Basic definition of natural person
A natural person is a person born in a natural state.
Legal person? Symmetry of
A legal person is an organization that has the capacity for civil rights and civil conduct, enjoys civil rights and undertakes civil obligations independently according to law, and is a legal person of a social organization. In our country, citizens are equal to natural persons in civil legal status.
With what? Social man? relative
In sociology, it refers to people who have not experienced the process of socialization since leaving their mothers. It only has the natural attributes of human beings, but has no social attributes of human beings. A person who becomes the subject of civil rights and obligations based on birth. As opposed to a legal person. In China and some other countries, they are called citizens. However, citizens only refer to natural persons with the nationality of a country, and natural persons also include foreigners and stateless persons.
The capacity of a natural person includes capacity for rights and capacity for conduct (see capacity for civil rights and capacity for civil conduct).
Requirements for general registered companies
1, company registered address requirements
The registered address of a company is different from the requirements of ordinary individual industrial and commercial households. The registered address of the company must be of an office nature, and the domicile cannot be used as the registered address. A registered company shall provide a copy of the property right certificate and lease agreement of the registered address when handling industrial and commercial registration and tax registration.
2. The registered capital requirements of the company
Cancel the minimum registered capital
Special industries must meet the minimum registered capital requirements of the industry, and registered international freight forwarding companies must meet the minimum registered capital requirements of 5 million yuan.
Shareholders have the obligation to pay the registered capital, and the registered capital must be verified by an accounting firm before it can be registered in the industrial and commercial registration information.
3, the company's business scope requirements
To register a company, the business scope of the company must be written on the business license. General product sales and consulting services can be directly written into the business scope, and special industries or products can only be written into the business scope after obtaining the industry license. For example, liquor sales require a liquor wholesale license.
4. Requirements of shareholders and legal representatives of the company
Shareholders and legal representatives of the company must have ID cards and have no bad records in the industrial and commercial and tax systems. For the specific requirements of this shareholder, please refer to the Letter of Commitment for Enterprise Notification issued by the Administration for Industry and Commerce.
5, financial personnel requirements
After the company is registered, it is necessary to make accounts and tax returns every month, so it is necessary to provide the identity information of financial personnel when handling tax registration. What should I do to buy an invoice? Invoice administrator certificate? .
After the company is registered, it is necessary to open a company basic deposit account and tax account.
General process of registering a company
1. Signature: Go to the Industrial and Commercial Bureau to get one? Application form for pre-approval of enterprise name? Fill in the name of the company you want, and the industrial and commercial bureau will search online (the intranet of the industrial and commercial bureau) to see if there is a duplicate name. If there is no duplicate name, you can use this name and send a copy? Notice of pre-approval of enterprise name? .
2. Rent a house: rent an office in a special office building. After renting a house, a rental contract should be signed and filed with the Housing Authority.
3. write? Charter? The articles of association need to be signed by all shareholders.
4. Carve a private seal: (All shareholders) carve a private seal at the place where the seal is engraved on the street and tell them to carve a corporate seal (square).
5. Take it from an accounting firm? Bank confirmation letter? Contact the accounting firm to get one? Bank confirmation letter? (It must be the original, and the accounting firm should be stamped with a fresh seal).
6. Registered company:
Obtain various forms of company establishment registration from the Industrial and Commercial Bureau, including the application form for establishment registration, the register of shareholders (promoters), the registration form of directors, managers, supervisors, legal representatives, designated representatives or entrusted agents, etc. Fill it out and submit it to the Industrial and Commercial Bureau together with the Notice of Name Approval, Articles of Association, Rental Contract, Copy of Property Ownership Certificate and Capital Verification Report. It takes about 15 working days to get the license.
7. With the business license, engrave the official seal and financial seal at the engraving company designated by the Public Security Bureau. In the following steps, you need to use the official seal or financial seal.
8. Handling the enterprise organization code certificate: It takes 3 working days to handle the organization code certificate with the business license to the Technical Supervision Bureau.
9. Handling tax registration:
After receiving the license, you should go to the local tax bureau for tax registration certificate within 30 days. General companies need to apply for two kinds of tax registration certificates, national tax and local tax. When handling the tax registration certificate, you usually need an accountant, because one of the materials required by the tax bureau is the accounting qualification certificate and ID card. Of course, you can ask the agency bookkeeping company to do the accounts.
10, go to the bank to open basic deposit account:
With the original business license, organization code certificate, national tax and local tax, go to the bank to open basic deposit account.
1 1. Apply for an invoice: If your company sells goods, you should apply for an invoice in the national tax; If it is a service company, it should handle the invoice in the local tax.
How much does it cost to register a company (for reference only)
1, nuclear name: free.
2. Capital verification account: 0 yuan.
3. Bank inquiry fee: 0-500 yuan (subject to the bank, not required by the subscription system).
4. Capital verification report: 0-500 yuan (not required for subscription system).
5. Business license: free of charge.
6. Engraving: 600-900 yuan
7. Code certificate: 148 yuan (subject to local charging standard)
8. Tax certificate: free of charge.
9. Opening basic deposit account: 800- 1500 yuan (each bank charges different fees).
10. Registered address (business address): 1000- 1500 yuan/year. Unequal (if you have your own address, you can omit it)
On March 1 2004, the registered capital subscription registration system was implemented, and the registration conditions of registered capital were relaxed; Shareholders (promoters) of the company independently agree on the amount, mode and duration of capital contribution, and record them in the articles of association, and bear the legal liability for insufficient capital contribution. The registered company does not occupy funds and does not need capital verification fees.
