New company law to be implemented on March 1: Lowering the threshold for entrepreneurship

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New company law to be implemented on March 1: Lowering the threshold for entrepreneurship

"TechWeb Report" February 10 News, the 12 National People's Congress Standing Committee at the sixth meeting to consider and passed the draft amendment to the company law will be implemented on March 1, the new company law has amended the existing 12 provisions of the current law. It mainly involves changing the registration system of registered capital into a registration system, relaxing the registration conditions of registered capital and simplifying registration matters and registration documents. Lower the threshold for entrepreneurship and encourage more people to join the business.

Among them, in the registration of registered capital conditions, in addition to the company registered capital of the minimum number of separate provisions, the abolition of the limited liability company, one person limited liability company, the company limited minimum registered capital should be up to 30,000 yuan, 100,000 yuan, 5 million yuan limit.

To simplify the registration matters and registration documents, the limited liability company's shareholder's contribution amount and the company's paid-in Capital are no longer registered items. When the company registers, does not need to submit the Capital verification report.

The following are the main points of modification:

(a) by deleting "paid-in capital" in the second paragraph of article seventh.

(b) Amend the second item of 23rd to read: "(b) the amount of capital contribution to be paid by all shareholders in accordance with the articles of Incorporation".

(c) by amending article 26th to read: "The registered capital of a limited liability company shall be the amount of capital paid by all shareholders registered in the Company Registration authority."

"Laws, administrative regulations and the State Council's decision to the limited liability company registered Capital Paid-in, the minimum limit of registered capital, from its provisions." ”

(iv) by deleting the third paragraph of article 27th.

(v) by deleting clause 29th.

(vi) Change 30th to 29th, and amend it to read: "After the capital contribution stipulated in the Articles of Association of shareholders, the representatives designated by all the shareholders or the jointly entrusted agent shall submit the application for registration and the articles of incorporation of the company to the registration authority of the company for registration." ”

(vii) by deleting "and the amount of capital invested" in section 33rd of article Iii.

(eight) by deleting the first paragraph of article 59th.

(ix) by changing 77th to clause 76th and substituting "(ii) the total amount of capital or collected paid-in capital subscribed by all promoters in accordance with the articles of Incorporation".

(10) by changing the 81st to article 80th and amending the first paragraph to read: "The total amount of capital stock subscribed for by all promoters registered in the Company registration Authority shall be established by means of the establishment of the incorporated corporation." No shares shall be collected from any other person until the shares subscribed by the promoter have been paid. ”

The third paragraph shall be amended as follows: "Laws, administrative regulations and the decision of the State Council to provide for the registered capital of the company limited and the minimum limit of registered capital shall be stipulated." ”

(11) By changing article 84th to article 83rd and amending the first paragraph to read: "The establishment of a limited company by way of the establishment of a corporation shall, in writing, acknowledge the shares subscribed by the articles of incorporation and pay the contribution in accordance with the articles of incorporation." In the case of Non-monetary property, the transfer of property rights shall be handled according to law. ”

The third paragraph shall be amended to read: "After the sponsor has recognized the capital contribution stipulated in the Articles of association, the Board of directors and the Board of Supervisors should be elected to the Company registration authority to submit the articles of incorporation and other documents stipulated in laws and administrative regulations." ”

(12) By deleting the third paragraph of article 178th.

In addition, the order of the clauses is adjusted accordingly.