Liquidation steps:
Due to the different nature of liquidation, different laws apply to company liquidation:
1. The liquidation of the company due to bankruptcy shall be governed by the Enterprise Bankruptcy Law and the Civil Procedure Law.
2. The Company Law and the Civil Procedure Law shall apply to the non-bankruptcy liquidation of the company (referring to the situation that the company is dissolved voluntarily and ordered to be dissolved according to law).
The liquidation of a company, regardless of its nature, shall be carried out according to the following steps:
1. Establish a liquidation group.
Second, carry out liquidation work.
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The liquidation group shall take over the company from the date of its establishment and carry out the following business:
1, take over the company property;
2. Ending the unfinished business of the company;
3. Collect creditor's rights and clear debts;
4. Distribution of surplus property;
5. Cancel the corporate status of the company and revoke its business license.
3. Notify creditors to declare their claims.
Fourth, put forward liquidation plan.
After clearing up the company's property, preparing the balance sheet and property list, the liquidation group intends to submit liquidation plan to the shareholders' meeting for discussion and approval or confirmation by the competent authority.
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If it is not cancelled, it will be cancelled automatically at the relevant time. The legal representative and shareholders' meeting of the cancelled enterprise will be blacklisted by the Industrial and Commercial Bureau, and the company may not be registered in the name of an individual within three years. The personal bad credit record will be retained for seven years, and a fine will be imposed.
The process of company cancellation and the aspects that should be paid attention to
Local Tax-National Tax-Organization Code-Industry and Commerce-Bank
Attention should be paid to when logging off:
1. The tax payable on the financial statement cannot be positive. Before cancellation, the tax bureau may need to provide three-year tax audit report and cancellation notice (three issues)
Other information can be prepared according to the requirements of the tax bureau.
I hope I can help you and wish you success in your work!
What will be the impact of company cancellation? What is the cancellation procedure? A joint venture company registered in a suburb of Shanghai has reached its business mission and decided to close down.
Enterprise cancellation process cancellation, tax and tax registration certificate (tax bureau), company liquidation group filing (industrial and commercial bureau), cancellation announcement (newspaper publication), cancellation of basic households (households), cancellation acceptance (industrial and commercial bureau), cancellation of organization code certificate (technical and quality supervision bureau), cancellation, tax and tax registration certificate 1, tax and tax registration certificate 2, office, and tax payment materials. The person in charge of the company's finance fills in relevant forms and submits materials to the office, and the film manager checks the company's account books. 2. The liquidation group of the company shall file 1, and the application form for filing the company (signed by the liquidation group of the company). 2. Certificate of designated representative or * * * entrusted agent (with official seal of the company). 3. Shareholders' resolution on the establishment of the liquidation group (signed by all shareholders). 4. A copy of the company's business license. Publish cancellation notices and newspapers 45. The issuing authority of the enterprise business license shall go through the cancellation procedures. 4. basic deposit account cancels 1, and the company's business license (some banks need a complete set of industrial and commercial, code, tax and tax certificates). 2. Account opening permit 3, signature card 4, reserved signature card, checkbook, telegraphic transfer voucher and other bank-related information. 6. The application for account cancellation shall be handled by the company's financial personnel, and the transfer or withdrawal procedures of the basic indoor balance shall be handled. 2. All official seals and official seals should be engraved. 6. Cancellation of organization code certificate 1, organization code certificate and its copy 2, organization code declaration form 3. The industrial and commercial bureau shall apply to the company registration authority for cancellation of registration within 30 days from the date of liquidation: 1. The company was declared bankrupt; 2. The company's articles of association stipulate that the business term expires or the cause of dissolution occurs; 3. Shareholders decide to dissolve; 4. Merger and dissolution of the company; 5. If the company is ordered to close down and apply for cancellation of registration, the company shall designate or entrust its employees or qualified institutions to apply for cancellation of registration. Tax paying enterprises should go through the formalities of tax cancellation first. The cancellation process includes five steps: cancellation of tax, bank account, industrial and commercial registration, organization code certificate, statistical proof () cancellation of tax flow 1, application for cancellation of tax registration to the competent tax authorities, receipt and filling in the tax liquidation application form in duplicate, and the tax liquidation registration form in triplicate. 