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1. Go to the industrial and commercial bureau to go through the equity transfer procedures first, and if the legal representative is also changed at the same time, the corresponding change procedures must be handled. Submissions:
1. Equity transfer agreement (some local industrial and commercial bureaus will require notarization);
2. The resolution of the shareholders' meeting of the original shareholders of the company (stating that the equity transfer is agreed, and the original shareholders waive the right of first refusal);
3. The resolution of the shareholders' meeting of the company's new shareholders (the amendment to the articles of association and the change of the company's supervisors should also be explained here);
4. Amendments to the Articles of Association;
5. The original and copy of the company's business license;
5. For the equity transfer procedures, the industrial and commercial bureaus in some places will require all the new and old shareholders of the company to be present, so it is best to consult the industrial and commercial bureau first. If the change of the legal representative or supervisor is involved, the original ID card of the new candidate shall also be provided for verification by industry and commerce. 3. If the legal representative is changed, it is also necessary to go to the bank to go through the procedures for changing the reserved seal.
Bring 1. The original of the new business license, tax registration certificate, and the original of the ** certificate of the organization;
2. The original ID card of the new legal representative;
3. The original ID card of the person in charge;
4. Power of attorney;
5. The new reserved seal seal is OK.
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What is the specific process of changing the company's equity?
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Legal analysis: 1. Make a decision of the shareholders' meeting and sign the equity transfer agreement; 2. Amendments to the articles of association of the rubber production company; 3. Go to the industrial and commercial bureau to go through the registration procedures for equity change.
Legal basis: Company Law of the People's Republic of China Article 3 A limited liability company shall keep a register of shareholders and record the following matters: (1) the name and address of the shareholder; (2) the amount of capital contributed by the shareholders; (3) The number of the capital contribution certificate.
Shareholders recorded in the register of shareholders may claim to exercise their rights as shareholders in accordance with the register of shareholders. The company shall register the names of the shareholders with the company registration authority; Where there is a change in the registration items, the modification registration shall be handled. Where registration has not been made or the registration is changed, it must not be confronted by a third party.
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The process of the company's equity change procedure is as follows:
1. Make a resolution of the shareholders' meeting and sign the equity transfer agreement.
2. Prepare amendments to the articles of association.
3. Go to the industrial and commercial bureau to go through the registration procedures for equity change.
According to. Article 73 of the Company Law stipulates that after the transfer of equity, the company shall cancel the capital contribution certificate of the original shareholder, issue the capital contribution certificate to the new shareholder, and amend the records of the shareholders and their capital contributions in the articles of association and the register of shareholders accordingly. Such amendments to the Articles of Association do not need to be voted on by the shareholders' meeting.
1. Whether the equity can be transferred free of charge.
Equity can be transferred free of charge. However, the relevant taxes must be paid for industrial and commercial changes. According to the provisions of the Company Law of the People's Republic of China, after the transfer of the right to share shares in accordance with the Company Law of the People's Republic of China, the company shall cancel the capital contribution certificate of the original shareholder, issue the capital contribution certificate to the new shareholder, and amend the records of the shareholders and their capital contributions in the articles of association and the list of shareholders accordingly.
Amendments to the Articles of Association are no longer voted on by the shareholders' meeting.
2. Do all shareholders need to sign for the change of the company's articles of association?
China's company law stipulates that after the transfer of equity, the company shall amend the articles of association and the register of shareholders about the shareholders and their capital contributions, and the amendment to the articles of association of the company does not need to be voted on by the shareholders' meeting. This is the only exception to amending the company's articles of association without a vote from a shareholder stool. To apply for the filing of changes in the articles of association of the company, the original resolution of the shareholders' meeting and the amendment to the articles of association (the company's seal, the company's shareholders do not need to seal (sign) on the amendment to the articles of association and the company's legal representative can sign it).
Company Law of the People's Republic of China
Article 73 After the transfer of equity in accordance with Articles 71 and 72 of this Law, the company shall cancel the capital contribution certificate of the original shareholder, issue the capital contribution certificate to the new shareholder, and accordingly amend the records of the shareholders and their capital contributions in the articles of association and the register of shareholders. Such amendments to the Articles of Association do not need to be voted on by the shareholders' meeting.
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The process of changing the company's equity is mainly as follows: 1. Negotiation among shareholders within the company; 2. Obtain the consent of more than half of the other shareholders of the company in writing. This will directly affect the legal effect of the equity transfer; 3. Other shareholders waive their right of first refusal.
