The Regulation on the Administration of Commercial Franchise (hereinafter referred to as the Regulation) was officially implemented in May, 2, which indicates that China's commercial franchise is moving towards the process of scale, standardization and legalization. The compulsory filing system stipulated in the Regulations is an important supervision content for commercial franchise enterprises. If a franchise enterprise fails to file in accordance with the Regulations, it may not only be punished by the administrative authorities (the maximum fine is , yuan), but also the validity of the franchise contract and even affect the normal operation of the franchise enterprise. Therefore, franchising enterprises must attach great importance to the problem of filing. However, the filing system is a new thing, and many franchised enterprises do not understand this system, and there are deviations in their understanding and understanding, and they don't know how to go through the filing procedures. According to the provisions of the Regulations and the Measures for the Administration of Commercial Franchise Filing (hereinafter referred to as the Measures), the author introduces how to file a franchise enterprise in combination with his usual experience in handling the filing. Franchising is a contractual act in nature, and it is the civil right of the parties to engage in franchise activities. It is not appropriate for the government to implement administrative examination and approval control on it, but it is necessary to supervise and manage its business activities in order to maintain market order and protect the legitimate rights and interests of the parties. In view of this, the "Regulations" established the franchisor filing system, requiring franchisers engaged in commercial franchising to file according to law. Requiring the franchisor to put on record has three main functions: first, it is convenient for the competent commercial department to know and master the relevant information of the franchisor in time, and to standardize and supervise the franchise activities in a targeted manner; Second, it will help potential investors to understand the basic situation of the franchisor, make appropriate investment decisions, and prevent fraud and false propaganda; Third, it is conducive to the formation of social supervision over franchisers. The following matters should be paid attention to in the filing of commercial franchising enterprises: according to the main scope of filing and registration, the second paragraph of Article 3 of the Regulations stipulates that no unit or individual other than the enterprise may engage in franchising activities as a franchisee. As can be seen from this provision, only enterprises can be the main body of franchising. According to the regulations of enterprise registration management in China, the only valid proof to confirm the identity of an enterprise is the business license issued by the administrative department for industry and commerce. Therefore, verifying the authenticity of the business license of the enterprise has become the first of the record management. 2. Enterprises registered for the record shall comply with the provisions of "two stores for one year". Paragraph 2 of Article 7 of the Regulations stipulates: "Franchisors shall have at least two direct stores in franchise activities, and the operating time shall exceed one year". That is, the so-called "two stores a year" requirement, the main purpose is to prevent some enterprises from using franchising for fraud. At the same time, the direct store has a certain demonstration function, which is convenient for other operators to intuitively understand the franchisor's brand, business model and business situation from the operation of the direct store. First of all, as the name implies, "direct stores" should refer to stores owned by franchisees. Among them, "ownership" should include not only wholly-owned ownership, but also holding ownership. In addition, considering the fine division of labor among enterprises in modern economic life, even different enterprises within the same group may have different division of labor-some enterprises may only engage in business as franchisees, while others are responsible for operating stores. Therefore, if the franchiser's affiliated enterprises can meet the requirements of "two stores and one year", we think it should be regarded as that the franchiser itself has met the requirements of "two stores and one year". Neither the Regulations nor the Measures for the Administration of Commercial Franchise Filing defines the meaning of "affiliated enterprise", but Article 3 of the Measures for the Administration of Information Disclosure of Commercial Franchise makes relevant provisions: "The affiliated companies mentioned in these Measures refer to the franchiser's parent company, the franchiser's subsidiary company which directly or indirectly owns all or most of the shares, and the company which directly or indirectly owns all or most of the shares with the franchiser". We believe that this definition can be applied to judge whether the franchisor meets the requirement of "two stores and one year", that is to say, if an enterprise with direct or indirect holding relationship with the franchisor meets the requirement of "two stores and one year", the franchisor should be considered to have met the requirement. Secondly, it should also be noted that the business of direct stores should be the same business operated under the same brand as the franchise business. For example, if the franchisor's direct store is engaged in fast food service, but its franchise business is dry cleaning, obviously, at this time, the franchisor's direct store can't prove that the franchisor has established a mature operation mode in the franchise business field (that is, fast food service), which is not in line with the legislative intention of "two stores for one year". Therefore, the business operated by direct stores must be the same as the franchise business before it can meet the requirement of "two stores for one year". Third, the brand of direct stores must also be the same as the brand of franchise business. Suppose the franchisor engages in fast food business under brand A and owns several fast food restaurants operating under brand A, but the franchisor has never engaged in fast food business under brand B. Then, because it takes time to prove the operation mode and market prospect of a specific brand, if the franchisor intends to engage in fast food franchise business under brand B, it is not enough for the franchisor to successfully operate fast food