2. The entrusted agency should have a tax payment report. 3. Holding tax liquidation report, tax liquidation application form, tax liquidation registration form and tax cancellation application form. And the cancellation enterprise provides tax registration (copy), code stamp, invoice card, IC card, encryption box and blank invoice (with full refund and copy of invoice), and the superior competent department or shareholder decides to cancel the enterprise, and the official seal tax cancellation department goes through the cancellation procedures. 4. Wait for the tax notice to receive the notice of cancellation of tax registration (tax must be declared on time before receiving the notice of cancellation) (2) Cancel the tax process 1, go to the cancellation registration window with the original and photocopy of the tax cancellation certificate, receive and fill in the Approval Form for Cancellation of Tax Registration, the Approval Form for Cancellation of Evasive Enterprises and the Application Form for Cancellation of Special Invoices. 2. Handle the invoice cancellation procedures at the special administrator who cancels the new and old ordinary invoices and purchases this special VAT invoice. 3. After completing the cancellation of the invoice, find the special charge to submit the materials for cancellation of tax eligibility: 1. Fill in the business approval form. (2) An application form for cancellation of tax registration in duplicate; (3) Two copies of the notice of receipt of tax documents (name of accepted documents: approval form for cancellation of tax eligibility such as value-added tax); (4) Approval Form for Enterprise Cancellation and Evasion of Waste in duplicate; (5) Original general tax qualification certificate. Ask a special administrator to conduct tax assessment and issue an assessment report. Information collected by special administrators when they cancel the general tax eligibility: (1) evaluation report; (2) business approval form; (3) general tax qualification certificate; (4) Cancellation of the Approval Form for Waste Evasion Enterprise 5. Print the cancellation application form on A4 paper: there is no format restriction. Write the original cancellation clearly, affix the official seal of the enterprise and sign it. If the branch (or company) needs to provide the resolutions of directors and the signatures of shareholders, it shall be stamped with the official seal of the head office (or head office). 6. Submit the application form for cancellation of tax registration, evaluation report, business approval form and general tax qualification certificate. Cancellation application form, original tax registration, copy of business license, invoice purchase book cancellation tax registration window 7. Waiting for the tax notice to receive the notice of cancellation of tax registration (tax must be declared on schedule before receiving the notice of cancellation) (3) Bank account cancellation process 1. Fill in the bank account cancellation application form and report it to the People's Bank of China for approval. 2. Submit the household's bank certificate, unused cash check, transfer check and other information. The bank cancels the business process 1, receives the application for registration (filing) of enterprise change (restructuring) and the power of attorney (power of attorney) and fills it in completely. 2. With the application for registration (filing) of enterprise change (restructuring), the power of attorney (power of attorney) and the notice of cancellation of bank account, the industry and commerce received the notice of cancellation of industrial and commercial registration in about one week. Remarks: ① Limited liability companies and enterprises with independent accounting must first register for industry and commerce and issue a cancellation notice; Or 3 (publish an announcement in the newspaper 45 days before the cancellation of industrial and commercial registration), and provide the cancellation liquidation report to the intermediary agency; 2. The industrial and commercial cancellation registration of the branch provides a liquidation report for the cancellation announcement. (5) The industrial and commercial cancellation announcement of the organization code certificate and statistical certificate. It is necessary for the industry and commerce to go through the cancellation procedures with the copy of the statistical certificate of the organization code certificate, that is, liquidation