"One dollar company", "start from scratch" has always been a dream of many entrepreneurs, but with the March 1 new "People's Republic of China Company Law" (hereinafter referred to as the new "Company Law") the formal implementation of this dream is becoming reality. March 5, Dacheng law firm lawyer Joe Road in an interview with "China Business" reporter said that the reduction of administrative intervention to reduce the threshold of entrepreneurship, but still faced with a lot of risk, there is no suspense will produce a lot of "bag company "

It is understood that the new "Company Law" amendment involves 12 terms, the changes are mainly reflected in three aspects: First, the registered capital registration system to subscribe to the registration system; the second is to relax the registered capital registration conditions; three Is to simplify the registration and registration documents. The shareholders of the limited liability company subscribe to the amount of capital, the company paid-up capital is no longer as a company registration matters.

Reduce the threshold to test the government credit system

The new "corporate law" is designed to encourage entrepreneurship, reduce business costs and reduce government intervention, but it also reduces the cost of crime, and some "bag companies" will test the government's credit system.

Beijing Cheng Bo world management consultants lawyer Ma Chunbo interview with reporters that the new "Company Law" is the highlight of the entrepreneur to reduce the entry threshold, temporarily lack of money can also start. In accordance with the provisions of the law, the total amount of registered capital, cancel the limited liability company minimum registered capital of 30,000 yuan, one person limited liability company minimum registered capital of 100,000 yuan, limited liability company minimum registered capital of 5 million limit. Theoretically can "a dollar to do the company."

In addition, the lower threshold also includes the autonomy of the company set up when all shareholders (sponsors) the proportion of the first investment, that is the first time the entrepreneur can be "zero down payment." The proportion of capital contribution and monetary contribution, such as the entrepreneurial background of the technical background, if the venture in the past if you need to get the technology out of gold 30% cash package, which makes some of the funds of the entrepreneur was blocked at the door, and modified Of the new "Company Law" provides all the use of technology or other investment can be assessed in kind can be.

Another noteworthy is that the registered capital registration system is changed to subscribe to the registration system, that is, the cancellation of the shareholders of the company should be paid within two years from the date of incorporation, the investment company in five years to pay the full investment, and Cancellation of one-person limited liability company shareholders should pay a full amount of the provisions of the capital, when the registered capital contribution to pay no time limit. At the same time, the limited liability company shareholders subscribe to the capital, the company paid-up capital is no longer as a company registration matters. When the company registers, it is not necessary to submit a capital verification report.

In response to the reader's question, the green dog legal network lawyer in the answer to the question, said the entrepreneur only need to declare according to their own economic capacity, even if the amount of only 1 yuan, you can set up a legitimate company in accordance with the law; no need to pay the capital, that is not required for two years Or within five years to put the money into an account; as long as the number of registered capital to declare and into the articles of association, do not need to make a lot of money, do not need to come back and forth to the capital verification agencies run, the entrepreneur can complete a company dream.

If the registration authority only registers the registered capital of the company, it will no longer register the paid-up capital and will not check the relevant capital verification. If the registration authority does not oversee the determination of the enterprise, Proof documents, the "bag company" will be no suspense. This requires the establishment of corporate integrity files, query system continues to improve.

Ma Chunbo said the new "company law" is designed to encourage entrepreneurship, reduce operating costs and reduce government intervention, but it also makes the cost of crime reduced, some "bag company" will appear on the government to establish a credit system to test. Once the legal disputes are involved, the bag company has no money to pay the creditors, the lawsuit wins but can not be executed.

The new "Company Law" also provides for the abolition of the annual inspection system, to the annual report publicity system. Beijing Chaoyang Industry and Commerce official said, although the enterprise does not need to go through the complicated administrative review, but for the off-site business is difficult to manage, illegal phenomenon can not be found in time.

Simplify procedures to improve business efficiency

Registered capital paid to the registration system to subscribe to the registration system, can improve the efficiency of the use of funds.

Then the "Company Law" revised, how to bring to the entrepreneur what kind of benefits? Beijing Shenzhou Green Star Technology Co., Ltd. President Chang Yongming in an interview with reporters that the registered capital paid to the registration system to subscribe to the registration system, can improve the efficiency of the use of funds. For some industrial companies, due to the relatively large amount of investment, take up more funds, business cooperation, but also to highlight the strength of the company, so the registered capital can be paid according to the progress of the company to pay, to ease the financial constraints.

Ma Chunbo said that although the subscription time and amount are relaxed, but does not mean that the company can arbitrarily subscribe for funding, free time agreed, the shareholders subscribe to the registered capital should be the size of the company, the shareholders of their own economic strength to match. The capital contribution time shall be a fixed term and shall conform to the actual operation of the company and shall not be agreed as an indefinite period or exceeding the operating period of the company.

