20 19 Company Renaming Process The company's shareholders' meeting will form a document to change the name and legal person, fill in the form at the Industrial and Commercial Bureau, inquire whether the name can be completed and apply for the code certificate at the Technical Supervision Bureau, and finally handle the change at the tax bureau. Application procedure:
1, application report;
2. The certificate of the company's entrusted agent (power of attorney) and a copy of the client's work permit or ID card;
3. Application for change registration signed by the legal representative of the company;
4. In accordance with the change resolution made by the shareholders' meeting or the board of directors of the Company Law, if the articles of association are changed, the articles of association shall be amended accordingly;
(1) Name change: pre-approval notice and announcement of enterprise name are required;
(2) Changes in business scope: projects that must be submitted for examination and approval according to laws and administrative regulations, and the approval documents of relevant state departments;
(3) Change of registered capital: issue a capital verification certificate issued by a legally qualified capital verification institution or a state-owned assets property right registration form issued by the state-owned assets management department; The reduction of registered capital needs to be announced three times;
(4) Change of domicile: proof of domicile, and a lease agreement must be submitted for renting the house, and the term of the agreement must be more than one year (with a copy of the property right certificate);
(5) Change of legal representative: copy of resolution of shareholders' meeting or resolution of board of directors or letter of appointment (wholly state-owned), identity card and temporary residence permit (referring to identity cards of other provinces and cities);
(6) Shareholder change: You know the company. Articles of association, resolutions of shareholders' meeting, resolutions of board of directors, investment agreement or equity transfer agreement, payment voucher and copy of new shareholders' license (stamped with the seal of issuing authority) need to be re-submitted. 5, laws and regulations must be approved, the approval documents of the relevant state departments;
6. A complete set of registration forms and other materials issued by the Bureau;
7. Submit the original and duplicate of the business license of the enterprise as a legal person and the IC card. A limited company that changes its registration shall apply to the original registration authority. The materials to be submitted for registration of change are: 1, Application for Registration of Change of Company signed by the legal representative of the company. 2. The certificate of the designated representative or authorized agent signed by the company and the copy of the ID card of the designated representative or entrusted agent (signed by myself) shall indicate the specific entrusted matters, the authority of the client and the entrusted period.
8. Amendment to the Articles of Association (signed by the legal representative of the company) 9. The following documents shall be submitted to change the relevant registered items.
(1) Name change: notice of pre-approval of enterprise name change. Where laws, administrative regulations and the State Council decisions stipulate that the change of company name must be approved, for the company, a copy of relevant approval documents or license certificate shall be submitted.
(2) Change of business scope: If laws, administrative regulations and the State Council decisions stipulate that the business scope must be approved, a copy of relevant approval documents or license certificates shall be submitted; If the laws and administrative regulations stipulate that the change of business scope must be approved by the relevant departments, the approval documents of the relevant departments shall be submitted.
(3) Change of registered capital: explanation of the capital contribution of the company's shareholders (promoters), resolutions of shareholders' meeting or written decisions of shareholders or approval documents of state-owned assets supervision institutions, and capital verification certificates issued by legally established capital verification institutions; If the registered capital is reduced, submit a newspaper sample that publishes the announcement of capital reduction. Where laws, administrative regulations and decisions of the State Council stipulate that the change of registered capital must be approved, the relevant approval documents or copies of licenses shall be submitted.
(4) Change of paid-in capital: a capital verification certificate issued by a legally established capital verification institution.
(5) Change of domicile: submit a copy of the title certificate of the own property; Submit the original or copy of the lease agreement and the copy of the lessor's property right certificate for the leased house; If the above cannot provide a copy of the property right certificate, submit a copy of other property right use certificates. Where laws, administrative regulations and the State Council decisions stipulate that the change of residence must be approved, the company. Submit the approval documents or licenses of relevant departments.
