Procedures For Application For Registration Of Enterprise Legal Person

The procedure for enterprise legal person to apply for registration refers to the procedure for enterprise legal person to apply for registration with the registration authority after obtaining the approval documents from the competent government department or the government authorized department or the national industry centralized management department. According to the Regulations on the Administration of the Registration of Enterprises as Legal Persons and its implementation rules, the application for registration of enterprises can be divided into three categories: business registration, change registration and cancellation registration, and the registration procedures can also be divided into three categories accordingly: 1. business registration procedures. The procedures for an enterprise as a legal person to apply for registration of starting business refer to the steps and processes that an enterprise as a legal person should follow to apply for registration of starting business as stipulated in relevant laws and regulations. (1) An application for registration of starting operations of a non company enterprise as a legal person shall be submitted to the registration authority within 30 days after the approval of the competent department or the examination and approval authority. When applying, relevant documents and certificates shall be submitted. (2) After the registration authority accepts the application for registration, it shall make a decision on whether to approve or disapprove the registration within 30 days from the date of acceptance. The enterprise shall be established after the registration authority approves the registration and obtains the business license of enterprise legal person. 2. Change registration procedure (1) If an enterprise as a legal person changes its name, domicile, business location, legal representative, economic nature, business scope, mode of operation, registered capital, business term, branch or other registered items or changes due to division, merger or relocation, it shall apply to the original registration authority for registration of change. The procedure of change registration of enterprise legal person refers to the steps and processes that the enterprise legal person should follow to apply for change registration as stipulated in relevant laws and regulations. Article 17 of the Regulations on the Administration of the Registration of Enterprises as Legal Persons stipulates that enterprises as legal persons, unincorporated enterprises and business units that change their names, domiciles, business sites, legal representatives, persons in charge, economic nature, business scope, business methods, registered capital, business term, and the addition or cancellation of branches shall, within 30 days after the approval of the competent department or the examination and approval authority, Apply to the registration authority for registration of changes. If there is no competent department or examination and approval authority, it may directly apply to the registration authority for registration of changes. When an enterprise applies for change of registration, it shall submit relevant documents and certificates to the registration authority. In 1992, the State Administration for Industry and Commerce issued Several Opinions on Improving the Administration of Enterprise Registration and Promoting Reform, Opening up and Economic Development, which simplified the procedures for registration of changes. When an enterprise applies for registration of changes, except for changes in its legal representative (person in charge), economic nature, increase or decrease of branches that independently bear civil liability, It is not necessary to submit the documents to the competent department for approval. (2) The registration authority shall, within 30 days after accepting the change of registration, make a decision to approve or disapprove the change of registration. 3. Registration cancellation procedure: The procedure for an enterprise as a legal person to apply for cancellation of registration refers to the steps and processes that an enterprise as a legal person should follow to apply for cancellation of registration as stipulated in relevant laws and regulations. (1) Cancellation of registration refers to the law enforcement action by the registration authority to take over the business license, official seal, etc., revoke the registration number, and revoke the corporate qualification or business right of an enterprise that is closed down, revoked, declared bankrupt or terminated for other reasons. Article 20 of the Regulations on the Administration of the Registration of Enterprise Legal Persons stipulates that: "An enterprise legal person shall go through the cancellation of registration with the registration authority when it closes down, is revoked, declares bankruptcy or terminates its business for other reasons." An enterprise legal person shall submit ① the Enterprise Application for Cancellation of Registration signed by its legal representative; ② Approval documents of competent department or examination and approval authority; ③ Proof of the completion of liquidation of debts or documents on which the liquidation group is responsible for liquidation of debts. (2) After the registration authority accepts the cancellation application of the applicant, it shall make a decision on whether to approve or disapprove the registration within 30 days from the date of acceptance. After being approved by the registration authority, the Business License of Enterprise Legal Person, the duplicate of the Business License of Enterprise Legal Person, the official seal, and the bank of deposit shall be notified of the