Circular of Beijing Municipal Administration for Market Regulation and Administrative Approval System Reform Office of the People’s Government of Beijing Municipality on Issuing the Implementation Opinions on the Registration Notification- Commitment System for Market Entities in Beijing (Trial)

Date:2020-05-19      Source:

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Jing Shi Jian Fa [2020] No. 50

To all district governments, Administrative Committee of Beijing Economic-Technological Development Area and Administrative Committee of Zhongguancun Science Park,

To fully implement the decisions and arrangements made by the CPC Central Committee and the State Council on deepening the reform of delegating powers, improving regulation and optimizing services, and optimizing the business environment, and implement the Regulations of Beijing on Optimizing Business Environment, we have, upon the approval by the municipal government, decided to implement the registration notification-commitment system for market entities across Beijing since April 28, and formulated the Implementation Opinions on the Registration Notification-Commitment System for Market Entities in Beijing (Trail) to you for your earnest implementation.

Beijing Municipal Administration for Market Regulation

The Administrative Approval System Reform Office of the People’s Government of Beijing Municipality

April 26, 2020

The Implementation Opinions on the Registration Notification-Commitment System for Market Entities in Beijing (Trail)

Chapter I General Provisions

Article 1 In accordance with the Administrative Licensing Law, the Regulations on Optimizing the Business Environment, the Regulations of Beijing on Optimizing Business Environment and other regulations, the registration notification-commitment system for market entities will be carried out across Beijing, by innovating and standardizing the registration of market entities, and improving the efficiency and facilitation of registration, so as to deepen the reform of the commercial system, and further transform the functions of the government; serve the development of market entities, stimulate market vitality, and build a more open and transparent market access management model.

Article 2 The registration notification-commitment system for market entities refers to the system whereby the market entity registration authority shall, based on the application and credit commitment of the applicant, register,confirm through registration and publicize the applicant’s qualification of a market participant and its qualification for doing general business. The Opinions do not involve obtaining the operation qualifications for licensed business items. To obtain the operation qualifications for licensed business items, the applicant shall fulfill corresponding formalities in accordance with relevant laws and regulations and the regulations of the competent authority.

The market entities mentioned in the Opinions include companies, partnership enterprises, sole proprietorship enterprises, individual industrial and commercial households, non-corporate enterprise legal persons, foreign (regional) enterprises that do business in China, farmers’ professional cooperatives, and enterprise branches. The registration of permanent representative offices of foreign enterprises shall be carried out by reference.

Article 3 The implementation of the registration notification-commitment system for market entities shall follow the principles of registration by law, independent declaration, autonomy of will, credit commitment, information sharing, convenience and efficiency.

All types of market entities shall abide by laws and regulations, observe social ethics and business ethics, be honest and trustworthy, actively assume social responsibilities, and jointly optimize the business environment.

Chapter II Requirements and Procedures

Article 4 The notification-commitment system is applicable to the registration of establishment, alteration, cancellation, filing, increase/reduction/replacement of licenses and certificates of market entities, and registration of pledge of equity.

Article 5 The administration of real-name certification for registration of market entities shall be implemented. When handling registration, the submitter (designated representative or entrusted agent, i.e., “agent”, the same below) and applicant (including legal representatives, principals, investors, shareholders, etc., the same below) of the registration of market entities shall, in accordance with the existing laws and regulations and the requirements of the real-name registration system, provide authentic and valid identity certificates and prove the authenticity of their identities using the information technology means provided by government authorities.

Article 6 The market entity registration authority shall, in accordance with laws, regulations and supervision and management requirements of relevant authorities, formulate and publish the registration standards of the notification-commitment system and the format of the notification-commitment.

Article 7 When applying for registration and submitting the registration materials and documents, the applicant and the submitter shall submit a letter of commitment together after carefully reading the notification letter, promising that they have been fully aware of the matters notified by the registration authority, the submitted registration materials and documents meet corresponding conditions and requirements and they will assume relevant legal liabilities and correct the illegal and irregular behaviors as required by the registration authority.

The applicant and the submitter shall be responsible for the authenticity, legality and validity of the submitted application documents and materials.