(6) Name change of legal representative: a copy of the registration form of the legal representative of the company (enterprise), the resolution of the shareholders' meeting or the resolution of the board of directors or other appointment and removal documents signed by the company, and the identity certificate of the legal representative. Where laws, administrative regulations and decisions of the State Council require approval to change the legal representative, relevant approval documents or licenses shall be submitted.
(VII) Change of company type: If laws, administrative regulations and the State Council decisions stipulate that the change of company type must be approved, relevant approval documents or copies of licenses shall be submitted.
(VIII) Alteration of the term of operation: If laws, administrative regulations and decisions of the State Council require approval, relevant approval documents or copies of licenses shall be submitted.
(9) Name change of shareholders or promoters: explanation of the capital contribution of shareholders (promoters) of the company, certificate of name change of shareholders or promoters, copy of qualification certificate of new shareholders or promoters or identity certificate of natural persons.
(10) shareholder change: resolution of shareholders' meeting, equity transfer agreement or equity delivery certificate, copy of new shareholder's qualification certificate or identity certificate of natural person. Where laws, administrative regulations and the State Council decisions stipulate that the change of shareholders must be approved, relevant approval documents or copies of licenses shall be submitted.
10, a complete set of registration forms issued by the registration authority and other materials.
1 1. If a copy of the Business License of Enterprise as a Legal Person is submitted, it shall be marked "consistent with the original" and signed by the shareholders. If the shareholder is a natural person, it shall be signed by himself; Shareholders other than natural persons affix their official seals.
20 19 notice for renaming the company 1. An enterprise as a legal person must use an independent enterprise name, and it is not allowed to include another enterprise name, including another enterprise name.
The Regulations on the Administration of Enterprise Name Registration clearly stipulates that the name of an enterprise may include the name of an international organization; Name of country (region); Names of political parties and religions; Names of state organs, political party organs, military organs, institutions and social organizations; Military name or code.
An enterprise as a legal person is an economic organization established in accordance with the law for the purpose of making profits, engaging in production and business activities in its own name, enjoying civil rights independently and bearing civil liabilities independently. Independently undertake the most essential characteristics of the current civil enterprise legal person. The name right of an enterprise legal person is an important part of the personal right of an enterprise legal person, and it is the premise and basis for an enterprise legal person to enjoy other civil rights and bear civil liabilities. If the name of an enterprise as a legal person contains the names of other enterprises as legal persons or other legal person organizations, it will easily lead to public misunderstanding of the liability of an enterprise as a legal person, lead to economic disputes or confuse the subjects of rights and obligations in economic disputes, and complicate the problem. In particular, the name of the enterprise is preceded by the name of the party and government organ. As China's economic system has undergone a transformation from a planned economy to a socialist market economy, enterprises are established by the government under the planned economy system, and all aspects of enterprises have also been marked with a strong administrative color. Many enterprises and institutions are also named as administrative organs. With the deepening of reform, the separation of government from enterprise has become an important part of economic system reform. The CPC Central Committee and the State Council have repeatedly stressed the requirement of separating the party from the government, especially in June 5438+0993+ 10, which clearly stated that the party organs, people's congress organs, judicial organs, procuratorial organs, public security and other 1 1 departments in government organs are not allowed to set up economic entities, and other departments must set up economic entities in functions, finance, personnel and so on. Therefore, the name of an enterprise shall not be preceded by the name of the party and government organs at all levels. If the name of an enterprise is preceded by the name of the party and government organ, it shall be corrected.
The name of a foreign-invested enterprise shall not be the name of a country (region), the joint name of a country and a country (region), the name of a country (region) and an administrative division, or a trade name for short. The names of foreign-invested enterprises shall not use foreign (regional) names (including customary titles) or Japanese names (including customary titles "China" or "China"), such as "China-China Friendship Hotel".
Two, the name of the enterprise should be in accordance with the national norms of Chinese characters, the name of the enterprise in ethnic autonomous areas can be used with the national language commonly used in the region. The enterprise name shall not contain foreign characters, Chinese phonetic letters and numbers (excluding Chinese characters and numbers).
