Company establishment refers to the legal actions that the company founder must take and complete in accordance with legal conditions and procedures to form a company and obtain legal person status. The following is the process of establishing a company that I have compiled for you as a reference. Welcome to read! The specific process of company establishment

1. Selection form:

Ordinary limited liability company , the minimum registered capital is 30,000 yuan, and 2 (or more) shareholders are required. Starting from January 2006, the new company law stipulates that one shareholder is allowed to register a limited liability company. This special limited liability company is also called a one-person limited company. company? (but the company name will not have the word "one person" in it, and the license will indicate "natural person sole proprietorship"), with a minimum registered capital of 100,000 yuan.

If you invest and start a business in partnership with friends and family, you can choose an ordinary limited company with a minimum registered capital of 30,000 yuan; if you are the only shareholder, choose a one-person limited company with a minimum registered capital of 100,000 yuan. Yuan.

2. Steps to register a company:

1. Name verification:

Go to the Industrial and Commercial Bureau to get an application form for pre-approval of company (trade name) name ?, fill in the name of the company you plan to take, and let the Industrial and Commercial Bureau go online (the intranet of the Industrial and Commercial Bureau) to search whether there is a duplicate name. If there is no duplicate name, you can use this name, and a ? Enterprise (trade name) name pre-approval will be issued. Notice?. The handling fee for this step is 30 yuan.

(30 yuan can help you search 5 names. Many names are repeated, so there is no need to try common names to avoid wasting money)

2. Rent:

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Rent an office in a specialized office building. If you have your own factory or office, that is fine. Some places do not allow working in residential buildings.

After renting, you must sign a rental contract and ask the landlord to provide a copy of the property certificate.

After signing the rental contract, you have to go to the tax bureau to buy stamp duty at a rate of one thousandth of the annual rent. For example, if your annual rent is 10,000 yuan, you will need to buy it for 10 yuan. The stamp duty is affixed to the first page of the rent contract. Any subsequent use of the rent contract requires a copy of the contract with the stamp duty affixed.

3. Write "Articles of Association":

You can download a sample of "Articles of Association" from the website of the Industrial and Commercial Bureau, and just modify it. The articles of association conclude with the signatures of all shareholders.

4. Engrave a private seal:

Go to the place where seals are carved on the street to engrave a private seal and tell them to engrave a private seal (square) of the legal person. The cost is about 20 yuan.

5. Go to an accounting firm to get a "Bank Inquiry Letter":

Contact an accounting firm and get a "Bank Inquiry Letter" (must be the original, accounting firm stamped with a fresh seal). If you are unclear, you can read the classified ads in the newspaper. There are many advertisements for accounting firms.

6. Go to the bank to open a company capital verification account:

All shareholders bring their share of the money to the bank, the company's articles of association, the verification notice issued by the Industrial and Commercial Bureau, Go to the bank to open a company account with the legal representative's private seal, ID card, money for capital verification, and a blank inquiry letter form. You need to tell the bank that you are opening a capital verification account. After opening the company account, each shareholder deposits corresponding money into the company account according to the amount of his own investment.

The bank will issue a payment note to each shareholder and stamp the bank's seal on the inquiry letter.

Note: The Company Law stipulates that when registering a company, investors (shareholders) must pay sufficient capital, which can be in the form of loans (that is, RMB), or in kind (such as cars), Investment in real estate, intellectual property, etc. What you go to the bank to do is only the monetary investment part. If you have physical objects, real estate, etc. as investment, you need to go to an accounting firm to appraise its value before investing at its actual value, which is troublesome. Therefore, it is recommended that you directly use money to invest. The company It doesn’t matter what method you use to get the money, whether it’s your own or borrowed, as long as you pay the capital in full.

7. Apply for capital verification report:

Take the shareholder payment slip issued by the bank, the inquiry letter stamped by the bank, as well as the company's articles of association, verification notice, rent contract, A copy of the real estate certificate, and go to an accounting firm to apply for a capital verification report. The general cost is about 500 yuan (registered capital below 500,000 yuan).