cancellation of registration. (3) The procedures for the cancellation of registration of an unincorporated enterprise and the documents and certificates to be submitted shall be implemented with reference to the relevant provisions on the cancellation of registration of an enterprise as a legal person. Registration procedures approved by the registration authority The procedures for registration approval by the registration authority refer to the steps and processes that the registration authority should follow to approve the registration of the opening, change and cancellation of an enterprise as a legal person as stipulated in relevant laws and regulations. The examination and approval procedures of the registration authority for the application for registration of enterprises as legal persons, unincorporated enterprises and business units can generally be divided into five steps: acceptance, examination, approval, licensing and announcement. 1. Acceptance (1) Concept and conditions of acceptance: Acceptance is the act of the registration authority to accept the enterprise registration application according to law, is an important link in the registration procedure, and is the starting point for the registration authority to use the registration procedure and assume the registration responsibility. The registration authority must meet the following conditions when making an acceptance decision: ① There must be jurisdictional basis. The registration authority can only make a decision on acceptance of the applicant's registration application within the prescribed jurisdiction. Ultra vires jurisdiction belongs to invalid jurisdiction, and ultra vires acceptance is also invalid. Once found, it shall be corrected immediately, and the accepted enterprise registration application shall be transferred to the competent registration authority. ② There should be legal basis. The registration authority shall conduct advisory review and investigation on whether the reasons for the application for registration and the application documents and certificates submitted by the applicant conform to the provisions of laws, regulations and rules, and shall have the obligation to provide advisory guidance and answer relevant questions on applicants and application behaviors that do not conform to the provisions, So that the applicant's application for registration and registration documents meet the statutory requirements. ③ There should be a procedural basis. The registration authority shall accept the application for registration according to the submitted registration application documents, certificates, relevant materials and the completed Registration Certificate. If the registration application documents and certificates are incomplete and invalid, they shall not be accepted. However, the registration authority shall not refuse to accept without reason, nor shall it enter the examination or approval stage without acceptance. The registration authority shall make a decision of approval or disapproval within 30 days after making a decision of acceptance. Therefore, the acceptance time should be accurate, open, and agreed by both parties, and should be in written form, so as to clearly register the responsibilities of both parties and serve as evidence for the litigation of both parties. (2) Acceptance procedure After the applicant submits the registration application report, the documents and certificates to be submitted, and the completed Registration Certificate to the registration authority in accordance with the provisions of laws and regulations, the registration authority shall conduct a preliminary examination. The submitted documents and certificates can be accepted only if they are complete, otherwise they will not be accepted. The contents of the preliminary examination include: ① whether the registration applicant belongs to the scope of registration and jurisdiction; ② Whether the documents and certificates submitted are complete and valid; ③ Whether the Registration Form is filled in accurately and clearly. Those meeting the above conditions shall be accepted. After acceptance, the registration acceptance staff shall sign the acceptance opinions and acceptance time in the relevant columns of the Registration Form. If it is not within the jurisdiction of this registration authority, it shall notify the applicant and apply for registration to the competent registration authority with jurisdiction. 2. Review (1) Concept of review. Examination is a procedural act of the registration authority to review and verify the registration items applied for by enterprises according to the provisions, and it is an important link in the registration process. The so-called "trial" is to make a comprehensive evaluation on whether all the contents of the various documents submitted by the enterprise for registration are authentic, legitimate, effective and complete. If there is no problem, it will be affirmed. If there is a problem, it will propose solutions to the problem, and if it does not meet the requirements, it will be rejected. The so-called "verification" is to confirm the conditions for the establishment of an enterprise and the basis for its operation according to the enterprise's application for registration and the submitted approvals, certificates, articles of association and other relevant materials. The verification process is the process that the registration authority specifically implements the relevant national laws, regulations, rules and policies, and it is the process of identifying whether the establishment mode, organizational form and registration items of an enterprise are true and legal. The examination in the registration procedure is different from the advisory examination before acceptance. The former is a legal