Articles Of Association Of Non Corporate Enterprises
According to the eighteenth provision of the regulations on the registration and administration of enterprise legal persons in People's Republic of China, the contents of the articles of association of enterprise legal persons shall conform to the provisions of the state laws, regulations and policies, and shall specify the following items:
I. purpose;
Two, name and residence;
Three, the nature of operation;
Four, the amount and source of registered capital;
Five, the scope and scope of operation;
Six. Organization and its functions and powers;
Seven. Procedures and terms of reference for the legal representative.
Eight, the financial management system and the distribution of profits;
Nine, labor employment system;
Ten. Procedures for modifying the articles of Association;
Eleven, terminate the procedure;
Twelve, other matters.
The articles of association of the joint venture shall also contain:
1. Joint mode of investment, amount and investment duration;
2. The rights and obligations of the members of the joint union.
3. Conditions and procedures for participation and withdrawal;
4. The emergence, form, authority and decision-making procedure of the organization and management organization.
5, the term of office of the responsible person.
Examples of articles of Association for non corporate Corporations
This example is designed according to the general provisions of the regulations on the registration of enterprise legal persons in People's Republic of China and the general conditions of enterprises. It is for reference only. When drafting the articles of association, please make corresponding modifications according to the circumstances of the enterprise itself.
XXXX Institute charter
general provisions
Article 1 in order to adapt to the requirements of developing a socialist market economy, deepening the reform of the scientific and technological system and establishing a modern enterprise system, and standardizing the organization and behavior of enterprises, this article is formulated in accordance with the law of the People's Republic of China on industrial enterprises owned by the whole people, the People's Republic of China business registration regulation and other relevant provisions.
The second enterprise name: XXXX Research Institute (hereinafter referred to as "enterprise")
Enterprise Residence: No. 30 North Third Ring Road East, Beijing
Postal Code: 100013
The third enterprise is a wholly owned enterprise set up by China XX group company, which takes science and technology development, product development and technical services as its main tasks.
China XX group company is the competent department of the enterprise.
The fourth registered capital of the company is RMB XXXX yuan, which is invested by China XX group company in the form of currency.
Under the state's macroeconomic regulation and control, the fifth enterprises aim at enhancing economic efficiency and realizing the preservation and appreciation of state-owned assets. In accordance with market demand, technological innovation is regarded as a key measure to enhance the productivity of enterprises.
The sixth enterprise registered in accordance with the law, has the enterprise legal person qualification, and its property independently bear civil liability.
The seventh activities of the CPC's grass-roots organizations in enterprises are carried out in accordance with the constitution of the Communist Party of China.
The party organizations of enterprises play a central role in politics, ensure and supervise the implementation of the principles and policies of the party and the state in the enterprise.
Eighth enterprises shall establish trade union organizations in accordance with the law and carry out trade union activities.
Enterprises provide necessary conditions for trade unions.
Enterprises shall practise democratic management through staff congresses and other forms.
Enterprises protect the legitimate rights and interests of workers, strengthen labor protection and improve the quality of workers and staff members.
The second chapter is about the purpose, scope and mode of operation of an enterprise.
The ninth purpose of the enterprise is to speed up the industrialization of scientific and technological achievements by relying on the advantages of science and technology, and build enterprises into a scientific and technological enterprise integrating engineering contracting, engineering investigation and design, engineering supervision, product manufacturing, and technical services.
The tenth area of operation:
Main products: Supervision and management of investigation, design, construction, supervision, engineering and product testing, computer software and building materials, decoration materials, machinery and electrical equipment, chemical products, hardware and telecommunications, communication equipment, product development, production, marketing, technology development, technology pfer, technical consultation, and technical services.
Run: industrial investment, property management, training, housing leasing; daily general merchandise sales, motor vehicle parking services and other business management.
The eleventh mode of operation: project contracting, design, production, development, pfer, consultation, service, sales, consignment, agency, decoration and so on.
The third chapter is the management organization.
Twelfth enterprises implement the responsibility system of the president.
There are 1 presidents, vice presidents and chief accountants.
The thirteenth president is the legal representative of the enterprise, and the president is appointed by the China XX group company.
The fourteenth enterprises establish a scientific research, production and operation management system headed by the president.
The president has overall responsibility for the material and spiritual civilization of an enterprise.
The fifteenth presidents lead the scientific research, production and management of enterprises, and exercise the following functions and powers:
(1) deciding the plans of the enterprise according to the law and the provisions of the State Council.
(two) decide on the establishment of the internal organization of an enterprise.
(three) appointment and dismissal of middle-level leading cadres in enterprises.