In fact, this step can be solved together with the second step, for example, by holding a shareholders' meeting to vote and making a declaration of waiver of the right of first refusal. But because these two steps have different legal meanings, they need to be listed separately; 4. Sign the agreement on equity transfer; 5. The company's change record of equity transfer, including the cancellation of the capital contribution certificate of the original shareholder, the issuance of the capital contribution certificate to the new shareholders of the company, and the corresponding change record in the company's articles of association and shareholder register; 6. Apply to the administrative department for industry and commerce for the change of company registration.
Regulations of the People's Republic of China on the Administration of Company Registration
Article 34 Where a limited liability company changes its shareholders, it shall apply for the change of registration within 30 days from the date of the change, and shall submit the entity qualification certificate or natural person identity certificate of the new shareholder.
After the death of a natural person shareholder of a limited liability company, if his legal heirs inherit the shareholder qualifications, the company shall apply for modification of registration in accordance with the provisions of the preceding paragraph.
If the shareholder of a limited liability company or the promoter of the shares of **** changes his name or title, he shall apply for change of registration within 30 days from the date of the change of name or title.
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In the case of a limited liability company, the internal transfer of equity can be transferred in whole or in equity. The transfer to a third party must be approved by more than half of the other shareholders, and the other shareholders have the right of first refusal or may waive the right of first refusal.
[Legal basis] Ant disturbance
Article 71 of the Company Law.
The shareholders of a limited liability company may transfer all or part of their equity to each other.
The transfer of equity by a shareholder to a person other than the shareholder shall be subject to the consent of more than half of the other shareholders. Shareholders shall notify other shareholders in writing to solicit consent for their equity transfer, and if other shareholders do not reply within 30 days from the date of receipt of the written notice, they shall be deemed to have agreed to the transfer. If more than half of the other shareholders do not agree to the transfer, the shareholders who do not agree shall purchase the transferred equity; If you do not purchase it, you will be deemed to have agreed to the transfer.
For the equity transferred with the consent of the shareholders, under the same conditions, other shareholders have the right of first refusal. If two or more shareholders claim to exercise the right of first refusal, they shall negotiate to determine their respective purchase ratios; If the negotiation fails, the right of first refusal shall be exercised in accordance with the proportion of their respective capital contributions at the time of transfer.
If the articles of association of the company have other provisions on the transfer of equity, such provisions shall prevail.
Article 72.
The shareholders of a limited liability company may transfer all or part of their equity to each other. The transfer of equity by a shareholder to a person other than the shareholder shall be subject to the consent of more than half of the other shareholders.
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What are the processes for the change of the company's equity, welcome to follow, like, please send a private message for business handling, 1All shareholders go to the Administration for Industry and Commerce to sign and bring the original ID card 2Preparation of industrial and commercial materials, equity transfer agreement, resolution of the old shareholders' meeting, resolution of the new shareholders' meeting, and new articles of association 3
The Industrial and Commercial Bureau will record the change of the company's Yulin calendar or return to the company's equity 4After the change of industry and commerce, if the legal person is involved in the change of the organizational structure, the legal representative also needs to be changed 5Change the tax registration certificate and carry out tax accounting before changing the equity 6
See if there is any undistributed profit in the financial statements, if there is a number for the accountant to make the account in the next month, otherwise pay personal income tax 25% Yulin Company Equity Change Fee: Yulin Company Equity Change Fee is nothing more than a handling fee. If the enterprise has no experience and is afraid of not doing well, it can also find help and pay more fees, so that the company does not have to worry about the risk of equity change in Yulin Company.
Therefore, it is a good choice for businesses that are inexperienced and afraid of making mistakes. After all, they have a wealth of experience and can provide better options for enterprises Many companies will say, what if there is a disagreement in the equity change of Yulin Company? In fact, businesses don't have to worry.
The Articles of Association prepared at the time of registration of the enterprise generally have a solution. If there is a disagreement, you can see what the articles of association say. If the shareholding of the group is changed according to the articles of association, there is no need to worry about these risks.
The change of shareholders needs to be registered with the industrial and commercial bureau, and it is necessary to prepare complete information about the company for change, and the change of shareholders of the company must be carried out in accordance with the prescribed legal process, and the law has clear provisions on issues and matters related to the change of shareholders. The company's shares are bought and sold through an equity transaction, which results in a change of shareholders. The change of equity of a limited liability company must sign an Equity Transfer Agreement and file it with the Administration for Industry and Commerce, while for a public company, the equity is traded in the secondary market, and only the change of specific shareholders needs to go through the corresponding procedures. >>>More
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