cancellation. The liquidation organization is responsible for clearing the liquidation subject of the creditor-debtor company. The company closes the registration department and cancels the registration, the liquidation organization is responsible for clearing the creditor's rights and debts, the litigant is responsible for the liquidation and cancellation procedures, the company can be eliminated according to law, and the liquidation subject responsible for liquidation can be exempted from relevant legal responsibilities. Two. Liquidation () liquidation procedure 1. The resolution of shareholders to dissolve the company must be passed by the shareholders representing the third and second voting rights. Shareholders decided to dissolve the company 15. After the liquidation group is established (resolved to dissolve), it shall notify the registration authority, tax department, labor department and bank in writing within 10 days. 3. The administrative department for industry and commerce shall receive the liquidation guide, the writing format of the liquidation report and the application for liquidation filing, and handle the liquidation group filing. 4. The Administration for Industry and Commerce shall approve the publication of liquidation announcement in newspapers. 5. List assets in the balance sheet before liquidation. 6. Handling tax and tax payment certificates. 7. Three months after the announcement of liquidation, list the assets in the balance sheet after liquidation. 8. Make a liquidation plan. 9. The liquidation team shall prepare a liquidation report and submit various financial books to shareholders for confirmation. (2) Description: 1 Liquidation group ● The liquidation group of a limited liability company shall be elected by all shareholders as members of the liquidation group, including certified public accountants, registered lawyers or professionals familiar with liquidation affairs. The liquidation group shall exercise the following functions and powers during the liquidation period: ■ Liquidate the company's property categories. ■ Notify or announce creditor's rights; ■ Handle and liquidate the unfinished business of the company; ■ Pay the taxes owed; ■ Clean up creditor's rights and debts; ■ Handling the company's remaining debts; ■ Participate in civil litigation on behalf of the company ● Members of the liquidation team shall be loyal to their duties and shall not take advantage of their powers to accept bribes or their non-income to occupy the company's property. Members of the liquidation group shall be liable for compensation if they cause intentional or heavy losses or creditor's rights losses to the company. 2. The liquidation group shall submit the filing materials within 15 from the date of liquidation: ● Shareholders' resolution on dissolution of the company; ● Documents of establishment of liquidation; ● Basic information of members of the liquidation group; ● A power of attorney shall be submitted for professionals of social institutions to participate. 3. Liquidation notice and announcement. Registration of creditor's rights ● The liquidation group shall announce the creditor's rights within 10 and publish it in the newspaper within 60 days ● Registration of creditor's rights shall be announced within 30 days after receiving the notice, and the registration of creditor's rights shall be reported to the liquidation group within 90 days after the announcement. The liquidation group shall explain the relevant matters of creditor's rights and provide supporting materials. The liquidation group shall register the creditor's rights and notify the creditor's rights in writing after verifying the creditor's rights ● The written notice of liquidation announcement shall include the name, address, liquidation source, time limit for reporting the creditor's rights, liquidation group, mailing address and the property acquired by the company from the beginning of liquidation to the end of liquidation; ● The company must first do a good job in property rights. Note: ■ The property belonging to the company is collected by the property rights liquidation group ■ The mortgaged property is limited to the property secured by the creditor's rights. The outstanding part is regarded as unsecured creditor's rights. The price of the secured debt exceeds the amount of the secured debt. 5. Liquidation expenses ● The members of the liquidation team hire staff to pay; ● Liquidate the expenses required for property management, sale and distribution; ● Pay legal fees, arbitration fees and announcement fees in the liquidation process; ● The liquidation process protects the rights and interests of creditors and pays their fees. 6. The liquidation group shall clean up the company's property and prepare the balance sheet. If it is found that the company's assets are sufficient to pay off its debts, it shall immediately apply to the people's court for bankruptcy. The liquidation group shall hand over the liquidation affairs to the people's court. 