Can anyone tell me the detailed procedures for the liquidation of foreign funded enterprises? 15

The deregistration and liquidation of a company refers to the economic activities of conducting a comprehensive inventory of the property, creditor's rights and debts of the enterprise after the termination of operation for some reason, and the settlement of debts and distribution of remaining property. However, the termination of the liquidation of a foreign-funded enterprise generally goes through the following procedures:

1. The resolution of the shareholders' meeting and the board of directors on terminating the enterprise and liquidating it, and at the same time, the board of directors directly appoints the members of the liquidation committee to establish the liquidation committee;

2. The resolution of the shareholding meeting of the liquidation committee, the resolution of the board of directors, and the liquidation application report shall be submitted to the first government unit that originally approved the establishment of the enterprise. After the competent authority approves the application, the hand-called meeting will issue an approval document, and the date of approval is the date of commencement of liquidation;

3. The liquidation committee entrusts the accounting firm to answer the number of potatoes to perform the audit of the accounting statements as of the beginning date of liquidation, and issue a standardized audit report;

4. Within 60 days from the date of establishment of the liquidation committee, at least three liquidation announcements shall be published in provincial newspapers. The first liquidation announcement shall be published within 10 days from the date of establishment of the liquidation committee. The creditors of the enterprise shall declare their claims to the liquidation committee within 90 days from the date of the first announcement;

5. During the liquidation period, the liquidation committee shall dispose of the assets of the enterprise and deal with the claims 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", "Property Distribution Statement", "Debt Settlement Statement" and "Explanation of Liquidation Matters", and then entrust the accounting firm to perform the audit of the accounting statements on the liquidation completion date and issue a standardized audit report;

8. Go through the tax cancellation procedures. The liquidation committee shall apply for tax cancellation of national and local taxes with the above statements, audit reports and cancellation application forms. The tax authorities will decide whether to conduct an on-the-spot audit of the accounting information of the enterprise based on the actual situation 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. Go through the customs cancellation procedures. The Liquidation Committee shall cancel the customs registration certificate after paying the corresponding customs duties;

11. Cancel the bank deposit account, purchase foreign exchange with the remaining funds and send it to overseas investors, and then go through the procedures for cancellation of the foreign exchange registration certificate;

12. Surrender the business license and official seal of the enterprise, and go through the industrial and commercial cancellation procedures;

13. The "Approval Certificate" shall be returned to the first organ established by the original approved enterprise.

Legal analysis: There are the following procedures for the termination of liquidation and cancellation of Lu Sui Oak by a foreign-funded enterprise:

1. Set up a liquidation committee in the company;

2. Submit an application to the Industrial and Commercial Bureau: The liquidation committee shall submit the documents for the industrial and commercial bureau and submit an application for cancellation, which requires the documents and materials such as the shareholders' meeting, the resolution of the board of directors, and the liquidation application report;

3. Issue an audit report through the liquidation committee;

6. Go to the industrial and commercial bureau for industrial and commercial cancellation: cancel the company's business license and the official seal of the company, and handle the industrial and commercial cancellation.

Legal basis: Law of the People's Republic of China on Foreign-funded Enterprises

Article 21 When a foreign-funded enterprise is terminated, it shall make a public announcement in a timely manner and proceed with liquidation in accordance with legal procedures. Before the liquidation is completed, the foreign investor shall not dispose of the property of the enterprise except for the purpose of liquidation.

Article 22 When a foreign-funded enterprise is terminated, it shall go through the formalities for cancellation of registration with the administrative organ for industry and commerce and surrender and cancel its business license.

There are the following procedures for the termination of liquidation and deregistration of a foreign-funded enterprise:

1. Set up a liquidation committee in the company;

2. Submit an application to the Industrial and Commercial Bureau: The liquidation committee shall submit relevant documents to the Industrial and Commercial Bureau and submit an application for cancellation, which shall include the shareholders' meeting, the resolution of the board of directors, and the liquidation application report;

3. Issue an audit report through the liquidation committee;

6. Go to the industrial and commercial bureau for industrial and commercial cancellation: cancel the company's business license and official seal, and handle industrial and commercial cancellation.