procedural act, and the latter is a preparatory work before acceptance; The former makes a review decision on whether an enterprise can register, providing less choice for enterprises, while the latter provides advisory guidance for enterprises, answers registration questions, and provides more choice for enterprises; The former focuses on the examination of registration conditions and registration items, while the latter focuses on the examination of whether the application registration documents are complete and legal; The former is subject to the time limit, while the latter is not subject to the time limit. Relatively speaking, the review in registration is more important than the advisory review before acceptance. However, the advisory review before acceptance is also very necessary, which plays an important role in ensuring the quality of acceptance work, reducing the blindness of acceptance behavior, and improving the quality and efficiency of the review. Review includes procedural review (also called formal review) and substantive review. Procedural examination refers to the examination of whether the documents and certificates submitted by the enterprise applying for registration are complete and whether the relevant examination and approval procedures are performed in accordance with the provisions of the State. Including: ① Before the enterprise applies for registration, it has already completed the approval procedures of relevant government departments and competent departments; ② Whether the contents of the Registration Form are filled in item by item and meet the specified requirements; ③ Whether the approval documents, certificates and data are complete and meet the prescribed approval authority. If it is found that the requirements of the regulations are not met during the review, it can be ordered to supplement or re perform the approval procedures. Substantive examination refers to the examination by the registration authority, on the basis of procedural examination, of whether the registration applicant meets the registration conditions, whether the registration items applied for are true, whether the documents and certificates submitted are true, complete, legal and effective, and whether they comply with national laws, regulations and policies. Including: ① review whether the registration application unit meets the conditions, and verify the conditions in combination with the field survey; ② Review whether the items applied for registration comply with laws, regulations and policies; ③ Review whether the contents of the submitted documents, certificates, certificates and other materials meet the specified requirements. If it is found that the requirements are not met during the review, it can be ordered to supplement or re perform the approval procedures; Those who do not meet the registration conditions or violate national laws, regulations and policies shall be rejected. Procedural review and substantive review are the specific operation modes in the review process. Procedural examination focuses on the examination of the form, effectiveness, quantity and other registration forms of the application registration documents according to law. If there are deficiencies and incompleteness in the procedure, namely, the formalities, the applicant shall be notified to re report and supplement in a timely manner. Substantive examination shall examine the authenticity, necessity and legality of the conditions for application for registration and the registered items in accordance with the law, and shall also organize field investigations when necessary. Problems found in the review may be solved through consultation or discretion. Through substantive review, it will finally determine whether the enterprise meets the conditions for legal person, business registration and other conditions that the enterprise involved in the application for registration should meet. Through substantive examination, the registration items of the enterprise will also be preliminarily determined. In the review work, procedural review and substantive review are not completely separated. The two review methods are of the same importance and cannot be replaced. Field investigation refers to the field investigation conducted by the staff of the registration authority to ensure the authenticity of the registered items in the enterprise's domicile and business site. It is mainly to verify the conditions for the establishment of enterprises, including residence, business premises, equipment, facilities, funds, employees, legal representative qualifications and environmental conditions. Field investigation is a link in the enterprise registration and approval process, which is a necessary measure to ensure the authenticity of registered items. (2) Review procedures. The registration authority shall comprehensively examine and check the Registration Certificate filled in by the applicant and the relevant documents and certificates submitted, that is, examine the authenticity, legality and validity of the documents and certificates submitted by the enterprise and the Registration Certificate filled in, and verify the relevant registration items and starting conditions. Review is the central link of the registration and approval process. The review shall be conducted in the order of procedural review, substantive review and field investigation. Procedural review includes: ① Review the application report, relevant documents and certificates submitted by the applicant to see whether they comply with the provisions of the registration management regulations; ② Examine the relevant documents and certificates submitted by the applicant to see whether they are true, complete, legal and effective; ③ Whether the competent department or approval authority