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1. Conditions for capital increase or capital reductionThe Company Law stipulates that the resolution of the shareholders of a limited liability company to increase or decrease the capital must be passed by the shareholders representing more than 2 3 voting rights. 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 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.
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Capital increase: the original copy of the business license, the official seal, and the copy of the ID card of the legal person and shareholders (all shareholders bring the original ID card to the site to sign).
Capital reduction: a newspaper for the record, a description of the company's debt settlement or debt guarantee.
The original copy of the business license, the official seal, and the copy of the ID card of the legal person and the shareholders (all shareholders bring the original ID card to the site to sign).
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Legal analysis: 1. Copy of the license for business use.
2. The original articles of association before and after the change of the company.
3. Resolutions of the company's shareholders' meeting (resolutions of the shareholders' meeting include matters involving the change of shareholders and the reduction of registered capital).
4. Business license of corporate shareholders or ID card of natural person shareholders.
5. A copy of the application for change of registration.
6. The company's balance sheet (the company's balance sheet should be the most recent) 7. The original opening capital verification report (including the original capital verification report before the capital reduction) 8. The original special audit report (including the company's financial status before the capital reduction in the report) 9. The capital reduction announcement.
Legal basis: Article 170 of the Company Law of the People's Republic of China 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. Split branches.
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If you need to reduce the capital verification report, you can handle it on Alipay.
Now you can make an appointment for capital verification online on Alipay, which costs a few hundred yuan, and the capital verification work will be completed the next day.
2. Enter the Mini Program and select [Capital Verification Report].
3. Select the type of capital verification report that needs to be handled, such as [set up capital verification] 4, fill in the amount of capital verification, and the system will give **.
5. Docking materials with the staff.
6. After the application is completed, the electronic version will be sent to the applicant. The paper version of the capital verification report is mailed to the hand, which is very convenient
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1) Precautions for the company's capital reduction.
When the company reduces its registered capital, due to the reduction of the company's capital, it will have a certain impact on the company's shareholders and creditors, so the general capital reduction procedure is carried out in accordance with the procedures of the company's merger and division.
When a company reduces its capital, it needs to prepare a balance sheet and a list of assets. At the same time, the creditors shall be notified within 10 days from the date of the resolution to reduce the registered capital, and the notice shall be publicly announced 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 pay off the debts or provide corresponding guarantees.
The new Company Law abolishes the requirement for a minimum amount of registered capital of a company, so the original requirement that the registered capital of a company after capital reduction shall not be lower than the statutory minimum limit has also been abolished accordingly. However, laws, regulations, and decisions on the minimum amount of the company's registered capital have special provisions.
2) Precautions for the company's capital increase.
When the company increases its registered capital, it does not harm the interests of the company's shareholders and creditors, so it does not need to follow the relevant procedures for merger and division of the company.
The increase in the registered capital of the company is actually a new investment in the company by the new shareholders and the original shareholders. Therefore, the company's capital increase process can be implemented in accordance with the relevant provisions of the Company Law on the payment of capital contributions by shareholders.
When a limited liability company increases its registered capital, it shall be implemented in accordance with the relevant provisions on the payment of capital contributions by the establishment of a limited liability company, and when the shareholders subscribe for new shares when the limited liability company increases its registered capital and issues new shares, it shall be implemented in accordance with the relevant provisions on the payment of shares for the establishment of shares.
1. How to reduce the registered capital.
The process is as follows: (1) Resolution of the shareholders' meeting. The resolution reads:
the registered capital of the company after the capital reduction; Arrangements for shareholders' interests and creditors' interests after capital reduction; matters relating to amendments to the Articles of Association; changes in shareholders' capital contributions and their proportions, etc. When the company makes a capital reduction resolution, it should be noted that the registered capital of the company after the capital reduction shall not be lower than the statutory minimum limit; (2) Preparation of balance sheet and property list; (3) Notify or announce to creditors. 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 the first announcement if the creditor does not receive the notice, the creditor has the right to require the company to pay off the debts or provide corresponding guarantees; (4) Alteration of registration.
1. Procedures for the division of the company.
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Enterprise capital reduction process, welcome to follow, like, next wonderful content recommendation, business handling, please private message or** Conditions and procedures for Shenzhen enterprises to reduce registered capital 1. Excessive and excess enterprise capital leads to idle enterprise funds, which will also increase the burden of dividends 2. The enterprise has serious losses, the gap between the actual assets and the total capital of the enterprise is huge, and the corporate capital has no ability to prove the legal significance of the credit status of the enterprise Recommended reading: "The Rules for the Reduction and Capital Reduction of the Company for Company Change" The process of reducing the registered capital of Shenzhen enterprises To reduce the registered capital of an enterprise, it is necessary to convene a shareholders' meeting to discuss and resolve, and amend the articles of association of the enterprise, which must be passed by shareholders representing more than two-thirds of the voting rights. At the same time, the registered capital of the enterprise after capital reduction shall not be lower than the statutory minimum limit 1. The resolution of the shareholders' meeting mainly includes the following items: >>>More
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The announcement of capital reduction normally needs to be published in a newspaper issued at or above the municipal level, and the company's capital reduction needs to be notified and announced to creditors. Notify the creditor within 10 days from the date of the capital reduction agreement, and make an announcement in the newspaper for 30 days, and the creditor who receives the notice shall have the right to require the company to repay the debts or provide corresponding guarantees within 45 days from the date of the announcement, and shall submit the relevant proof of the company's announcement on the reduction of the company's registered capital published in the newspaper and an explanation of the company's debt repayment or debt guarantee. >>>More
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