Interim Measures For The Commercial Registration In Guangzhou City

Original Language Title: 广州市商事登记暂行办法

Read the untranslated law here: http://www.chinalaw.gov.cn/article/fgkd/xfg/dfzfgz/201506/20150600399517.shtml

Interim measures for the commercial registration in Guangzhou City

    (April 8, 2014 at the 14th session of the 109 Executive meeting of the Municipal Government on April 21, 2014, Guangzhou City people's Government orders the 102th publication come into effect June 1, 2014) Chapter I General provisions

    First, business registration, to advance the reform and market regulatory system, promoting economic development, according to the national business register system reform requirements and provisions of relevant laws and regulations, combined with the city's actual, these measures are formulated.

Article II commercial registration in these measures refers to the applicant to apply to the business registration office, by the business registration office of commercial subject establishment, modification and cancellation of registration and publicity actions.

    Business subject in these measures refers to being legally registered, for-profit business activities of natural persons, legal persons and other organizations.

    Article within the administrative area of the city's commercial registration and related regulatory activities, these measures shall apply.

Fourth, commercial, industrial and commercial administrative departments are the registration authority responsible for supervision and administration of registration of commercial subjects and related, and is responsible for the implementation of these procedures.

    Other related administrative departments within the scope of their respective duties, is responsible for the commercial subject-related administrative licensing, supervision and management of the project.

    Article fifth commercial registration, should follow the principle of market-driven, principal autonomy, convenient and efficient.

    Chapter II registration and filing

The sixth commercial registration of the subject matters include:

(A) name;

(B) the residence of the Corporation, sole proprietorship Enterprise House, a partnership of the main place of business, branch of business premises, branches of the address or place of business, address, individual business units of the business premises;

(C) type;

(D) the legal representative or other commercial entity in charge;

(E) the total registered capital;

(Vi) operating period;

    (G) the investment's name (name).

Article seventh commercial subjects for the record include:

(A) the Association or agreement;

(B) business scope;

(C) the directors, supervisors and senior management personnel;

(D) member of the liquidation team and the person responsible;

    (E) article sixth of this approach (b) provision of other establishments.

    Eighth commercial body type, including corporate and unincorporated enterprises, branches of enterprises and individual industrial and commercial households, classified in accordance with the provisions of the State administration for industry and commerce standards. Nineth commercial subject's name should be in line with laws, administrative regulations, and reflects the characteristics of their trade or business.

Commercial entity engaged in business activities involving more than one sector, should be the first of its scope of business, as the names of industry or business characteristics. Business subject to the commercial name of the registration authority for pre-approved, pre-approved names are valid for 6 months, expire automatically after the expiration.

Pre-approval of name within the period of validity shall not be used for business activities, shall not be transferable.

    Commercial subjects after his business registered with the registration authority, to use its name, name of exclusive rights.

Tenth business by commercial body through regulation or agreement and other documents, and shall conform to the national industrial classification standard.

    Commercial registration authorities shall, in accordance with the needs of economic development, combined with the industrial classifications of the national economy, adjust the operating range of the standard formulation, for the guidance of commercial subjects.

11th commercial registration office should be prepared earlier approval of commercial registration directory and business registration list of front-post approval modification, the municipal people's Government for approval, and announced to the public.

    Engaged in the project belongs to the commercial qualification approval and directly related to national security, ecological security and personal security, included in the list of pre-approval of commercial registration, other projects included in the business register list of front-post approval modification.

12th commercial subjects covering the operation of front to rear and approval of commercial registration, commercial registration office shall issue the approved notice of registration or issue a commercial subject to change its scope of business filing receipt, notify the commercial body shall obtain the relevant approval Department of administrative permission license or approval before the operation.

    Commercial body provided for in the preceding paragraph apply for business registration or change of business scope of record for more than 90 days from the date of failure to obtain the relevant approval issued by the Department of the administrative licensing license or approval documents, commercial registration office should be through commercial subject information publication platform to the public. 13th limited liability company and initiated the establishment of limited liability company registration capital subscription registration system.

Commercial registration authorities all the shareholders, sponsors subscribed registered capital or subscribe for shares, without registration the paid-up capital.

