The Difference Between One Person Limited Liability Company And Limited Liability Company

The provisions of this section shall apply to the establishment and organization of fifty-eighth one person limited liability companies. The provisions of sections 1 and second of this chapter shall apply to the provisions of this section.

The term "one person limited liability company" as used in this Law refers to a limited liability company with only one natural person shareholder or one legal person shareholder.

The minimum registered capital of the fifty-ninth one person limited liability company is RMB one hundred thousand yuan.

Shareholders shall pay the capital contribution stipulated in the articles of association at a time.

A natural person can only invest in the establishment of a one person limited liability company.

The one person limited liability company can not invest in the establishment of a new one person limited liability company.

The sixtieth one person limited liability company shall specify the sole proprietorship or the sole proprietorship of the company in the company registration, and shall specify in the company's business license.

The sixty-first one person limited liability company's articles of association shall be formulated by the shareholders.

The sixty-second one person limited liability company does not have a shareholders' meeting.

When making a decision in the thirty-eighth paragraph of the first paragraph of this law, a shareholder shall adopt a written form and shall be signed by the shareholders and later placed in the company.

The sixty-third one person limited liability company shall prepare financial and accounting reports at the end of each accounting year and be audited by an accounting firm.

The shareholders of the sixty-fourth one person limited liability company can not prove that the company's property is independent of the shareholders' own property. They should be jointly and severally liable for the company's debts.

Twenty-third, the establishment of a limited liability company shall meet the following requirements:

(1) shareholders meet the quorum;

(two) shareholders' contribution reaches the minimum amount of statutory capital.

(three) shareholders jointly formulate the articles of Association;

(four) having a company name and establishing an organization that meets the requirements of a limited liability company;

(five) a company's domicile.

Twenty-fourth limited liability companies shall be funded by fifty shareholders.

The twenty-fifth articles of association of a limited liability company shall specify the following items:

(1) the name and residence of the company;

(two) the scope of operation of the company;

(three) the registered capital of the company;

(four) the name or name of the shareholder;

(five) the mode of capital contribution, the amount of capital invested and the time of capital contribution by shareholders;

(six) the company's organization and its method of formation, authority and rules of procedure;

(seven) the company's legal representative;

(eight) other matters deemed necessary by shareholders' meeting.

Shareholders shall sign and affix their seals to the articles of association.

The registered capital of the twenty-sixth limited liability companies is the amount of capital subscribed by all shareholders registered in the company registration authority.

The initial contribution of all shareholders of a company shall not be less than twenty percent of the registered capital, nor shall it be lower than the statutory minimum registered capital. The remaining part shall be paid within two years from the date of the establishment of the company, and the investment company may pay the full amount within five years.

The minimum amount of registered capital of a limited liability company is RMB thirty thousand yuan.

Where a law or administrative regulation has higher provisions on the minimum amount of registered capital of a limited liability company, such provisions shall be stipulated.

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The twenty-seventh shareholders may make contributions in currency, or in real estate, intellectual property, land use rights and other non monetary assets that can be assessed in monetary value and can be pferred in accordance with the law.

The non monetary property as a capital contribution shall be assessed and appraised, and the property must be verified and not overestimated or underestimated.

Where a law or administrative regulation stipulates the valuation, it shall be stipulated.

The total amount of monetary contributions of all shareholders shall not be less than thirty percent of the registered capital of a limited liability company.

The twenty-eighth shareholders shall pay the capital contributions subscribed separately in the articles of association.

If a shareholder makes contributions in monetary terms, he shall deposit the money in full in the account opened by a limited liability company in a bank, and shall, in accordance with the law, handle the pfer of his property right in accordance with the law.

If a shareholder fails to pay his capital contributions in accordance with the provisions of the preceding paragraph, he shall be liable for breach of contract in addition to paying the company in full.

After the twenty-ninth shareholders pay their capital contributions, they must verify the assets and issue certificates by the capital verification institutions established according to law.

After the thirtieth shareholders' initial investment is approved by a capital verification institution established by law, all the shareholders' designated representatives or jointly entrusted agents shall submit to the company registration authority documents such as company registration application, articles of association, capital verification certificates, etc., and apply for registration of establishment.

After the establishment of the thirty-first limited liability companies, it is found that the actual value of the non monetary assets as a company's contribution is significantly lower than that stipulated in the articles of association of the company. It should be filled by the shareholders who delivered the capital contribution. The other shareholders of the company shall bear joint and several liabilities when they are established.

After the establishment of the thirty-second limited liability company, a capital contribution certificate shall be issued to the shareholders.

The capital contribution certificate shall specify the following items:

(1) the name of the company;

(two) the date of establishment of the company;

(three) the registered capital of the company;

(four) the name or name of the shareholder, the amount of capital contribution and the date of contribution;

(five) the number and date of issuance of the capital contribution certificate.

The certificate of investment shall be stamped by the company.

The thirty-third limited liability companies shall prepare the register of shareholders to record the following items:

(1) the name or address of the shareholder;

(two) the amount of capital contribution of shareholders;

(three) capital contribution certificate number.

Shareholders who record in the register of shareholders may exercise the shareholder's rights in accordance with the roster of shareholders.

The company shall register the name or name of the shareholder and the amount of its contribution to the company registration authority.

No registration or alteration registration shall be conducted against third persons.

The thirty-fourth shareholders have the right to consult and copy the articles of association, the minutes of shareholders' meetings, the resolutions of the board of directors, the resolutions of the board of supervisors and the financial and accounting reports.

Shareholders may request access to the company's accounting books.

If a shareholder requests to consult the company's accounting books, he shall make a written request to the company to explain the purpose.

If a company has reasonable grounds for assuming that shareholders have an improper purpose in accessing the accounting books and may damage the legitimate interests of the company, it may refuse to provide the reference, and shall, within fifteen days from the date of the shareholder's written request, give a written reply to the shareholders and explain the reasons.

If a company refuses to provide a reference, the shareholder may request the people's court to request the company to provide a reference.

The thirty-fifth shareholders shall get dividends according to the proportion of paid capital contributions; when the company increases its capital, shareholders have the right to subscribe capital contributions in proportion to the proportion of paid capital contributions.

However, unless all shareholders agree that dividends are not paid according to the proportion of capital contribution or capital contributions are not paid in accordance with the proportion of capital contributions.

After thirty-sixth companies are established, shareholders shall not escape capital contributions.