business under brand A. Because franchisees can successfully operate fast food business under brand A, it does not mean that they can also establish a mature business model under brand B.. Therefore, from the perspective of meeting the requirements of "two stores for one year", direct stores should operate under the same brand as franchise business. Fourth, the certification documents issued by the municipal competent commercial department of the district that meet the provisions of the second paragraph of Article 7 of the Regulations; If the direct store is located overseas, the franchisor shall provide the business certificate of the direct store (including Chinese translation), which shall be notarized by the local notary office and certified by the local embassy or consulate of China. Except franchisers who have engaged in franchise activities before May 1st, 2, but the first franchise contract concluded between franchisers and franchisees in China shall be submitted. In addition, the "Regulations" the provisions of the second paragraph of Article 7 of the business for more than a year, not only refers to the enterprise should be established and operated for more than a year, but also to its own direct stores to operate for more than a year. III. Obtaining Login Number The login number is the only identity certificate for the franchisor to apply for filing through China Network. After obtaining the login number of China Station of the filing system of the Ministry of Commerce, the franchisor can enter the login number and password, and then file the filing page, upload and modify the file. By putting in and obtaining the login number, it is ensured that the franchisor can accept the supervision of the public and the management of the filing authority in his own space, and the uncertain security factors are reduced to a minimum. Getting the login number is only an identity examination process before applying for filing, just as an enterprise should go to the administrative department for industry and commerce to get the registration form before registering, which belongs to one of the preparatory work before filing and does not belong to the date when the deadline stipulated in Article 9 of the Regulations begins. The filing time of formal application shall be counted from the date when all documents and materials submitted by the Franchisor through China Network are completed after obtaining the login number. According to the provisions of Articles 43 and 63 of the General Principles of Civil Law, the filing management organ has stipulated three ways to confirm the identity in the filing system. First, the legal representative of the franchisor directly handles it; Second, the franchisor entrusts a natural person to handle it; Third, the franchisor entrusts intermediary organizations such as associations and legal institutions to handle it. According to different ways, in order to ensure the identity of the agent, according to the experience in judicial practice and relevant laws and regulations, the documents that need to be produced in different ways are put forward: First, the original copy of the business license of the enterprise legal person, the original copy of the identity certificate of the legal representative, the franchisor's name, contact person, contact person's position, China, fax, address, postal code and e-mail address should be brought when the franchisor's legal representative directly handles it. If it is impossible to submit the original business license, it should hold the original proof document or other valid proof documents (such as notarial certificate that the copy of the business license is consistent with the original) stamped with the official seal by the local industry and commerce (commercial authorities and chain associations at or above the provincial level); Second, if the franchisor authorizes other natural persons, it should first check whether the authorization has gone through legal authorization procedures (including but not limited to notarization) to confirm the authenticity of the power of attorney, and then ask the trustee to bring: the original copy of the franchisor's business license, the original power of attorney entrusted by the franchisor, the original copy of the legal representative's identity certificate, the original copy of the trustee's identity certificate, the franchisor's name, contact person, contact person's position, China, fax and so on. If it is impossible to submit the original business license, it should hold the original proof document or other valid proof documents (such as notarial certificate that the copy of the business license is consistent with the original) stamped with the official seal by the local industry and commerce (commercial authorities and chain associations at or above the provincial level); Third, if the franchisor authorizes other intermediary organizations to handle it, it should first examine whether the authorization has gone through legal authorization procedures (including but not limited to notarization), so as to confirm the authenticity of the power of attorney. Then, the agent of the intermediary agency is required to bring: a copy of the franchisor's business license, the original power of attorney from the franchisor to the intermediary agency, the original business license of an enterprise as a legal person and the identity certificate of its legal representative verified by the intermediary agency, the original supporting documents with the same copies, the original qualification certificate of the intermediary agency and the original identity certificate of its responsible person, the franchisor's name and contact person, and the position, China, fax, address, postal code and e-mail address of the contact person. IV. Reporting of Business Resources Franchising refers to the business activities in which an enterprise with registered trademarks, corporate logos, patents, proprietary technologies and other business resources licenses its business resources to other operators in the form of a contract, and the franchisee conducts business under a unified business model according to the contract and pays franchise fees to the franchisor. Therefore, enterprises should fill in relevant business resources when filing and registering. First, the notice of accepting registered trademarks, patents, copyrights, etc. can not be recognized as franchise resources alone, but should be filled in together with other resources to meet the legislative requirements, and filled in as accepted registered trademarks, patents, copyrights. That is to say, only franchised enterprises