7. Liquidation situation ● Liquidation property distribution and liquidation expenses settlement order: ■ Employee wages and social insurance expenses; ■ taxation; ■ Enterprise debt ● Outstanding debts of enterprises should be paid off to reduce outstanding interest; ● Liquidation cases need to be confirmed by shareholders; ● Liquidate the property, pay off the remaining property and distribute it to shareholders according to the proportion of capital contribution; ● Creditor's rights disputes or lawsuits lead to creditors' rights and shareholders' temporary participation in the distribution liquidation group, and the corresponding amount shall be deposited in proportion. 8. Liquidation report The liquidation report is regarded as relieving the liquidation team of its responsibilities. 3. deregistration () deregistration procedures 1. Within ten days after the confirmation of the liquidation report, the liquidation group shall report the liquidation report and list to the Administration for Industry and Commerce for the record, and apply for cancellation of registration. 2. The liquidation group that has been approved by the Administration for Industry and Commerce to cancel the registration announces the termination of the enterprise (II) Description: 1. The liquidation report and the list of liquidation groups must be submitted for the record ● The liquidation report registration form; ● Resolution of the shareholders' meeting on dissolution of the company; ● Original and photocopy of the business license of the enterprise; ● Shareholders confirm the list of enterprises, starting with the balance sheet and property list; ● Shareholders confirm the balance sheet and property list of the company after liquidation; ● Original and photocopy of tax (tax, tax) payment receipt; ● The liquidation team shall have a liquidation report confirmed by shareholders (in duplicate, which shall be signed by the liquidation team and confirmed by shareholders). 2. Documents and certificates to be submitted when applying for cancellation of registration of the company ● The liquidation group of the company is responsible for signing the application for cancellation of registration of the company; ● Resolution of the shareholders' meeting on dissolution of the company; ● Shareholders confirm the liquidation report; ● Business license, photocopy and official seal; ● The liquidation organization shall make three announcements in the newspaper within 60 days; ● The tax department has a tax payment certificate; ● Documents and certificates required by laws, regulations, rules and policies.
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There are too many things that companies should pay attention to when they close their accounts. It is very troublesome to find someone who specializes in cancellation to do it for you. I just canceled the company. I want to find Ms. Han, the contact person of Beijing Sanchuang Decheng Management Consulting Co., Ltd., who has good service and fast speed.
What will be the impact of company cancellation? What is the cancellation procedure? First of all, I want to tell you what the legal consequences will be if you don't cancel it. First, the legal personality of the company will disappear after cancellation. According to Article 20 of Judicial Interpretation of Company Law (II), before the cancellation of registration, the company's legal person status still exists, and the original creditor's rights and debts are still borne by the original company. Second, such as ...
What will happen if the Hong Kong company does not cancel? Hongqiao International Business analyzes for you: Vacant Hong Kong companies need to be cancelled. If they are not cancelled, there will be the following related possibilities:
1. The company will not file tax returns with the tax authorities every year from the following year. It is illegal to operate a Hong Kong company without filing tax returns, and there will be corresponding fines; ?
2. The company will not renew the business registration certificate in the following year, and the fee for not renewing the business registration certificate will be indicated on the website of the Hong Kong * * * Registry, and the * * * documents will be handled accordingly, without penalty, but it will not be recognized as a valid company; ?
3. When the bank obtains that the company does not have a valid business registration certificate, it cancels the company account; ?
4. If the fine arising from the first item is not handled in time, * * * will sue the company. If you fail to appear in court, you will continue to be charged with contempt of court, and the crime of contempt of court will be sentenced to fines, imprisonment, restrictions on entry and exit, etc. ?
Now in the information society, Hong Kong has returned to China. Once the information sharing between mainland banks and Hong Kong banks will have an impact on your bank credit and your future business operations.
If you really don't want to spend money to cancel the Hong Kong company, you can also transfer the company and we can change shareholders.
