【Application Materials】
I. Registration of changes to enterprises (Items of change: enterprise's name, type, business scope, domicile and registered capital, legal representative's name, name of shareholders of limited liability companies or initiators of joint-stock companies)
(1) Basic materials (For the increase of registered capital, only basic materials are required): An Application Form for Enterprise Registration (Filing); a resolution or decision on amending the enterprise's articles of association; revised articles of association or the amendment of articles of association; approvals (licenses); the business license
(2) Additional materials for changes to the enterprise's name (For general name declaration, only basic documents are needed. See the General Guidelines for Market Entity Registration for naming rules): Authorization document(s) (certificates) from the owner of the trademark; trademark registration certificate; trademark owner's qualification proof; a commitment letter for independent application; document(s) detailing the cross-provincial operations of the enterprise concerned (which must be stamped by the enterprise if operations are conducted by its subsidiaries set up in two or more provinces)
(3) Additional materials for domicile change: A Property Ownership Certificate of the People's Republic of China signed or stamped by the property owner
(4) Additional materials for changing the legal representative: The relieving document of the former legal representative; the appointment document of the new legal representative
In the case where the legal representative has his/her name changed, the entity qualification document or ID card issued by a public security organ is also needed.
(5) Additional materials for decreasing registered capital: A sample of the newspaper where the announcement is posted; statement(s) of debt settlement or debt guarantee
(6) Additional materials for changes to business scope: Approvals (licenses)
(7) Additional materials for changes to shareholders: The equity transfer agreement or equity delivery document signed by both the new and old shareholders; the entity qualification certificate of the new shareholder
For changing the natural person shareholders, please also submit the certificate of declaration of personal income tax related to the equity transactions.
In the case where the equity has been obtained through inheritance or bequest, please also submit the effective legal documents for shareholder registration.
If the equity has been transferred as per a people's court's judgment/ruling, please also submit the court's decision or order.
(8) Documents required for changing the names or titles of shareholders or initiators: When a shareholder or initiator changes his/her own name, please submit the certificate proving the change to his/her name, and the entity qualification certificate following the change to his/her name. In the case where one or more foreign investors' names have been changed, please submit certificates proving the changes to the names of foreign investors. In the case where investors from China's Hong Kong SAR, Macao SAR, or Taiwan have been changed, please submit certificates proving the changes to the names of them as well.
(9) Additional material for increasing the registered capital of a joint-stock company: An approval document from the China Securities Regulatory Commission
(10) A letter of informed commitment for registration of market entities in Beijing
2. Materials submitted by non-corporate enterprise legal persons for reformation registration per the Company Law of the People's Republic of China
A Reformation Registration (Filing) Application Form for Non-corporate Enterprise Legal Persons; reformation approvals; employee representative assembly's resolutions; approvals (licenses); articles of association after the reformation; entity qualification certificates of shareholders or initiators, or photocopies of natural persons' ID cards after the reformation; resolutions or decisions made after the reformation; appointment documents of legal representatives, directors, supervisors, and managers; business license; documents of the delineation of property rights; Commitment Letter for Registration Notification of Market Entities in Beijing
3. Registration of cross-provincial migration for market entities
(1) For any entity migrating from another province/municipality to Beijing, please submit the photocopies of all the registration documents and the business license to the registration authority located in the destination. For those also applying for changes to domicile, name and other matters during migration, submit corresponding materials simultaneously; after the photocopies of all the registration documents are submitted, the registration authority will issue an Approval for Migration and File Transfer and a Notification of Submission of Additional Application Materials. After receiving the Approval for Migration and File Transfer, the entity shall request the original registration authority to send all original documents to the new registration authority. Once the latter receives and verifies all original documents, it will notify the entity to complete registration by bringing all additional materials as per the Notification of Submission of Additional Application Materials. If all the application materials are submitted and considered legally compliant, the updated business license can be collected on the site.
(2) For any entity migrating from Beijing to another province/municipality, please apply to the new registration authority for migration and obtain an Approval for Migration and File Transfer. Fill out the Application Form for Market Entity Migration, and submit it along with the Approval for Migration and File Transfer and the original copies of the duplicate original and counterpart of the business license to the new registration authority to complete the procedure.