Limited liability company and initiated the establishment of minimum amount of registered capital, but not to zero.

To raise registered capital and paid-up capital of the Corporation established for the registration, in accordance with the provisions of relevant laws and regulations.

    Laws, administrative regulations and decisions of the State Council on limited liability company and registered capital paid up, otherwise provided by the minimum amount of the registered capital, from its provisions.

14th a limited liability company established by the shareholders and the Corporation sponsors, contributions, investment should be, the proportion of non-monetary capital contribution and funding terms agreed and documented in the articles of incorporation.

Investment period shall not be agreed to without time limit, shall not exceed the operating period as prescribed by the articles of the company.

    Shareholder, sponsor responsible for the authenticity of registered capital paid. 15th commercial subject home and business premises, should be permanent.

Business subject to the business registration office when you apply for registration shall submit the domicile or place of business use.

Meet one of the following commercial subjects, this approach may be the same address as the sixth part (b) of domicile or place of business, to the business registration office to apply for registration:

(A) investment enterprises Association;

    (B) in the area, the people's Governments above the county-level city approved the establishment of the industrial park, Science Park and other major enterprises in the Park.

16th commercial subjects at the residence district and County new business premises in the city, do not need to apply for branch establishment registration, commercial registration office should be filed.

    Commercial subjects at the residence outside the district and county-level cities additional premises, establishment of registration shall apply for a branch.

    17th commercial registration organs shall formulate business registration and filing materials need to be submitted, and to the public.

The 18th applicant applying for registration or filing business bodies, should be made public in accordance with the business registration office material required in the specification, and is responsible for its authenticity.

    Applying for establishing a foreign-funded enterprise, the applicant shall obtain the approval of the Administrative Department of foreign trade and economic cooperation, to apply for registration of commercial registration.

19th commercial registration office receives commercial subjects after the registration application submitted by the applicant, should be dealt with separately according to the following conditions:

(A) the materials are incomplete or not in compliance with the statutory form, shall, within 1 working day of receiving the material once informed the applicant needs to supplement materials, fails to inform, as accepting the application material errors that can be corrected on the spot, should permit the applicant to be corrected on the spot. (B) the materials are complete and comply with the statutory format, commercial registration organs shall accept and be registered within 3 working days from the date of acceptance.

    Commercial registration office within 3 working days cannot be decided whether or not to grant registration, business registration agency head approval may be extended 3 working days.

20th commercial registration office receives commercial subjects for the record submitted after the filing of the submission shall be made according to the following circumstances:

(A) the materials are incomplete or not in compliance with the statutory form, shall, within 1 working day of receiving the material once informed for the record submitted to the need to supplement the material, inform overdue, considered inadmissible material there are errors that can be corrected on the spot, should be allowed to submit corrections on the spot. (B) the materials are complete and in compliance with the statutory form, the business registration office should be accepted.

    Filing submission materials submitted to the people in the scene, commercial registration office should be issued on the spot for the record receipts; the record submitted to the people by letter, fax, electronic data interchange and e-mail form to submit material, commercial registration office within 3 working days since the date of acceptance issued by the filing receipt.

    21st registration or filing of the business subject matter changes, business subject should change resolution or decision making within 30th of, registration with the commercial register authority or change the record.

    22nd commercial license sets important bars, set forth the scope of commercial subjects, registered capital, investment, investment term, business location, business term, annual reports, approval of and related information query method.

    Chapter annual report and directory of business exceptions

23rd annual report of the implementation of commercial subject system.

Commercial subjects from January 1 to June 30 each year to commercial registration office's last annual report.

    Established commercial entity next year submit an annual report.

24th business subject to submit an annual report, the enterprise should fill out the basic information sheet, attached to the balance sheet, income statement, which belongs to the foreign-funded enterprises also require submission of statement of cash flow, subsidiary bodies, just fill out the basic information from the individual tables.

    Commercial body responsible for the authenticity of the content of the annual report.

    25th and commercial registration office should be submitted by the receipt of commercial subject within 15 working days from the date on which the annual report, annual report to the public and commercial subjects, and establishment of a sampling system of the annual report.

