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1. Application for Deregistration of Foreign-invested Companies signed by the person in charge of the liquidation group
2. The approval document of the original examination and approval authority agrees to be cancelled.
3. Resolutions or decisions made in accordance with law on the application for cancellation of foreign-invested enterprises.
4. The liquidation report of the foreign-invested enterprise that has been filed and confirmed in accordance with the law.
5. Tax payment certificate issued by the tax and customs department.
6. Certificate of cancellation of registration of the branch of the foreign-invested enterprise.
7. The original and copy of the business license of the foreign enterprise.
8. Other documents related to the cancellation of registration of foreign-invested enterprises.
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The deregistration process of a foreign-funded enterprise is the same as that of an ordinary company, in that a liquidation team must be set up to liquidate all the company's property and other contents. In addition, within 7 days from the date of liquidation, the relevant units such as the examination and approval authority of the enterprise, the competent department of the enterprise, the customs, the foreign exchange administration authority, the industrial and commercial registration authority, the taxation authority and the bank where the enterprise has an account shall be notified in writing, and if the enterprise has state-owned assets, it shall also notify the state-owned assets management department. In addition, known creditors shall be notified in writing to declare their claims within 10 days from the date of establishment of the liquidation committee, and shall publish announcements in a national newspaper or a local provincial or municipal newspaper at least twice within 60 days from the date of establishment.
The first announcement shall be published within 10 days from the date of establishment of the liquidation committee.
After the cancellation of the registration period expires and the application for cancellation of the national and local taxes of the enterprise is submitted, you can go to the industrial and commercial department to handle the filing of the company's cancellation and cancel the company's business license. Of course, after the cancellation of the business license, don't forget to cancel the company's social security, bank core macro stool account and seal.
The documents required for the cancellation process are:
Application for deregistration of the enterprise; Resolutions or decisions made in accordance with the law (mainly resolutions or decisions made in accordance with the provisions of the Company Law, the Foreign Investment Law and other laws and regulations, as well as the articles of association of the company, and the content of the resolutions or decisions shall be consistent with the matters applied for). If the court rules to dissolve or go bankrupt, and the administrative organ orders it to close, revoke the business license, or revoke the establishment permit, it shall submit the court's ruling document, the decision of the administrative organ to order the closure, revocation of the business license or the revocation of the establishment permit, and the decision of the company registration authority to revoke the company's establishment and change of travel registration due to violation of the relevant provisions of the "Regulations on the Administration of Company Registration"; The liquidation report shall be filed and confirmed in accordance with the law (the liquidation report shall indicate the tax and customs formalities that have been completed, signed by the liquidation team and confirmed by the investor, and a sample of the newspaper shall be provided for the cancellation announcement); As well as the tax clearance certificate issued by the tax authority, the original and copy of the business license, etc.
Because tax cancellation is usually a time-consuming and strict part of the cancellation process, and if it is not handled well, there may be a risk of tax administrative penalties. Therefore, in the process of enterprise deregistration, special attention should be paid to the aspect of tax deregistration, so as not to cause additional losses.
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1. Resolution of the company's shareholders' meeting.
2. The application for cancellation of registration of the enterprise is clear.
3. Tax payment certificate (both tax authorities and customs need to issue);
4. Liquidation report (subject to the approval of the shareholders' meeting).
5. Other basic materials: original and duplicate of business license, electronic business license and official seal.
1. Small company deregistration process.
1. Cancel the company's national and local tax registration certificates.
2. Go to the company's competent industrial and commercial bureau for processing.
3. Publish the announcement (cancel the company after 45 days of reporting) (required information: a copy of the company's business license, a copy of the legal representative's identity card, and the content of the announcement (the company, if you are ready to cancel the company, please go to the liquidation team of our company within 45 days of seeing the report to handle the creditor's rights and debts)).
4. 45 days after the report, go to the Gonghao Huichai Business Bureau again to handle the cancellation application required information: the original business license of the company (original and copy), tax cancellation certificate, the resolution of the company's shareholders' meeting, the company's liquidation report, the ** received by the Industrial and Commercial Bureau, and the company's original files.
5. The information required for the cancellation of the ** certificate to the Quality Supervision Bureau: the business license cancellation certificate, the original (original and copy) of the ** certificate, so that the company will be cancelled.
2. Can the company not be cancelled within 1 year of its establishment?
The company can be cancelled within 1 year of its establishment, and the information required for the cancellation of the company is: the original ID card of the shareholder and the friendly legal person, the original and copy of the business license, the original and the copy of the tax registration certificate, the original and the copy of the organization certificate, the official seal, and the resolution of the company's shareholders' meeting.
Liquidation of tax and cancellation of national and local tax registration.