It is noteworthy that the new "Company Law" after the implementation of the shareholders still need to pay in accordance with the amount of their commitment to bear the limited liability, that is, the size of the registered capital is still determined from a certain aspect of the company's financial strength and can bear civil Responsibility. The greater the registered capital, the greater the liability of the shareholders within the scope of its registered registered capital. In the event of a debt or debt problem, the shareholder is responsible for the unpaid portion of the subscription amount.

Chang Yongming said that in the past restrictions on shareholders is limited liability, some companies in order to avoid debt, the idea of trying to "short" the company, once the company insolvent, the shareholders bear the limited liability. And subscribed to the way is to increase the liability of shareholders, for the subscription of registered capital shareholders are also responsible.

In fact, the actual payment to subscribe to not only improve the use of funds, while some of the strength of the company is weak to promote its rapid development.

Beijing, a cultural company in an interview with reporters, said that in the new "Company Law" before the implementation, they have been working with a foreign company to provide the latter with brand planning services. In the past, the company has no requirement for the registered capital of the service provider. However, with the advent of the economic crisis, the foreign company is also worried about the cash flow problem of the service provider, and then the registered capital of all service providers reaches 100 million yuan. And then cooperate. For a small company with a registered capital of only 30,000 yuan, the registered capital is no different from the astronomical figures, and sometimes not raise so much money.

"Is worried about the registered capital and give up cooperation, the new" company law "people shines, as long as the subscribe of 1 million yuan, the future and then gradually increase capital can be so that the annual cooperation of customers to continue cooperation, because there is this Customers continue to order, the future development of the company, or can only watch the order was the strength of the company away. "Mr. Lee said.

Activation of private capital still need to take risks

With the implementation of the new "company law" can be expected that more and more cases of economic disputes, lawyers due diligence cases will increase, while the increase in business accounting firms audit business.

There are a few entrepreneurs like Mr. Li, and some entrepreneurs who are planning to open a company are suffering from no capital. Shijiazhuang, Hebei, operating in the business of Wei Youtao said that the business day to do business for many years are "minor", because the registration company needs cumbersome procedures and funds, but also to find a special accountant, consider the cost is relatively high Registered company. Only the goods sold to some small retail outlets, large business simply can not cooperate, can not only sign a formal invoice to be shut out, the business can not expand more channels.

"Now the registered capital does not require, and also eliminates the need for a lot of cumbersome procedures can be considered to register a company, is currently aware of some of the registration rules. Once the registration is successful, now operating a lot of products can enter the super channel, business will rapidly expand "Wei Youtao said.

Ma Chunbo said that recently consulted him how to set up the company's customers began to rise up. There is a supermarket operating customers began to want to register industrial and commercial households, because the registration of industrial and commercial households is relatively simple, but see the "new company" law came out after considering the registration company, as with suppliers to negotiate more confidence.

Hebei Hou Fengmei lawyer Chen Guoliang said that the new "Company Law" to reduce the threshold of entrepreneurs at the same time, you can activate private capital, but in the absence of integrity, regulatory measures must keep up, still need to prevent some of the risks.

Chen Guoliang that in the past to pay the capital, there will still be some "shell" company, now do not require the registered capital, the "shell" the probability of the company will be higher. Therefore, the choice of cooperation, we must investigate the clear registered capital which is paid part, which is part of the subscription, in order to determine the strength of the company to avoid disputes in cooperation.

Ma Chunbo that, with the implementation of the new "Company Law" can be expected to be more and more economic disputes, lawyers due diligence cases will increase, while the increase in business accounting firms audit business. Because the "bag company" appears so many bad guys can take advantage, and the resulting economic disputes. In addition, more and more companies on the cooperation of the company's qualifications, strength will have concerns, especially in some large, high-risk projects involving more funds, commissioned lawyers and accounting firms will be more business.

Joe said that a company, not only by law, but also by their own constraints. The Company's Articles of Association are not only subject to the Company Law and are protected by laws such as the Contract Law. The Company needs to comply with the new Company Law and all the shareholders' Of the new requirements to adjust the charter; of course, if the articles of association agreed "in case of national policy adjustments, the Constitution and national laws and regulations are inconsistent with the national laws and regulations" and so on the words, but also in no hurry to adjust.

He said that because the new "Company Law" landing, the implementation of the local may not be consistent, we have no reference case at all, the specific new industrial and commercial registration measures will test the wisdom and execution of the relevant departments.



 "China Business": http://news.cb.com.cn/company_11_17065_1.html