    26th business subject are revoked or canceled after registration, shall promptly apply for cancellation of registration, no longer need to submit an annual report to the business registration office.

27th commercial registration office should be set up commercial subjects management exception list, there will be one of the following commercial body, load management exception list, and through commercial subject information publicity platforms launch:

(A) no annual report for two consecutive years;

(B) the commercial registration authorities verified commercial subject is not engaged in business activities in an approved accommodation.

    Commercial exception should be included in the registration authority list of commercial subjects and legal representatives, investors and relevant information into credit supervision system.

28th commercial registration office will load management exception list before business bodies, business subject should be adopted public information platform to inform business subject of the facts, reasons and basis, as well as enjoy presentations and business bodies the right to plead.

    Commercial registration authority fails to perform the duty of disclosure, its load management exception list is not valid. 29th commercial subjects were included in the management exception list is not less than 3 years, and the list of loaded operating anomalies have been corrected, you can apply to the business registration organ from the business moved out of the list of exceptions.

Commercial registration authorities shall, from the date of receiving the application, make a decision and notify the applicant in writing within 10 working days.

    Commercial subjects were included in the management exception list for more than 3 years shall not be removed from the exception list.

    Fourth chapter of commercial subject and publication platform for information management

30th article of the city establish a unified management of commercial registration information platforms and commercial subject information publication platform.

    Municipal government agencies responsible for construction, management of commercial registration information publicity platform for management information platform and commercial subjects; municipal information administrative departments responsible for technical support and maintenance base.

    31st commercial registration and other related administrative departments should adopt commercial registration information management platform to upload, receive, feedback, business registration, filing, administrative approval and verification, information such as annual reports, administrative penalties, information sharing and commercial subject information publication platform to the public in a timely manner.

Article 32nd commercial registration issued by the authority shall grant registration notices, filing within 3 working days from the date of receipt, registration and filing of information uploaded to the commercial registration information management platform.

    Other related administrative departments at the city level shall, within 1 working days receive information via the business registration management information platform, and to distribute information in a timely manner in accordance with management permissions to Administrative Department, county-level cities.

The 33rd article of the municipal administrative licensing examination and approval departments at all levels to make administrative approval or confirmation shall, within 3 working days, administrative approval or confirmation information uploaded to the commercial registration management information platform.

    National and provincial-level administrative license approval departmental approval or confirmation of the administrative license is made, commercial subject may apply for the corresponding municipal departments will license approval or confirmation information uploaded to the commercial registration management information platform; not linked Administrative Department of the municipality, by the business registration office is responsible for applying for entry to upload.

34th commercial registration office should be agreed subject's public information platform for public notice of the following information:

(A) apply for business registration and filing bases, procedures and deadlines;

(B) apply for business registration and filing the submission specifications, tables;

(C) the commercial subject registration and filing of information;

(D) commercial body of annual reports;

(E) commercial subjects were included in the business directory information exception;

(F) the city-level commercial registration authority awarded the honorary title of commercial subject information;

(G) the business registration authority to impose administrative penalties on commercial subjects information;

    (H) other information that should be public.

35th executive approval other related administrative departments should adopt commercial subjects, such as public information platform for public notice of the following information:

(A) the basis for administrative approval and confirm matters, procedures and deadlines;

(B) the administrative approval and confirmation of submission specifications, tables;

(C) the items for administrative approval and confirmation of information;

(D) municipal people's Government, the city-level administrative organs to the honorary title of commercial subject information;

(E) the departments administrative penalties imposed on business subject information;

    (F) other information that should be public.

Article 36th commerce registration authority publicity commercial subjects and other relevant administrative departments get the honorary title information should include information such as the duration of the granting authority, specific content,.

    Commercial registration office publicity commercial subjects and other relevant administrative departments administrative penalties information should include name, qualitative basis, punishment, punishment of violations by the parties category, penalties, made the decision time and other information published for a period of 3 years.

    37th article of commercial registration and other relevant administrative departments should establish an information error correction mechanism, to upload it to the business registration information management platform and commercial subject information publication platform is responsible for the accuracy of the information, discover information uploaded there are omissions, errors should be corrected within 2 working days from the date of discovery.