8. Register a company:

Go to the Industrial and Commercial Bureau to obtain various forms for company establishment and registration, including establishment registration application form, list of shareholders (sponsors), supervision status of directors and managers, legal persons Representative registration form, designated representative or authorized agent registration form. After completing the form, submit it to the Industrial and Commercial Bureau together with the verification notice, company articles of association, rent contract, copy of the real estate certificate, and capital verification report. The license can be collected in about 3 working days.

This fee is about 300 yuan.

9. With your business license, go to the seal engraving agency designated by the Public Security Bureau to engrave the official seal and financial seal. In the following steps, you need to use the official seal or financial seal.

10. Apply for the organization code certificate of the enterprise:

Go to the Technical Supervision Bureau with your business license to apply for the organization code certificate. The fee is 80 yuan. It takes half a month to apply for this certificate. The Technical Supervision Bureau will first issue a pre-acceptance code certification document. With this document, you can apply for the subsequent tax registration certificate and basic bank account opening procedures.

11. Go to the bank to open a basic account:

With your business license and organization code certificate, go to the bank to open a basic account. It is best to go to the same branch of the bank where the capital verification was originally performed, otherwise, an extra 100 yuan in capital verification account fees will be charged.

To open a basic account, you need to fill in a lot of forms. You'd better bring everything you can, otherwise you have to make many trips, including the original business license, ID card, organization code certificate, and company code certificate. Financial seal and corporate seal.

When opening a basic account, you also need to purchase a cipher (from the second half of 2005, most banks have this requirement), and the cipher requires 280 yuan. In the future, your company will need to use a cipher to generate a password when writing checks or transferring money.

12. Apply for tax registration:

After receiving the license, go to the local tax bureau to apply for a tax registration certificate within 30 days. Generally, companies need to apply for two types of tax registration certificates, namely national tax and local tax. The cost is 40 yuan each, ***80 yuan.

When applying for a tax registration certificate, you must have an accountant, because one of the documents required by the tax bureau is the accounting qualification certificate and ID card. You can hire a part-time accountant first. The salary of a small company's first-time part-time accountant is usually 200 yuan.

13. Apply for purchase invoice:

If your company sells goods, you should go to the national tax to apply for an invoice. If it is a service company, go to the local tax to apply for an invoice. .

Finally the business started. Pay attention to reporting taxes to the tax on time every month. Even if you do not conduct business and do not need to pay taxes, you must make a zero declaration, otherwise you will be fined. Conditions for the establishment of various types of companies

Ownership enterprises

According to the provisions of the "Law of Industrial Enterprises Owned by the Whole People", the establishment of enterprises owned by the whole people must meet the following seven conditions.

1. Products are needed by society.

It means that the products produced by enterprises owned by the whole people must be able to meet people's material and spiritual needs. In order to meet this demand, the products provided by the enterprise must meet the requirements of national quality standards and cannot provide Fake and defective products cause property losses to others; at the same time, for enterprises, only when the products they produce meet people's needs can they be sold, the labor value provided by the enterprise can be realized, and only then can the enterprise survive and develop.

2. There are necessary conditions for energy, raw materials, and transportation.

Company establishment application form

Energy, raw materials, and transportation are all indispensable conditions for industrial enterprises to engage in production and business activities. Without these conditions, enterprises cannot engage in production and business activities. .

3. Have its own name and production and business location.

The name is the symbol of the enterprise. The name of the enterprise can firstly indicate the nature and appearance of the enterprise, and secondly, it can help protect the legitimate rights and interests of the enterprise. China has specially formulated the "Regulations on the Registration and Management of Enterprise Names". The production and operation site includes the enterprise's residence and the premises suitable for production and operation. The residence is the location of the enterprise's main office and the legal address of the enterprise. An enterprise's production and operation activities must be carried out in a certain space. Without a place, the enterprise's production and operation activities cannot be carried out.

4. Have funds that comply with national regulations.

Funding is a necessary condition for enterprises to survive. Having funds that comply with national regulations has three meanings: first, the enterprise must have funds; second, the source of these funds must be legal; third, the funds required to establish the enterprise must meet the minimum limit prescribed by the state.