Company Form and Minimum Registration Fee
Wholly state-owned company
Refers to a limited liability company which is solely funded by the state and authorized by the State Council or the local people's government to perform the responsibilities of the investor by the state-owned assets supervision and administration institution of the people's government at the corresponding level.
limited liability company
1, with a minimum registered capital of 30,000.
(1) Shareholders meet the quorum, that is, it is established by more than two shareholders but less than 50 shareholders * * *;
(2) The capital contribution of shareholders reaches the minimum statutory capital;
(3) Shareholders * * * jointly formulate the Articles of Association;
(4) Having a company name and establishing an organization meeting the requirements of a limited liability company;
(5) Having a fixed place for production and business operation and necessary conditions for production and business operation.
2. One-person limited liability company: the minimum registered capital is 654.38+10,000 yuan.
(1) Whether the shareholder is a natural person or a legal person;
(2) A natural person can only register a one-person limited liability company;
(3) The registered capital of a one-person limited liability company shall be paid in full at one time.
incorporated company
The minimum registered capital is 5 million yuan.
The initial investment of all promoters of the company shall not be less than 20% of the registered capital, and the rest shall be fully paid by the promoters within two years from the date of establishment of the company; Among them, the investment company can pay in full within five years. No shares may be sold to others before the full amount of shares has been paid.
Where a joint stock limited company is established by offering, the registered capital shall be the total paid-in share capital registered with the company registration authority.
After the establishment of a joint stock limited company, if the promoters fail to make full investment in accordance with the provisions of the articles of association, they shall repay it; Other promoters shall bear joint and several liability.
(1) To establish a joint stock limited company, there shall be two or more persons but not more than 200 persons, and more than half of the promoters have their domicile in China. If a state-owned enterprise is transformed into a joint stock limited company, it shall be established by way of offering;
(two) the promoters of a joint stock limited company must subscribe for the shares they should subscribe for according to law and undertake the preparatory work for the company;
(three) the establishment of a joint stock limited company must be approved by the department authorized by the State Council or the provincial people's government;
(4) The registered capital of a joint stock limited company is the total paid-in share capital registered with the company registration authority;
(5) The minimum registered capital of a joint stock limited company is RMB 5 million. Where the minimum registered capital of a joint stock limited company needs to be higher than the above-mentioned limit, it shall be stipulated separately by laws and administrative regulations.
self-employed households
The registered capital shall be declared, and there is no minimum requirement.
(1) Unemployed people in cities and towns, villagers in rural areas and other people with business ability permitted by national policies may apply for engaging in individual industrial and commercial operations;
(2) The applicant must have the capital, business site, business ability and business technology corresponding to the business project.
individual proprietorship enterprise
The registered capital shall be declared, and there is no minimum requirement.
(1) The investor is a natural person;
(2) Having a legal enterprise name;
(3) The amount of capital contribution declared by the investor;
(4) Having a fixed place for production and business operation and necessary conditions for production and business operation;
(5) Necessary employees.
Private partnership enterprise
The registered capital shall be declared, and there is no minimum requirement.
Partnership refers to the general partnership and limited partnership established in China by natural persons, legal persons and other organizations in accordance with this Law.
A general partnership consists of general partners, who are jointly and severally liable for the debts of the partnership. Where this Law has special provisions on the liability form of general partners, such provisions shall prevail.
Limited partnership consists of general partner and limited partner. The general partner shall be jointly and severally liable for the debts of the partnership, and the limited partner shall be liable for the debts of the partnership to the extent of the capital contribution subscribed.
General partnership:
(1) There are two or more partners, all of whom shall bear unlimited liability according to law;
(2) Having a written partnership agreement;
(3) The amount of capital contribution actually paid by each partner;
(4) Having the name of the partnership enterprise;
(5) Having business premises and necessary conditions for engaging in partnership operation;
(6) A partner shall be a person with full capacity for civil conduct;
(7) A person who is prohibited by laws and administrative regulations from engaging in profit-making activities may not become a partner of a partnership.
Remarks: Partners may make capital contributions in cash, in kind, land use rights, intellectual property rights or other property rights; The above-mentioned capital contributions shall be the legal property and property rights of the partners. Where the capital contribution other than currency needs to be appraised, it can be determined through consultation by all partners, or it can be appraised by a statutory appraisal institution entrusted by all partners. With the unanimous consent of all the partners, the partners may also contribute capital with labor services, and the evaluation method shall be determined by all the partners through consultation.
other
Unincorporated enterprises: legal persons and other economic organizations with investment qualifications.
Foreign-funded enterprises: foreign parties are companies, legal persons, other economic organizations and natural persons, while Chinese parties are companies, legal persons and other economic organizations.
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