1. Original and copy of national and local taxes.
2. The final settlement report of the current year.
3. Cancellation report.
4. Fill in the tax cancellation** (if there are unused invoices, they need to be written off first).
Filing announcement. Go to the company's competent industrial and commercial bureau for processing.
1. A copy of the company's business license.
2. The resolution of the shareholders' meeting of the company (the content is to cancel the company and establish a liquidation team).
3. The company's original files.
4. Go to the Industrial and Commercial Bureau to get **.
Documents required for publication and announcement.
1. A copy of the company's business license and a copy of the resolution of the company's shareholders' meeting.
2. A copy of the ID card of the legal representative.
3. The content of the announcement (** The company is ready to be cancelled, please go to the liquidation team of our company within 45 days of seeing the report to handle the creditor's rights and debts).
3. What are the information on the company's change of registered capital?
1. "Application for Change of Enterprise Registration" (the application is required by the industrial and commercial department for every change involving the company), signed by the legal person and stamped with the official seal;
2. Resolution of the shareholders' meeting (shareholders' meeting on the change of registered capital);
3. New articles of association or amendments to the articles of association;
4. Original and duplicate of business license;
5. Capital verification report (issued by the capital verification agency);
6. Shareholders' capital contribution table (stamped company);
7. Organizational structure certificate;
8. Other materials that may be required by the Industrial and Commercial Bureau.
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During this period, with the arrival of the epidemic, many foreign-funded enterprises have said that they can't hold on, and more and more companies have been cancelled, so what information and processes are needed to cancel the company? Today, I will take you to find out:
1) The resolution of the shareholders' meeting and the board of directors on the termination and liquidation of the enterprise shall be appointed by the board of directors and the liquidation committee shall be established.
2) The liquidation group shall, in accordance with the resolution of the shareholders' meeting and the board of directors and the liquidation application report, submit an application to the first authority that originally approved the establishment of the enterprise. If the competent authority approves the application, it shall issue an approval document, and the date of approval shall be the commencement date of liquidation.
3) The liquidation committee entrusts an accounting firm to audit the accounting statements before the liquidation commencement date and issue an audit report.
4) Within 60 days after the establishment of the liquidation group, at least three liquidation announcements shall be published in provincial newspapers. The first liquidation announcement shall be issued within 10 days after the establishment of the liquidation committee. The creditors of the enterprise shall declare their creditor's rights to the liquidation group within 90 days from the date of the first announcement.
5) During the liquidation period, the liquidation group shall dispose of the assets of the enterprise, dispose of the creditor's rights and debts of the enterprise, and liquidate in accordance with the requirements of liquidation accounting.
6) The liquidation group shall file the tax returns of the national and local taxes as scheduled during the liquidation period.
7) The liquidation group shall prepare the liquidation balance sheet, liquidation profit and loss statement, debt liquidation statement, property distribution statement and liquidation statement on the completion date of liquidation, and entrust an accounting firm. Audit the accounting statements and issue an audit report on the completion date of liquidation.
8) Go through the tax cancellation procedures. The liquidation group shall apply for tax (state tax and local tax) cancellation based on the above-mentioned statements, audit reports and cancellation applications. According to the actual situation of the enterprise, the tax authorities decide whether to conduct an on-site inspection of the accounting data of the enterprise.
After paying the tax payable, the enterprise shall obtain the tax certificate and the cancellation certificate of the tax registration certificate issued by the tax authorities.
9) Handle the procedures for cancellation of the financial statistics registration certificate.
10) Go through customs cancellation procedures. After the liquidation team performs the relevant duties, it should cancel the customs registration certificate.
11) Cancel the bank deposit account, use the surplus funds to purchase foreign exchange to foreign investors, and go through the procedures for canceling the foreign exchange registration certificate.
12) Surrender and cancel the business license of the enterprise and the seal of the enterprise to go through the formalities of industrial and commercial cancellation.
13) The "Approval Certificate" shall be returned to the first organ that approved the establishment of the enterprise.
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1) Resolution of the general meeting of shareholders;
2) Application for Cancellation of Registration of Foreign-invested Enterprises signed by the person in charge of the liquidation group;
3) A copy of the approval department's reply to the cancellation of the enterprise (except for those whose business period has expired);
4) Tax payment certificate issued by the tax authority;
5) Tax payment certificate issued by the customs;
6) The original liquidation report (including the liquidation audit report of the shareholders' meeting or the accounting and legal institution entrusted by the liquidation team) provided by the liquidation team and approved by the shareholders' meeting;
7) The original and copy of the business license of the enterprise legal person, IC card (electronic business license), and the official seal of the enterprise.