The use of Chinese characters that conform to national norms refers to the simplified Chinese characters approved by the State Council, and the traditional Chinese characters that have been replaced and the simplified Chinese characters that have not been approved shall not be used.
What language the government uses as the official language reflects the sovereignty of a country. The behavior of industrial and commercial administrative departments at all levels to register enterprises according to law and manage the registration of enterprise names is a concrete manifestation of national sovereignty. Therefore, it is not too much to ask the enterprise name to use Chinese characters, excluding foreign characters. The name of an enterprise shall not contain foreign characters. Although no country in the world has written it into law, it is also an international practice in practice.
Allowing and encouraging foreign businessmen to set up foreign-invested enterprises in China is an important part of China's reform and opening-up policy, and China has given preferential policies to foreign-invested enterprises in various aspects. In the management of enterprise name registration, considering the need of unified external management, external publicity and product export, foreign-invested enterprises are allowed to mark foreign language writing habits on their business licenses, and foreign language names are translated by enterprises themselves in accordance with the general rules for foreign language translation.
Mbth is the translation of Chinese names, which is a problem that enterprises need to translate and use according to their own foreign business activities. It can be translated into English in English-speaking areas and Japanese in Japanese-speaking areas, as long as the translation conforms to the international translation principles and is consistent with Chinese names.
Pinyin itself is not a Chinese character, but a tool for learning Chinese.
One of the following circumstances in the enterprise name shall not be regarded as the use of numbers:
(1) Place names contain numbers, such as "Sichuan";
(2) Fixed words containing numbers, such as "four links";
(3) Use ordinal numbers, such as "first".
3. The name of an enterprise shall not contain any content that harms national interests, social public interests, violates social public morality, and does not conform to ethnic and religious customs.
Enterprise is the cell of social and economic life. It is the obligation of every citizen and the first enterprise to safeguard the interests of the whole country and the public and abide by social morality.
As China is a multi-ethnic country, all ethnic groups have different living habits and religious beliefs. It is our consistent policy to respect the living habits and religious beliefs of all ethnic groups and safeguard national unity and freedom of religious belief. Therefore, the name of an enterprise must not contain anything inconsistent with ethnic and religious customs, especially the name of an enterprise established in minority areas. When applying for and approving the name of an enterprise, please pay attention to the living customs and religious customs of local ethnic groups and avoid taboos of local ethnic groups and religions.
Four, the name of the enterprise shall not contain any content that violates the principle of fair competition, may cause misunderstanding to the public, and may harm the interests of others.
Enterprises enjoy the right of name according to law, but enterprises shall not infringe upon the right of name of other enterprises when applying for and using their names. In particular, it is necessary to prohibit enterprises from engaging in unfair competition through enterprise names. If the enterprise name causes confusion; Or the name of the enterprise contains false statements that damage the goodwill of other people's business offices, commodities or industrial and commercial activities in business activities; Or the name of the enterprise contains statements and statements that are easy to mislead the public about the nature, manufacturing methods, characteristics, uses and quantities of the goods. No matter whether the above situation occurs when applying for name registration or after enterprise name registration, enterprises have the obligation to make adjustments in the process of using enterprise names.
5. The name of an enterprise shall not contain contents prohibited by laws or administrative regulations.
In addition to the relevant provisions of the Regulations on the Administration of Enterprise Name Registration, the name of an enterprise shall also comply with the provisions of other national laws or administrative regulations.
Professional economy has special provisions on the organizational form of enterprises. For example, the Company Law of People's Republic of China (PRC) clearly stipulates that "the name of a company established according to this law must use the words" limited liability company "or" joint stock limited company ",so after 1 July 19941,any company established must be called" limited liability company "or" joint stock limited company ". At present, there are still many enterprises in China that are individually called "companies". They were all established before the implementation of the Company Law. At that time, there was no specific single regulation to bind the company as an economic organization. According to the unified arrangement of the state, these companies will have a process of gradual standardization in accordance with the company law within three to five years. At that time, their names will also be standardized as limited liability companies or joint stock limited companies with the standardization process of the company, or changed to other organizational forms.