1. What is the cancellation process of the company's industry and commerce?

1) The company makes a resolution to dissolve. The shareholders' meeting of the company makes a resolution to dissolve the company, and the resolution must be passed by shareholders representing more than two-thirds of the voting rights.

A liquidation group was established 15 days after the shareholders' meeting made a resolution to dissolve the company. Within 10 days from the date of commencement of liquidation, the registration authority, the tax department, the labor department and the opening bank shall be notified in writing.

2) Apply to the industrial and commercial bureau for liquidation. First of all, the Administration for Industry and Commerce receives the "Liquidation Guide", "Liquidation Report Writing Format", "Liquidation Filing Application", etc., and handles the filing of the liquidation group; secondly, the liquidation announcement is published in newspapers and periodicals approved by the Bureau; Thirdly, make a balance sheet and a list of assets on the date of commencement of liquidation.

3) Handle the certificate of tax payment of national tax and local tax.

4) Complete the liquidation and distribution plan. First of all, three months after the liquidation announcement, the balance sheet and property list on the liquidation end date are prepared; secondly, make a liquidation and distribution plan; Thirdly, the liquidation team shall prepare the liquidation report, the income and expenditure statement during the liquidation period and various financial account books, and submit them to the shareholders for confirmation.

5) Go to the industrial and commercial department for cancellation of registration. Registration is a prerequisite for the establishment and extinction of a company's legal personality, and after the completion of the liquidation procedure, the company's creditor's rights and debts will be extinguished only after the cancellation of registration.

2. What are the procedures that need to be prepared for the deregistration of the company?

The procedures that need to be prepared for the deregistration of the company are:

1. Convene a general meeting of shareholders and the board of directors to form a resolution agreeing to cancel the liquidation, and at the same time establish a liquidation group;

2. Cancel the national tax registration;

3. Cancel the local national tax registration;

4. Report the cancellation of the company for three consecutive times, and notify the relevant units to settle the current accounts;

5. The liquidation group liquidates the creditor's rights and debts, carries out asset distribution and liquidation, prepares the liquidation table, and issues the liquidation audit report after being audited by the accounting firm;

6. Collect and fill in the application form for cancellation of registration at the Industrial and Commercial Bureau;

7. Bring the resolution of the board of directors or the shareholders' meeting, the application form for industrial and commercial cancellation registration, the original business license, the liquidation audit report, the notice of national and local tax consent to cancellation, and the newspaper statement to the industrial and commercial bureau for industrial and commercial cancellation procedures.

Today, I would like to introduce to you the process of liquidation of foreign-funded enterprises and the materials required for the application for dissolution of foreign-funded enterprises, and provide you with reference Foreign-funded enterprises are enterprises established by foreign investors in China in accordance with Chinese laws, which are different from the branches of foreign enterprises and other economic organizations in China. Next, let's take a look at the process of liquidation of foreign-funded enterprises! Today, I would like to introduce to you the process of liquidation of foreign-funded enterprises and the information required for the application for dissolution of foreign-funded enterprises, and provide them for your reference.

A foreign-funded enterprise is an enterprise established by a foreign investor in China in accordance with Chinese laws, which is different from the branches of foreign enterprises and other economic organizations in China. Next, let's take a look at the process of liquidation of foreign-funded enterprises!