    The fifth chapter legal liability

38th under any of the following circumstances, Guangdong Province, according to the investigation by the commercial registration authority operating without regulations and related laws and regulations to investigate, on the license approval authorities cooperate in the context of statutory duties:

(A) has not received a license without engaging in production and operating activities without approval;

(B) after cancellation of registration, continue to engage in business activities;

(C) borrow, rent, let others license to engage in business activities;

(D) a forged license to engage in business activities;

(E) the laws and regulations of the other unlicensed.

    When the relevant approval authorities investigate and deal with violations of administrative license, party is found to have engaged in such business without a license, shall be informed in a timely manner or transferred to the business registration organ found party is suspected of a crime, transferred to the judicial organs according to law.

39th under any of the following circumstances, the relevant administrative permit approval authority in accordance with the Guangdong province to investigate unlicensed Ordinance and related laws and regulations to investigate commercial registration authorities cooperate in the context of statutory duties:

(A) without an administrative license shall be obtained according to law, engaged in business activities without authorization;

(B) do not need to apply for business registration according to law, but it should be an administrative license and failure to obtain authorization license within the scope of business activities;

(C) the administrative license is revoked, the revocation, cancellation and expiry of, not complying with the provisions of the administrative licensing formalities, and continued to license within the scope of business activities without authorization.

    Administrative licensing approval authority to investigate offences, not part of the mandate of the Department, should be transferred to the Administration with administrative responsibilities in a timely manner to investigate and found multiple violations committed by the parties, informing the relevant administrative departments should be investigated in a timely manner or jointly investigate; finding party is suspected of a crime, transferred to the judicial organs according to law. 40th article business thing subject has following behavior one of of, by business thing registration organ and the other related administration sector in accordance with related legal, and regulations of provides implementation administrative punishment, and will the bad behavior information into credit regulatory system, through business thing subject information publicity platform be publicity; legal, and regulations no provides administrative punishment of, on corporate at 20,000 yuan above 50,000 yuan following fine, on individual industrial and commercial households at 500 Yuan above 1000 Yuan following fine,

For other commercial subject penalty of between 10,000 yuan and 30,000 Yuan:

(A) submission of false information or other fraudulent means to hide important facts, registration, filing or licensing and approval procedures;

    (B) the matter of submitting false documents to apply for public approval.

41st commercial subjects in violation of the article approaches the 21st, was not required to apply for alteration registration or change of filing formalities, by the business registration office in accordance with the relevant laws and regulations impose administrative penalties; no administrative penalties provided by laws and regulations, by the commercial registration authority in accordance with the following provisions:

(A) is not required to apply for alteration registration procedures, a rectification; fails to mend, the individual penalty of between 1000 and 500 Yuan for other commercial subject penalty of between 10,000 yuan and 30,000 yuan.

    (B) is not required to apply for alteration registration procedures, a rectification; fails to mend, the individual penalty of between 200 Yuan and 500 Yuan for other commercial subject penalty of between 5000 and 2000 Yuan.

    42nd disobey article 23rd business bodies, are not required to submit an annual report, by the business registration office a rectification; fails to mend, the individual penalty of between 1000 and 500 Yuan for other commercial subject penalty of between 5000 and 1000 Yuan.

    43rd and commercial violations under article 24th of this approach, submitting false annual reports, on the enterprise as a penalty of between 50,000 yuan and 20,000 yuan, the individual penalty of between 1000 and 500 Yuan for other commercial subject penalty of between 10,000 yuan and 30,000 yuan.

    44th business registration office, administrative approval and other administrative departments and their staff in business subject registration and related regulatory work, abuse of power, negligence, malpractice, by their appointment and removal or supervisory organs in accordance with administrative privileges on the relevant person liable according to law the offender constitutes a crime, criminal responsibility shall be investigated according to law.

    The sixth chapter supplementary articles

    The 45th commercial entity engaged in business activities in the field and need to prove their specific scope of commercial registration office, commercial registration authorities shall, in accordance with commercial body application issued by the appropriate supporting documents.

    The 46th commercial registration authorities and other relevant administrative departments shall, in accordance with the regulations, developed and coordinated regulatory measures for the implementation of the present measures. 47th in these measures come into effect on June 1, 2014.