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Legal Analysis: Yes. The law does not prohibit a company from changing its scope of business.
Legal basis: Article 7 of the Company Law of the People's Republic of China A company established in accordance with the law shall be issued a business license by the company registration authority. The date of issuance of the company's business license is the date of incorporation of the company.
The company's business license shall indicate the company's name, domicile, registered capital, business scope, name of legal representative, and other matters.
If there is a change in the items recorded in the company's business license, the company shall go through the change registration in accordance with the law, and the company registration authority shall renew the business license.
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Changes to Details
1. Application for Change of Company Registration signed by the company's legal representative (the company stamps the official seal);
2. The "Change Registration Schedule-Legal Representative Information" and "Change Registration Schedule-Director, Supervisor, Manager Information" signed by the company (the company affixes the official seal).
If the change of the name of the legal representative of the company involves the change of the company's directors or managers, the relevant filing materials shall be submitted at the same time in accordance with the "Specifications for the Filing and Submission of Materials for the Company's Directors, Supervisors and Managers", and the same materials do not need to be submitted repeatedly;
3. "Certificate of Designated Representative or Co-Entrusted Person" (stamped with the official seal of the company) and a copy of the identity document of the designated representative or entrusted person;
The matters to be handled, the authority, and the authorization period of the designated representative or the co-entrusting person shall be indicated.
4. Submit the dismissal certificate of the original legal representative and the appointment certificate of the new legal representative in accordance with the provisions and procedures of the articles of association;
The resolution of the shareholders' meeting, the resolution of the board of directors or other appointment and dismissal documents submitted by a limited liability company shall be signed by the shareholders (which shall comply with the voting method stipulated in the articles of association), and the resolution of the board of directors shall be signed by the directors of the company.
The shares **** shall be submitted to the board of directors for resolution (signed by the directors of the company).
A wholly state-owned limited liability company submits a written decision (with official seal) or a resolution of the board of directors (signed by the directors) to the state-owned assets supervision and administration institution authorized by the local people.
A one-person limited liability company submits a written decision of the shareholders, a resolution of the board of directors (signed by the directors) or other relevant materials.
5. If laws, administrative regulations and decisions stipulate that the change of legal representative must be submitted for approval, a copy of the relevant approval document or license shall be submitted;
6. If the change of the legal representative involves the amendment of the articles of association, the resolution and decision on the amendment of the articles of association and the revised articles of association or amendments to the articles of association (signed by the legal representative of the company) shall also be submitted.
Regarding the resolution and decision to amend the articles of association, the limited liability company shall submit the resolution of the shareholders' meeting to be signed by the shareholders representing more than two-thirds of the voting rights; The shares **** shall be submitted to the meeting and the presiding officer and the directors present at the meeting shall sign the minutes of the general meeting of shareholders or the resolution of the meeting; A one-person limited liability company submits a written decision signed by the shareholders. The wholly state-owned company shall submit the approval documents of the state-owned assets supervision and administration agency of the local people's government or the people's assets at the same level authorized by it.
7. A copy of the company's business license.
Change process
Bring all the information to the industrial and commercial department under the jurisdiction of the company's place of registration to handle the license change, and receive the license of the new legal representative after 5-10 working days after acceptance.
Bring all the information to the Quality Supervision and Administration Bureau to handle the change of the enterprise organization certificate, and collect it after 2-3 working days after acceptance.
To the tax department to change the registration certificate, which involves the issue of individual income tax on the transfer of a first right, it is necessary to declare and pay the individual income tax of the shareholders of the equity obtained to the local taxation department, and a new capital verification report must be issued for the new shareholders and legal persons.
Finally, change the company's basic account, change the company's legal person's reserved seal and company information in the bank.
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Documents required for change of legal entity:
1.Application for Change of Registration of Enterprise Legal Person signed by the legal representative (with the official seal of the enterprise);
2."Certificate of Designated Representative or Co-Entrusted Person" (with the official seal of the enterprise) and a copy of the ID card of the designated representative or entrusting person (signed by the person); The specific matters to be entrusted, the authority of the entrusted person, and the period of entrustment should be indicated. Registration Form of Legal Representative of Company (Enterprise) (signed by the person and stamped with the official seal of the enterprise);
3.The dismissal certificate of the original legal representative and the appointment certificate of the new legal representative issued by the competent department (investor) in accordance with the provisions and procedures of the articles of association of the enterprise; The certificate of employment shall clearly state the appointment of the position in accordance with the provisions of the articles of association of the enterprise; If the charter stipulates that the position is vacant and the legal representative of the deputy ** is the legal representative, it shall be clearly stated in the certificate of employment that "the legal representative of the deputy ** shall be the legal representative of the deputy ** as stipulated in the charter".