(four) put forward the management policy, long-term plan and annual plan, capital construction plan and major technical pformation plan, quality management, safety production, staff training plan, wage adjustment plan, allocation and use of retained funds, and contract and leasing business responsibility system.
Wages are included in the staffing of enterprise cost expenditure, and plans for formulating, revising and repealing important rules and regulations are put forward.
(five) rewards and punishments should be punished according to law.
The sixteenth presidents rely on the staff and workers to fulfill the obligations of the enterprises stipulated in this law, support the work of the workers' Congress, trade unions and other mass organizations, and implement the decisions made by the workers' Congress in accordance with the law.
The decision making body of an enterprise is a meeting of the academic affairs. Its members include: the president, vice president, secretary and deputy secretary.
The fourth chapter is representatives of workers and workers.
The seventeenth employees enjoy the rights and obligations stipulated in the labor law.
The eighteenth workers should be engaged in labour in the manner of the state's masters, observe labour discipline and rules and regulations, and complete the tasks of production and work.
The nineteenth staff congress is the basic form of democratic management for enterprises.
It is the institution that workers exercise democratic management rights.
The working body of the staff congress is the trade union committee of the enterprise.
The trade union committee of the enterprise shall be responsible for the daily work of the staff congress.
The twentieth workers' Congress shall exercise their functions and powers in accordance with the regulations of the workers' Congress of the whole people's industrial enterprises.
The twenty-first workers' Congress should support the president in exercising his functions and powers in accordance with the law and educate employees to fulfill their obligations.
The fifth chapter is finance, accounting and auditing.
Twenty-second enterprises in accordance with national laws, regulations and the provisions of relevant departments to establish a financial accounting system, pay taxes, fees, funds.
The twenty-third enterprises establish a unified financial management system and implement a unified financial management approach.
Enterprises should abide by the financial system and strengthen financial discipline.
(1) do all the basic work of cost accounting and cost management, correctly calculate the cost and expenses, reasonably calculate the depreciation of fixed assets, advance and amortize the expenses according to the provisions, and calculate and handle the loss of assets.
(two) developing target cost management.
(three) strengthen the supervision and control of funds, establish a comprehensive budget management system, ensure the truthfulness and completeness of financial accounting reports, and establish and improve the internal management system of financial statements.
(four) strengthening financial audit.
The twenty-fourth enterprises use the debit and credit bookkeeping method, and the standard currency is RMB.
The twenty-fifth enterprise accounting year adopts the Gregorian calendar system, from the Gregorian calendar every year from January 1st to December 31st as an accounting year.
The twenty-sixth enterprises set up internal audit institutions to carry out internal auditing and supervision of enterprise accounts and economic activities.
Twenty-seventh enterprises shall register tax according to law and pay various taxes.
The sixth chapter is labor, personnel and wage system.
The twenty-eighth enterprises carry out state laws, regulations and policies concerning labor, personnel and wage distribution.
According to the labor law of the People's Republic of China, the twenty-ninth enterprises have implemented the labor contract system in an all-round way, and have absorbed outstanding scientific and technological talents in various forms, such as open recruitment for the society and so on.
Managers at all levels of the enterprise shall be open to competitive employment, preferential employment, regular audits, and tenure system.
The enterprise has the right to employ and dismiss workers in accordance with the relevant laws and regulations of the State Council.
The thirtieth enterprise implements the principle of distribution according to work, and formulates the wage distribution system for workers according to the actual conditions of enterprises within the scope prescribed by law.
The thirty-first enterprises shall establish a labor security system according to the state regulations.
The seventh chapter is termination and liquidation.
In the event of any of the following circumstances, the thirty-second enterprises shall be terminated and liquidated:
(1) the competent departments of the enterprise decide to dissolve in accordance with the law.
(two) enterprises are revoked by law in violation of national laws and regulations.
(three) the enterprise declares bankruptcy;
(four) other reasons.
If the thirty-third enterprise terminates the preceding article, the liquidation shall be set up in accordance with the law.
The liquidation organization shall formulate a liquidation plan, clear up claims and debts, and compile statements of receipts and payments and various financial accounts during the liquidation period.
After the liquidation is completed, the liquidation organization shall handle the cancellation of the registration of the enterprise to the administrative department for Industry and Commerce and the tax authorities after the approval of the competent authorities.
Eighth chapter supplementary provisions
The thirty-fourth articles of association are inconsistent with the laws and regulations of the state, and shall be governed by national laws and regulations.
The thirty-fifth drafting and revision of the articles of association are approved by China XX group company and reported to the State Administration for Industry and Commerce for examination and record.
The thirty-sixth articles of association shall come into force on the date of the issuance of the business license of an enterprise legal person by the administrative department for Industry and commerce.
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