1. What are the procedures for deregistration of foreign-invested enterprises?
1. The cancellation procedure is as follows: (1) the resolution of the shareholders' meeting and the board of directors on terminating the enterprise and liquidating the enterprise, and at the same time, the board of directors appoints the members of the liquidation committee and establishes the liquidation committee;
2) The resolution of the shareholding owners' meeting, the resolution of the board of directors and the liquidation application report of the liquidation committee, and submit the application to the first organ that originally approved the establishment of the enterprise. If the competent authority approves the application, it shall issue a reply document, and the date of approval by the ** authority shall be the date of commencement of liquidation;
3) The liquidation committee entrusts the accounting firm to perform the audit of the accounting statements as of the liquidation commencement date and issue the audit report;
4) Within 60 days from the date of establishment of the liquidation committee, publish the liquidation announcement in the provincial newspaper at least three times. The first liquidation announcement shall be published within 10 days from the date of establishment of the liquidation committee. Within 90 days from the date of the first announcement, the creditors of the enterprise shall declare their claims to the liquidation committee;
5) During the liquidation period, the liquidation committee shall dispose of the assets of the enterprise, deal with the creditor's rights and debts of the enterprise, and carry out liquidation accounting in accordance with the requirements of liquidation accounting;
6) During the liquidation period, the liquidation committee shall make national and local tax declarations on schedule;
7) On the liquidation completion date, the liquidation committee shall prepare the "Liquidation Balance Sheet", "Liquidation Profit and Loss Statement", "Debt Settlement Statement", "Property Distribution Statement" and "Explanation of Liquidation Matters", entrust the accounting firm to perform the audit of the accounting statements on the liquidation completion date, and issue the audit report;
8) Go through the tax cancellation procedures. The liquidation committee shall apply for tax (national and local tax) cancellation with the above-mentioned statements, audit reports and cancellation application forms. According to the actual situation of the enterprise, the tax authorities shall decide whether to conduct on-the-spot inspection of the accounting data of the enterprise.
After paying the tax payable, the enterprise obtains the tax payment certificate and the cancellation certificate of the tax registration certificate issued by the tax authorities;
9) Handle the cancellation procedures of financial and statistical registration certificates;
10) Cancellation of bank deposit account;
11) Surrender and cancel the business license and official seal of the enterprise, and go through the cancellation procedures for industry and commerce;
12) The "Approval Certificate" shall be returned to the first organ established by the original approved enterprise.
2. Legal basis: Article 31 of the Provisions on the Administration of Registration of Foreign-invested Partnership Enterprises.
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1. The cancellation of foreign-funded enterprises requires the establishment of a liquidation committee to liquidate the company; Submit relevant documents to the Industrial and Commercial Bureau and submit an application for cancellation; Issuance of audit reports; publication of liquidation announcements; Handle tax deregistration; Handle the industrial and commercial note ruler pin.
2. Article 188 of the Company Law stipulates that after the liquidation of the company is completed, the liquidation group shall prepare a liquidation report, report it to the shareholders' meeting, the general meeting of shareholders or the people's court for confirmation, and submit it to the company registration authority to apply for the cancellation of the company's registration and announce the termination of the company.
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Legal analysis: The cancellation of foreign-funded enterprises requires the establishment of a liquidation letter, instructing the Tanlu staff to liquidate the company, submit relevant documents to the industrial and commercial bureau, submit an application for cancellation, publish an audit report, publish the liquidation announcement, manage taxes, cancel the administration of industry and commerce.
Legal basis: Article 188 of the Company Law of the People's Republic of China After the liquidation of the company is completed, the liquidation team shall prepare a liquidation report, report it to the shareholders' meeting, the general meeting of shareholders or the people's court for confirmation, and submit it to the company's registration and balance authority, apply for cancellation of the company's registration, and announce the termination of the company.
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Conditions and procedures for cancellation of registration of foreign-funded enterprises 1. Have a name that meets the requirements; 2. There is a contract and articles of association approved by the examination and approval authority (foreign-invested enterprises do not need to grind oranges to ask for contracts); 3. Have a fixed business place, necessary facilities and employees; 4. Have a registered capital that meets the requirements of the state; 5. Have a business scope that conforms to national laws, regulations and policies; 6. Have a sound accounting system, be able to implement independent accounting, be responsible for profits and losses, and independently prepare a balance sheet or balance sheet. Procedures: acceptance, review, approval, licensing, announcement (enterprise establishment, capital reduction, merger, division and cancellation must be announced).
Article 188 After the liquidation of a company is completed, the liquidation team shall prepare a liquidation report, submit it to the shareholders' meeting, the general meeting of shareholders or the people's court for confirmation, and submit it to the company registration authority to apply for cancellation of the company's registration and announce the termination of the company.
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