|Item Name||Company Change Registration Material Submission Specification|
|Rights and Liablities Item No.|
|Issuing Authority||Zhengzhou Area of China (Henan) Pilot Free Trade Zone|
|Service Subject||Legal person|
|Implementing Basis||"Company Law", "company registration management regulations".|
|Application Materials||1. "Company Registration (Filing) Application Form";
2. “The designated representative or the co-commissioned agent’s power of attorney” and a copy of the identity document of the designated representative or the co-commissioned agent;
3. In the case of the laws, relative administrative regulations and the decision of the State Council stipulated that the changes of company registration/items must be submitted for approval before registration, a copy of the approval documents or the permit shall be submitted;
4. The decision to amend the articles of association of the company (the change of registration matters related to the revision of the articles of association, its related documents shall be submitted; if the changes is related to the changes of shareholders, this item does not need to be submitted, unless stipulated otherwise in the articles of association of the company); ◆ Limited liability company shall submit a resolution of the shareholders' meeting signed by a shareholder representing more than two-thirds of the voting rights. ◆ Company limited by shares shall submit the minutes of the shareholders' meeting signed by the conference moderator and the directors present at the meeting. ◆ One person limited liability company shall submit a written decision signed by shareholders. ◆ The state-owned sole proprietorship company shall submit the approval document assigned by the State Council, the local people's government or the authorized state-owned assets supervision and administration institution of the people's government at the same level.
5. The modified Articles of Association of the company or Amendments to the Articles of company;
6. Relevant documents relating to the change; ◆ If the name is changed, it shall apply to its registration authority. If the application name exceeds the jurisdiction of the registration authority, the registration authority shall declare it to the higher-level registration authority with the approval authority of the name. ◆ If the residence is changed, it shall submit proof of use of the new residence. ◆ If the legal representative changes, in accordance with the provisions of the Articles of Association, it shall submit the removal certificate of the original legal representative, the new legal representative official appointment document and a copy of personal identity documents of the new legal representative; If the name of the legal representative of the company need to be changed, only the proof issued by the public security department need to be submitted. ◆ To reduce the registered capital, submit the proof of statement published in the newspaper regarding the reduce of the company registered capital, and the relevant proof of the company's debt settlement or debt guarantee. It shall apply for change registration after 45 days from the date of publication of the statement. ◆ To change the scope of business, if the company scope of business application for registration has items required for approval before registration stipulated by laws, administrative regulations and the decision of the State Council, a copy of the relevant approval documents or the permit documents shall be submitted; Where the examination and approval authorities separately authorizes the branch company business license to operate a specific project, the company may apply for the approval to obtain the corresponding business scope of the same project using the approval document or proof from its branch company, but should be marked with the increase in the scope of business with the "(limited branch company business) Words. ◆ To change shareholders, or if a shareholder transfers all the shares to other shareholders, it shall submit the equity transfer agreement or the equity delivery certificate signed by both parties. If the shareholders transfer shares to another person other than shareholders, it shall submit document showing proof of more than half of the shareholder’s consent to the transfer; When other shareholders received a notice and did not reply after the 30th day, it shall submit a written notice sent to other shareholders on matters relating to the transfer of shareholders; Equity transfer agreement or equity delivery certificate; the qualification certificate of the new shareholder or a copy of natural person identity documents. Where the Articles of Association of the Company provide otherwise for the transfer of shares, it shall be prescribed. If the court ruled the transfer of equity according to law, it shall submit the ruling of the court, and does not need to submit the equity transfer agreement signed by the shareholders and the document of the equity delivery and the majority of the other shareholders 'consent. The State Council, the local people' s government or the authorized level If the state-owned assets supervision and administration institution of the people's government initiate the transfer of the relevant equity of the state-owned assets, it shall submit the document assigned by the State Council or the local people's government or the state-owned assets supervision and administration institution of the people's government at the same level. it is not necessary to submit the equity transfer agreement signed by the shareholders or equity delivery certificate. ◆ To change the name of the shareholder or sponsor, submit the proof of name change record of the shareholder or sponsor; Submit the new subject qualification certificate of the new shareholders or sponsors or a copy of natural person identity document. ◆ If the above items involve changes to other registration items, they should apply for change registration at the same time and submit the corresponding materials according to the corresponding submission specification.
7. A copy of the company's business license.
Note: 1. This specification applies to the change registration made by companies established in accordance with the "Company Law", "company registration management regulations".
|Transaction Procdure||Application accept → Review → Check|
|Transaction Time Limit||5 working days|
|Implementing Authority||Zhengzhou Bureau of Industry and Commerce|
|Charge or not||No|
|Online Application or not||No|
|Business Supervision Department|
|Office Hours||Mon. - Fri. 9:00-12:00 13:00-17:00|
|Office Address||1st and 2nd floor of Building 1,No.85, Yabao Oriential International Plaza, Jinshui East Road, Zhengzhou.(Zip Code 450046)|
Integrated Service Center of China (Henan) Pilot Free Trade Zone Zhengzhou Area
Add.:1 Yabao·Dongfang International Plaza,No.85 Jinshui East Road,Zhengdong New District,Zhengzhou,Henan,China
Tel.:+86 0371-61170000 0371-67880002 E-mail:email@example.com