I. Registration of changes to enterprises (Items of change: enterprise's name, type, business scope, domicile and registered capital, legal representative's name, name of shareholders of limited liability companies or initiators of joint-stock companies)
(1) Basic materials (For the increase of registered capital, only basic materials are required): An Application Form for Enterprise Registration (Filing); a resolution or decision on amending the enterprise's articles of association; revised articles of association or the amendment of articles of association; approvals (licenses); the business license
(2) Additional materials for changes to the enterprise's name (For general name declaration, only basic documents are needed. See the General Guidelines for Market Entity Registration for naming rules): Authorization document(s) (certificates) from the owner of the trademark; trademark registration certificate; trademark owner's qualification proof; a commitment letter for independent application; document(s) detailing the cross-provincial operations of the enterprise concerned (which must be stamped by the enterprise if operations are conducted by its subsidiaries set up in two or more provinces)
(3) Additional materials for domicile change: A Property Ownership Certificate of the People's Republic of China signed or stamped by the property owner
(4) Additional materials for changing the legal representative: The relieving document of the former legal representative; the appointment document of the new legal representative
In the case where the legal representative has his/her name changed, the entity qualification document or ID card issued by a public security organ is also needed.
(5) Additional materials for decreasing registered capital: A sample of the newspaper where the announcement is posted; statement(s) of debt settlement or debt guarantee
(6) Additional materials for changes to business scope: Approvals (licenses)
(7) Additional materials for changes to shareholders: The equity transfer agreement or equity delivery document signed by both the new and old shareholders; the entity qualification certificate of the new shareholder
For changing the natural person shareholders, please also submit the certificate of declaration of personal income tax related to the equity transactions.
In the case where the equity has been obtained through inheritance or bequest, please also submit the effective legal documents for shareholder registration.
If the equity has been transferred as per a people's court's judgment/ruling, please also submit the court's decision or order.
(8) Documents required for changing the names or titles of shareholders or initiators: When a shareholder or initiator changes his/her own name, please submit the certificate proving the change to his/her name, and the entity qualification certificate following the change to his/her name. In the case where one or more foreign investors' names have been changed, please submit certificates proving the changes to the names of foreign investors. In the case where investors from China's Hong Kong SAR, Macao SAR, or Taiwan have been changed, please submit certificates proving the changes to the names of them as well.
(9) Additional material for increasing the registered capital of a joint-stock company: An approval document from the China Securities Regulatory Commission
(10) A letter of informed commitment for registration of market entities in Beijing
2. Materials submitted by non-corporate enterprise legal persons for reformation registration per the Company Law of the People's Republic of China
A Reformation Registration (Filing) Application Form for Non-corporate Enterprise Legal Persons; reformation approvals; employee representative assembly's resolutions; approvals (licenses); articles of association after the reformation; entity qualification certificates of shareholders or initiators, or photocopies of natural persons' ID cards after the reformation; resolutions or decisions made after the reformation; appointment documents of legal representatives, directors, supervisors, and managers; business license; documents of the delineation of property rights; Commitment Letter for Registration Notification of Market Entities in Beijing
3. Registration of cross-provincial migration for market entities
(1) For any entity migrating from another province/municipality to Beijing, please submit the photocopies of all the registration documents and the business license to the registration authority located in the destination. For those also applying for changes to domicile, name and other matters during migration, submit corresponding materials simultaneously; after the photocopies of all the registration documents are submitted, the registration authority will issue an Approval for Migration and File Transfer and a Notification of Submission of Additional Application Materials. After receiving the Approval for Migration and File Transfer, the entity shall request the original registration authority to send all original documents to the new registration authority. Once the latter receives and verifies all original documents, it will notify the entity to complete registration by bringing all additional materials as per the Notification of Submission of Additional Application Materials. If all the application materials are submitted and considered legally compliant, the updated business license can be collected on the site.
(2) For any entity migrating from Beijing to another province/municipality, please apply to the new registration authority for migration and obtain an Approval for Migration and File Transfer. Fill out the Application Form for Market Entity Migration, and submit it along with the Approval for Migration and File Transfer and the original copies of the duplicate original and counterpart of the business license to the new registration authority to complete the procedure.