5. Have its own organizational structure.

The organizational structure of an enterprise refers to the legal person agency of the enterprise. The legal person agency undertakes various matters on behalf of the enterprise externally and implements management activities internally. Without an organizational structure, an enterprise cannot engage in production and business activities. Industrial enterprises owned by the whole people implement a factory director (manager) responsibility system. The factory director is the legal representative of the enterprise. There are some functional organizations within the enterprise, such as the finance department, production department, personnel department, etc., as well as the employee representative conference.

6. Have a clear business scope.

The business scope is the definition of the production and business activities that the enterprise will engage in. The clear business scope also limits the content of the company's production and business activities. The state regards business scope as a necessary condition for establishing an enterprise. It is a need for state management, and it is also a need to clarify the rights and obligations of enterprises and ensure the legal operation of enterprises.

7. Other conditions stipulated by laws and regulations.

Mainly refers to some special requirements, such as environmental protection, overall planning of urban and rural construction, etc.

Limited liability company

According to the provisions of the "Company Law", the following five conditions must be met to establish a limited liability company:

1. The shareholders meet the quorum .

There are two situations for establishing a quorum for the establishment of a limited liability company: First, under normal circumstances, the quorum must be less than 50 shareholders. Second, under special circumstances, state-authorized investment institutions or state-authorized departments may independently establish wholly state-owned limited liability companies.

2. The shareholder’s capital contribution reaches the minimum legal capital limit.

Statutory capital refers to the amount of capital actually paid when a company registers with the company registration authority, that is, the capital confirmed by legal procedures. In China, statutory capital is also called registered capital. It is not only one of the basic characteristics of a company becoming a legal person, but also a capital guarantee for enterprises to bear the risk of losses. It is also the standard for dividing shareholders' rights and interests.

The registered capital of a limited liability company is the capital contribution subscribed by all shareholders registered with the company registration authority. The initial capital contribution of all shareholders of the company shall not be less than 20% of the registered capital, nor shall it be less than the legal minimum limit of registered capital. The remaining part shall be paid in full by the shareholders within two years from the date of establishment of the company; among them, investment companies can Paid in full within five years. The minimum registered capital of a limited liability company is RMB 30,000. If laws and administrative regulations have higher provisions on the minimum limit of registered capital of a limited liability company, such provisions shall prevail.

Shareholders may make monetary contributions, or they may use physical objects, intellectual property rights, land use rights and other non-monetary properties that can be valued in currency and transferred in accordance with the law to make capital contributions; however, they shall not be used as capital contributions according to laws and administrative regulations. property except. Non-monetary property used as capital contribution shall be evaluated and verified, and the property shall not be overvalued or undervalued. If laws and administrative regulations have provisions on valuation and valuation, those provisions shall prevail.

The monetary contribution amount of all shareholders shall not be less than 30% of the registered capital of the limited liability company.

3. The shareholders jointly formulate the articles of association.

The Articles of Association are the basic regulations regarding the company’s organization and its activities. The formulation of company articles of association is not only a need for the company's internal management, but also a need to facilitate external supervision, management and communication. According to the provisions of the Company Law, the matters that should be stated in the company's articles of association include: the company's name and address, the company's business scope, the company's registered capital, the name of the shareholder, the rights and obligations of the shareholder, the method and amount of the shareholder's capital contribution, the Conditions for transfer of capital contribution, the company's structure, its formation method, powers and rules of discussion, the company's legal representative, the company's dissolution matters and liquidation methods, and other matters.

4. Have a company name and establish an organizational structure that meets the requirements of a limited liability company.

As an independent corporate legal person, a company must have its own name. When establishing a company name, it must also comply with laws and regulations. The organizational structure of a limited liability company refers to the shareholders' meeting, the board of directors or executive directors, the supervisory board or supervisors.

5. Have a fixed production and operation site and necessary production and operation conditions.

The production and business place can be the company’s residence or other business location. Production and operating conditions refer to conditions that are compatible with the company's business scope. They are the material basis for the company's business activities and are the minimum requirements for establishing a company.