Another example is that some individual industry laws and regulations often prohibit or restrict the industry or require strict examination and approval. For example, the State Council clearly instructed that it is not allowed to be a debt collection company, and the company name is not allowed to apply for the word "debt collection"; The State Council expressly stipulates that China prohibits the establishment of financial futures and futures brokerage companies to engage in international futures brokerage business, so the words "financial futures" and "international futures" may not be applied for in the name of an enterprise.
Six, the name of the enterprise is the carrier of the rights and obligations of the enterprise, and the creditor's rights and debts of the enterprise are reflected under the name of the enterprise. After the enterprise is renamed, it is impossible for the public or the customers of the enterprise to know it within a certain period of time; After an enterprise cancels its registration or its business license is revoked, it is impossible to pay off all its debts within a certain period of time. During this period, if the new enterprise uses the same name as the above-mentioned enterprise, although it does not constitute a duplicate name, it is easy to cause misunderstanding among the public and specific customers of the above-mentioned enterprise. Therefore, the name of an enterprise or institution that an enterprise applies for registration shall not be the same as the original name of another enterprise less than three years after its name change, or the same as the name of an enterprise whose registration has been cancelled or its business license revoked less than three years ago.
20 19 how to write the certificate of company name change I. description of company name change
Due to the need of development, the company name was changed from "XXXX Co., Ltd." to "XXXX Co., Ltd." after examination and approval by the State Administration for Industry and Commerce, and all the registration and change procedures were completed on. Starting from XX, XXXXX, the company will use the new name to carry out external work, and the original company name will be discontinued.
Second, the reasons for the change of company name
For example, the needs of the company's industrial structure adjustment fully reflect the strategic objectives of the company's business development.
Three. Other explanations on the change of company name.
For example, this change only involves the company name, and the business scope of the company has not changed after the change of the company name, which will not affect the overall business structure, functions and cooperative business policy with you. All the business, assets, rights and obligations of the original company will continue to be undertaken by the new company, and the contracts signed or being performed are still valid. All kinds of qualification documents used by the original company are temporarily extended by the new company, and the business address and contact information of the company remain unchanged. Please forgive the inconvenience.
20 19 certificate format of company name change XX:
Due to the needs of business development, the name of the company was changed from "XXXX Co., Ltd." to "XXXX Company" after examination and approval by the State Administration for Industry and Commerce, and the business address and contact information of the company remained unchanged. Please forgive the inconvenience.
Company signature: _ _ _ _ _ _ _
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
If the change of the company only involves the change of name, excluding the change of registered address, registered capital and shareholders, it is only necessary to provide the following relevant certificates:
If the following items are not indicated as copies, the originals shall generally be submitted; If a copy is submitted, it shall be stamped with the official seal of the company and signed to confirm that it is consistent with the original. The original approval documents of the relevant departments shall be presented.
(1) An application for company change registration signed by the legal representative (the company shall affix its official seal upon receipt);
(2) The Power of Attorney for Enterprise (Company) to Apply for Registration (received and stamped with the official seal of the company) shall indicate the specific entrusted matters and the authority of the client;
(3) The limited liability company submits a resolution to the shareholders' meeting, which includes: matters to be resolved, revision of relevant articles of association, and seal or signature of shareholders (natural person shareholders);
(4) If laws and administrative regulations stipulate that the change of name must be approved by the relevant departments, the approval documents of the relevant departments shall be submitted;
(5) The amendment to the articles of association of a limited liability company shall be sealed or signed by the shareholders (natural person shareholders);
(6) A copy of the company's business license. After completing all the change procedures, the full set of registration forms and related materials required by the original license, as well as the original and duplicate copies of the original license, must be returned to the registration authority for cancellation before a new company license can be renewed (there is no IC card in the business license of a general city, only the IC card issued by the organization code certificate).
The above is the process of renaming the company organized by Bian Xiao. I wonder if it will help you?
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