approval documents of the ***** supervision and administration authority shall also be submitted.

If the company's statutory reserve fund is converted into registered capital, the capital verification certificate shall state that the retained reserve fund shall not be less than 25% of the company's registered capital before the conversion. If the company reduces its registered capital, it shall apply for change of registration after 45 days from the date of the announcement, and shall submit the relevant proof of the company's announcement on the reduction of the registered capital published in the newspaper and the explanation of the company's debt repayment or debt guarantee. The registered capital of the company after capital reduction shall not be lower than the statutory minimum limit.

A company split generally does not require a capital reduction. In the division of the company, the property shall be divided, the balance sheet and property list shall be prepared, and the creditors shall be notified and announced. When a company needs to reduce its registered capital, it must convene a shareholders' meeting or a general meeting of shareholders to make a resolution to reduce the company's registered capital.

[Legal basis].Article 175 of the Company Law [Division of a Company] When a company is divided, its property shall be divided accordingly. In the case of a division of a company, a balance sheet and a list of assets should be prepared indiscriminately.

The company shall notify the creditors within 10 days from the date of making the resolution to divide and make an announcement in the newspaper within 30 days.

Article 176 of the Company Law [Assumption of Debts of the Company Before the Division] The debts of the company before the division shall be jointly and severally liable by the company after the division. However, unless the written agreement reached between the company and the creditor on the repayment of debts before the division is otherwise agreed.