4.Where laws, administrative regulations and decisions stipulate that the change of the legal representative must be submitted for approval, a copy of the relevant approval document or license shall be submitted;
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Business license legal person, what information is required to change the business license legal person.
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The materials to be submitted for the change of the company's legal person are: 1. Application for change of company registration; 2. Resolution of the shareholders' meeting; 3. Amendments to the Articles of Association; 4. Dismissal document of the original legal person; 5. Appointment documents for the new legal person; 6. A copy of the ID card of the original legal person; 7. A copy of the ID card of the new legal person; 8. Resume and signature of the new legal person; Wait a minute.
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The original copy of the business license, the official seal, the copy of the ID card of the new and old legal person, and the personal U shield of the new and old legal person in the Bank of Shenzhen.
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To change the legal representative of the bank account opening permit, it is necessary to change the legal person of the basic deposit account first, and then change the legal person information of other deposit accounts. Take China Construction Bank as an example: When changing the legal person information of the corporate account, it is necessary to change the legal person of the basic deposit account first, and then change the legal person information of other deposit accounts, and the following information is required when changing the legal person:
1. Application for change of bank settlement account stamped with the official seal of the unit; 2. The valid identity document of the legal representative (person in charge of the unit), if another person is authorized to handle the change, the identity certificate and power of attorney of the authorized person shall also be issued; 3. Relevant change certificates; 4. Basic deposit account opening license (if the opening bank has withdrawn your company's account opening license, or the account opening license has not been issued when opening a new account, it is not necessary to provide it).
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Change of legal representative:
1. Application for Registration of Company Change (Filing) signed by the legal representative (1 original) (this form) (signed by the new or original legal representative).
2. Power of attorney for enterprise application for registration (filing) (1 original) (can be filled in this form).
3. The identity certificate of the person in charge (1 copy, the original is verified); If the enterprise registration agency is the first to be registered, the business license of the enterprise registration agency shall be submitted at the same time (1 copy, which must be stamped with the seal of the enterprise and marked "consistent with the original").
4. In accordance with the provisions and procedures of the articles of association, submit the original certificate of dismissal of the original legal representative and the original certificate of appointment of the new legal representative (see Note 5).
5. Identity certificate of the new legal representative (1 copy, original verification).
6. Information of the legal representative (fill in this form).
7. If laws, administrative regulations and decisions stipulate that the change of legal representative must be submitted for approval, the relevant approval documents or license certificates (1 copy, original verification) shall be submitted
8. The original (original) and all copies (original) of the business license of the enterprise legal person
9. If the change of the legal representative involves the change of the chairman (executive director) or manager, the relevant appointment and dismissal documents (original) shall be submitted
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Legal analysis: The ways to change the business scope of the company's business license are:
1. The shareholders' meeting shall make a resolution to approve the change;
2. Submit the application for change of registration, the resolution of the shareholders' meeting and other documents required by the State Administration for Industry and Commerce to the company registration authority;
3. Wait for review;
4. Register and issue a new business license.
If a company changes its registration items, it shall apply to the original company registration authority for change of registration. The company shall not change the registered items without changing the registration.
Legal basis: Article 26 of the Regulations of the People's Republic of China on the Administration of Company Registration shall apply to the original company registration authority for the change of registration items in the event of a change of registration. The company shall not change the registered items without changing the registration.
Article 27 When a company applies for change of registration, it shall submit the following documents to the company registration authority:
1) Application for change of registration signed by the company's legal representative;
2) Amendment resolutions or decisions made in accordance with the Company Law of the People's Republic of China;
3) Other documents required to be submitted by the State Administration for Industry and Commerce.
If the change of registration of a company involves the amendment of the articles of association, the amended articles of association or amendments to the articles of association signed by the legal representative of the company shall be submitted.
If the change of registration items is subject to approval before registration in accordance with the provisions of laws, administrative regulations or decisions, the relevant approval documents shall also be submitted to the company registration authority.
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