that accept notices of registered trademarks, patents, copyrights, etc. do not meet the requirements for filing and cannot pass the filing. Second, for the submitted copyright registered by the copyright authority, if it is a corporate logo copyright registration, the authorized content should be "corporate logo"; If it is a non-enterprise logo copyright (business manual), you should choose "Other" when filling in the authorized content. Third, in practice, the business resources of many franchised enterprises are authorized or transferred by other natural persons, enterprises and other organizations. If it is licensed, the documents authorized by the obligee or filed by the competent state organ must be filled in, and the authorization or filing should show that the franchised enterprise has the right to delegate to a third party. For other natural persons, enterprises and other organizations with foreign rights, the power of attorney shall be notarized by the local notary office and certified by the local embassy or consulate of China. If the transfer of rights is involved, the certificate of approval of transfer produced by the state authority must be filled in. Fourth, the scope of rights indicated in the franchise enterprise's business resource rights certificate or other supporting documents should be consistent with the franchisor's actual business. For example, it is obviously not in conformity with the catering operated by the franchisee, but the protection category of the registered trademark of the licensee is clothing. In addition, if the franchise enterprise's business resource right certificate is registered or issued by other countries or regions, it shall be implemented according to the relevant provisions of the bilateral agreement signed with that country or the international convention to which * * * has joined. 5. Submit a PDF file (4) a copy of the business license of the enterprise as a legal person or a copy of other subject qualification certificates in the filing file according to the second paragraph of Article 5 of the Measures; (five) a copy of the registration certificate of trademark rights, patents and other business resources related to franchise activities; (six) the certification documents issued by the municipal competent department of commerce with districts that meet the provisions of the second paragraph of Article 7 of the Regulations; If the direct store is located overseas, the franchisor shall provide the business certificate of the direct store (including Chinese translation), which shall be notarized by the local notary office and certified by the local embassy or consulate of China; (The provisions of the preceding paragraph shall not apply to franchisers who have engaged in franchise activities before May, 2, but the first franchise contract concluded between franchisers and franchisees in China shall be submitted. (7) sample franchise contract; (8) Catalogue of franchise operation manuals (the number of pages of each chapter and the total number of pages of the manuals shall be indicated, and the estimated number of printed pages shall be provided if such manuals are provided on the China network within the franchise system); (nine) the products and services that can be franchised only after approval according to national laws and regulations shall be submitted to the approval documents of the relevant competent authorities; (1) For seven items, such as the franchisor's commitment signed and sealed by the legal representative, the filing system requires that the electronic file format submitted by the franchisor at the time of filing be uniformly defined as "portable file format" (i.e. PDF file), and the system does not accept other file formats. Therefore, this requires the franchisor to input the submitted documents into the computer by scanning or taking photos and make them into PDF files. Franchisors filing and reporting in txjy.syggs.mofcom.gov and China must log on to the enterprise login page of "Commercial Franchise Information Management System": China/,,China, and enter the user name, password and verification code issued by the filing institution in the "Enterprise Login" on the left. The password is case-sensitive. After the first login, the system will force the user to change the password. The system will list the information of the agent entered when getting the number for the user to check, and add the item "China number of contact person's mobile phone". After clicking Save, the system will automatically exit. After exiting, the system will directly jump to the login page, and directly input the user name issued by the filing authority and the new password set in the above steps. On the left side of the system, the franchisor's name will be immediately prompted as the filing applicant, that is, the franchisor's enterprise name, and the name of the filing authority will be indicated as the Ministry of Commerce or the commercial administrative authority of the province, autonomous region or municipality directly under the central government. At this time, the filing status of the filing enterprise displayed is generally "Not Submitted" (there are also two states of filed and filed), and the filing number will be blank, which can be displayed after Users can see all the information filled in, and click Save as word to save the declaration form. After verification, they can also click Declare to submit the application. At the same time, after declaration, the filing status of the filing enterprise will be changed to Declared. After that, users will no longer be able to modify the contents of the application materials by themselves. Management after examination, publication and filing by the competent department of paint and commerce According to the provisions of Article 1 of the Measures, the filing organ shall put on record within days from the date of receiving the documents and materials submitted by the franchisor that conform to the provisions of Article 5 of these Measures, and make an announcement at China Station of the Ministry of Commerce. The starting time of the above provisions is calculated from the date when the filing authority receives the application materials from the franchisor China. If the materials submitted by the franchisor do not meet the specified requirements, the filing authority will require the franchisor applying for filing to supplement the relevant materials within the painting date. If supplementary information is needed, the starting time shall be recalculated from the date when the franchisor applying for filing submits the information. According to the "measures" the first