What information is needed for formula cancellation? What will happen if we don't cancel? Tell you the cancellation process of cash cow enterprise management company:
Start cancellation-set up liquidation group for filing-cancel newspaper announcement-sort out financial affairs before liquidation-clean up creditor's rights and debts-issue tax liquidation report-local tax liquidation-national tax liquidation-cancel industrial and commercial registration-foreign trade operators for filing and cancellation-customs registration cancellation-electronic port sales-foreign exchange cancellation-trademark registration cancellation-social security account cancellation-housing provident fund cancellation-bank account cancellation-seal cancellation-complete cancellation.
If you don't cancel, you will be blacklisted by the industrial and commercial department, and it will be more troublesome to go to industry and commerce in the future.
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What is the impact of not canceling the company? Where can I cancel the company? Eight risks and disadvantages of not canceling the company for a long time;
1. The legal representative will be blacklisted by the Industrial and Commercial Bureau;
2. The legal representative cannot borrow money to buy a house or immigrate;
3. The legal representative cannot receive endowment insurance;
4. If the company is involved in tax arrears, the legal representative of the enterprise will be prohibited from going abroad, nor can he take the plane or high-speed rail;
5. If the company fails to file tax returns for a long time, the tax will also be included in the abnormal list, and the tax bureau may also conduct on-site inspections;
6. The company was listed in the list of business anomalies by the national industrial and commercial credit network, and all external bidding business was restricted;
7. Incorporating into the credit information system will affect the personal credit information of all shareholders. If the company does not cancel the credit blacklist, it will accompany it for life;
8. The longer the time, the more industrial and commercial and tax penalties and late fees will be faced.
Cancellation goes to the tax bureau first, and then to the industry and commerce.
What materials and procedures do foreign-funded companies need to cancel? Information:
(1) cancellation application issued by the enterprise;
(2) Resolutions or decisions of the highest authority as stipulated in the articles of association;
(three) the original and copy of the customs registration certificate;
(4) The original and duplicate copies of the business license of the enterprise as a legal person;
(5) Other relevant materials required by the * * * department. Time limit for examination and approval: complete within 10 working days after submission of complete materials.
Process:
The foreign-funded examination and approval authority applies for approval of dissolution (10 working day)-the liquidation group is established and filed with the industrial and commercial authorities and announced (5 working days)-the liquidation group issues a liquidation report (3 months)-the liquidation report is submitted to the foreign-funded examination and approval authority and the approval certificate is revoked-and the cancellation is handled with the tax bureau and customs.
What should I pay attention to when canceling the company? Explain the cancellation process:
Conditions:
1, the year since its establishment; 2. The degree of cooperation of the company's senior management; 3. Integrity of the company's original documents.
Condition 1: The higher the year, the greater the probability of tax inspection and the longer the time (note: see other accounts receivable and accounts receivable accounts for details).
Condition 2: In the case of canceling tax audit, most tax commissioners will require all shareholders to be present in person or legal persons to meet legal persons. If any shareholder does not cooperate, the shareholders' meeting shall be held first, and the uncooperative shareholders shall be adjusted according to the information required by tax, and the uncooperative shareholders may be removed.
Condition 3: Whether the business license, seal, rental invoice, accounting voucher and other documents are complete; If it is not complete, report the loss in the newspaper, and adjust the accounts.
Process:
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2. After the liquidation group is established, the tax will be cancelled first, and the national tax can also be cancelled at the same time (note: companies established in recent years can go through the simple cancellation process, and you can go to the tax office to find out what the simple cancellation process is, but it's hard to say where it is). After the cancellation, there will be a notice of cancellation of the registered items, that is, a reply (note: after receiving the reply, ask the teacher to open the system to confirm whether the cancellation is successful, and some teachers have a system.
3. After the tax cancellation, the industrial and commercial cancellation will be carried out. Industrial and commercial cancellation is very simple. Just bring the national tax cancellation reply notice, newspaper, liquidation filing notice and official seal (note: there are other special qualification certificates that can be cancelled at the same time as the tax, in no particular order! )
4. After the industrial and commercial cancellation is completed, the bank cancels basic deposit account with the cancellation reply as the last step. The materials are asked by banks, and each bank is different.