1. Information required for the application for dissolution of the foreign-funded enterprise.

1. Application for dissolution of the company (original);

2. Resolution of the shareholders' meeting and resolution of the board of directors (original);

3. All approval certificates (original and copy);

4. Business license (copy);

5. Contract and articles of association (copy);

6. The list of members of the liquidation committee, signatures and identity certificates (copies), and the liquidation procedures and principles (liquidation plan) must also be submitted;

7. Opinions of the management department of the street or development park on the dissolution of the enterprise (original);

8. Other documents required by the examination and approval authority to be submitted for lenient defense.

II. Procedures for the liquidation of foreign-funded enterprises.

1. Dissolution or termination;

2. Establish a liquidation group;

3. Notices and public notices;

4. Formulate a liquidation plan and carry out liquidation;

5. Submit the liquidation report and surrender the approval certificate;

6. Cancel the registration and terminate the announcement.

Tips: Within 15 days of the dissolution of a foreign-funded enterprise, a liquidation team should be established to liquidate the assets of the enterprise. And everyone should pay attention to it, this is not a bankruptcy liquidation, but the liquidation of investors' withdrawal.

Liquidation of the enterprise. How to operate the procedures for the liquidation of foreign-invested enterprises.

Where a foreign-invested enterprise decides to dissolve due to serious losses due to the expiration of its business period, poor operation, or serious losses, it shall submit an application for termination on its own and report it to the original examination and approval authority for approval. The date of approval by the examination and approval authority is the termination date of the enterprise.

For the liquidation of foreign-invested enterprises, an announcement shall be issued within 15 days from the date of termination of the enterprise, notifying creditors and debtors, and within 15 days from the date of issuance of the termination announcement, the liquidation procedures, principles and candidates for the liquidation committee shall be proposed, and the liquidation shall be carried out after being submitted to the examination and approval authorities for review.

The liquidation committee shall be composed of the legal representative of the foreign-invested enterprise, the representative of creditors, and the representative of the competent authority, and shall employ Chinese certified public accountants, lawyers, etc. to participate.

The liquidation expenses of the liquidation group are paid on a priority basis from the existing assets of the enterprise.

The liquidation team shall perform the following functions and powers in the liquidation process:

1. Convene a creditors' meeting;

2. Take over and clean up the property of the enterprise, prepare the balance sheet and property catalog;

3. Propose the valuation of the property and the basis for calculation;

4. Formulate a liquidation plan;

5. Recovery of creditor's rights and repayment of debts;

6. Distribution of surplus property;

7. Representing foreign-funded enterprises in litigation and responding to lawsuits.

If the liquidation group is able to pay off the company's debts as a result of the liquidation, the liquidation group shall pay off the debts in the following order:

1. Pay the liquidation fees of the liquidation group;

2. Pay arrears of wages and labor insurance premiums;

3. Payment of the tax owed;

4. Repay the company's debts.

If the liquidation team is unable to repay the debts as a result of the liquidation, it shall immediately apply to the people's court for bankruptcy and transfer the affairs to the people's court for disposal.

Before the liquidation of a foreign-funded enterprise is completed, the foreign investor shall not remit or bring the funds of the enterprise out of China, and shall not dispose of the property of the enterprise on its own.

After the liquidation of a foreign-funded enterprise, the part of its net assets and remaining assets exceeding the capital of the registered capital shall be regarded as profits, and shall be subject to income tax in accordance with the Chinese tax law.

After the liquidation of a foreign-funded enterprise is completed, it shall go through the formalities of deregistration with the administrative authority for industry and commerce and surrender and cancel its business license.

Article 182 of the Company Law of the People's Republic of China.

If serious difficulties arise in the operation and management of the company, and the continued existence of the company will cause major losses to the interests of shareholders, and cannot be resolved through other means, shareholders holding more than 10% of the voting rights of all shareholders of the company may request the people's court to dissolve the company.

Article 183.

If a company is dissolved due to the provisions of subparagraphs (1), (2), (4) and (5) of Article 180 of this Law, a liquidation team shall be established within 15 days from the date of occurrence of the cause of dissolution and liquidation shall begin. The liquidation group of a limited liability company is composed of shareholders, and the liquidation group of shares is composed of directors or persons determined by the general meeting of shareholders. If a liquidation team is not established for liquidation within the time limit, the creditor may apply to the people's court to appoint relevant personnel to form a liquidation group for liquidation.

The people's court shall accept the application and promptly organize a liquidation team to conduct liquidation.