Joint stock limited company

According to the provisions of China's "Company Law", the following six conditions must be met to establish a joint stock limited company:

1. The promoters meet the following requirements: Quorum.

To establish a joint stock limited company, you must have a sponsor. The sponsor can be either a natural person or a legal person. There should be more than 2 but less than 200 promoters, and more than half of them must have residence in China. When a state-owned enterprise is restructured into a joint-stock company, it shall adopt the method of establishment by raising funds.

2. The share capital subscribed by the promoters and publicly raised by the public reaches the minimum limit of statutory capital.

China's "Company Law" clearly stipulates that the registered capital of a joint-stock company shall be the paid-in share capital registered with the company registration authority. The total share capital is the product of the par value of the company's shares and the total number of shares. At the same time, it is also stipulated that the minimum limit of the company's registered capital is RMB 5 million. If the minimum limit needs to be higher than RMB 5 million, it will be separately stipulated by laws and administrative regulations.

In the case of establishment by sponsorship, the promoters shall subscribe for all the shares issued by the company; in the case of establishment by stock raising, the shares subscribed by the promoters shall not be less than 35% of the number of shares of the company.

3. Share issuance and preparation matters comply with legal regulations.

4. The sponsors formulate the company’s articles of association, which are approved by the founding meeting.

5. Have a company name and establish an organizational structure that meets the requirements of a joint-stock company. The organizational structure of a joint-stock company consists of the shareholders' meeting, the board of directors, the manager, and the supervisory board.

The general meeting of shareholders is the highest authority. Shareholders who attend the general meeting of shareholders have one vote for each share they hold. The board of directors is the executive body of the company's shareholders' meeting and consists of 5 to 19 people. The manager is responsible for the day-to-day operation and management of the company.

6. Have a fixed production and operation site and necessary production and operation conditions.

Partnership

According to the provisions of the Partnership Enterprise Law, the following five conditions must be met to establish a partnership.

1. There are two or more partners, and they all bear unlimited liability according to law.

A partnership must have at least 2 partners, which is the minimum limit. No maximum limit is specified. Unlike shareholders in a limited liability company, partners in a partnership bear unlimited liability, and partnerships are not allowed to have partners with limited liability.

2. Have a written partnership agreement.

A partnership agreement is a legally binding agreement reached by each partner through negotiation to jointly determine their mutual rights and obligations. A partnership agreement shall be concluded in writing by all partners through consensus. The partnership agreement shall come into effect after being signed and sealed by all partners.

3. Have the capital contribution actually paid by each partner.

Partners’ capital contributions can be made in currency, in kind, land use rights, intellectual property rights or other property rights. With the consensus of all partners, partners can also contribute capital through labor services. For labor service contributions, the evaluation method shall be determined through consultation among all partners.

4. Have a partnership name.

When establishing a partnership, partners must determine the name of their partnership. The name must comply with the relevant regulations on enterprise name management.

5. Have a business place and the necessary conditions for engaging in partnership business.

To engage in production and business activities regularly and continuously, a partnership must have a certain business location and the necessary conditions for partnership operations. The so-called necessary conditions refer to the material conditions that, if lacking, make it impossible to engage in production and business activities based on the partnership purpose and business scope of the partnership enterprise.

Sole proprietorship

Conditions for establishing a sole proprietorship:

1. The investor must be a natural person and can only be a Chinese citizen.

2. Have a legal business name. The words "limited", "limited liability" or "company" shall not be used in the name of a sole proprietorship. The name of a sole proprietorship shall be XX Research Institute; XX Research Institute; XX Center; XX Business Department; XX Company; XX Department, etc.

3. Investment declared by investors. Investors can contribute their personal property or their family's property as their personal investment.

To establish a sole proprietorship, investment can be made in currency, or in kind, land use rights, intellectual property rights or other property rights. If the investment is made in kind, land use rights, intellectual property rights or other property rights, it should be converted into a monetary amount. The amount of capital contribution declared by the investor shall be commensurate with the production and operation scale of the enterprise. If the family's most owned property is used as personal capital contribution, the investor shall indicate this in the application for establishment (change) registration.

4. Have a fixed production and operation site and necessary production and operation conditions.

5. There are necessary practitioners.