The letter of commitment shall be included in the registration files of market entities, with the commitment contents made public through the Beijing Enterprise Credit Information website for social supervision.

Article 8 The market entity registration authority shall, through the letter of commitment, inform the applicant of the following contents:

1. The main laws, regulations and rules on which the examination and approval of registration is based;

2. The necessary conditions and requirements for approval;

3. The legal effect of the applicant’s commitment and the legal consequences of making false commitment and failing to fulfill the commitment.

Article 9 The applicant shall make a commitment to the following contents, and bear corresponding legal responsibilities according to the law:

1. The applicant is aware of the published statutory conditions and standards, has completed and submitted the materials in full accordance with the published standards and reached corresponding conditions and requirements;

2. The information filled in is true, legal, effective, complete and consistent, and does not contain any content that harms national or public interests or violates public order and good customs or has other adverse effects; if there is any inconsistency in the information submitted in the application materials, the information in the registration application form shall prevail;

3. The contents of articles of association, agreements, decisions and other materials are legal and have been signed and come into force in accordance with the law;

4. The applicant shall abide by laws and regulations, and shall not carry out business activities concerning unauthorized matters, and the business activities it engages in shall conform to the industrial policies of Beijing municipality;

5. The domicile (business premises) complies with the requirements of laws and regulations and relevant regulations of Beijing, and does not fall in the category of residence or apartment;

6. The applicant shall correct the illegal and irregular behaviors as required by the registration authority, and bear the legal responsibility, punishment and other consequences of making false commitment and failing to fulfill the commitment;

7. The commitment made is an expression of the applicant’s true intention.

The submitter shall make a commitment to the following contents, and bear corresponding legal responsibilities according to the law:

1. The submitter shall obtain the applicant’s entrustment to submit the registration application, and the declaration information and application materials submitted are true, legal, valid and complete;

2. The signatures (seals) in the application material and commitment letter are all signed and affixed by the parties themselves according to their true wishes.

3. The commitment made by the submitter is an expression of their true intention. The submitter shall bear the legal responsibility, punishment and other consequences of making false commitment and failing to fulfill the commitment.

Article 10 The name of the market entity shall be declared independently. The applicant shall independently inquire, compare, determine and declare the proposed name through the name declaration system, and bear the corresponding legal responsibility.

Article 11 The applicant shall apply for domicile registration through independent commitment. Market entities shall use real, legal and safe non-residential buildings as domiciles and shall be responsible for the authenticity, legality and safety of domiciles.

The applicant shall declare the basic information of the domicile to the market entity registration authority, and make a commitment in accordance with the facts and regulations on the ownership, function and legal use. The registration authority shall conduct formal examination on the supporting materials of the domicile submitted by the applicant, but the ownership, use and function of the domicile is not within the scope of examination.

Article 12 With respect to the domicile that should meet specific conditions, or the use of illegal construction or unauthorized change of the use of the premises to engage in business activities, it shall be administered according to the law by the authorities of planning and natural resources, housing and urban-rural development, housing management, public security, ecological environment and emergency management. The administrative authority in charge of the examination and approval of licenses shall, in accordance with the law, supervise and control the matters involved in the examination and approval of licenses.

Article 13 Multiple market entities can use the same address as the registered domicile.

The specific measures for cluster registration shall be formulated by district governments, Zhongguancun Administrative Committee and the Administrative Committee of Beijing Economic-Technological Development Area, to establish sound management systems for total quantity control, industry ban, service management, credit constraints, and orderly exit, and to strengthen the responsibility of custodian service agencies.

The cluster registration address shall be announced to the public. For market entities that use a cluster registration domicile, the words “cluster registration” shall be shown in the domicile column of the Business License Certificate.

Article 14 Where the business scope of a market entity does not involve licensed business items, it may be registered in accordance with the categories of national economic industries or select specific business items in the business scope database.

Article 15 Where the applicant undertakes that the submitted articles of association, agreements, resolutions and other materials are true, legal and effective, the market entity registration authority shall conduct a formal examination of the submitted documents, without reviewing the contents and decision procedures of articles of association, agreements, resolutions and other documents.

When a civil dispute arises between the shareholder and the company or among shareholders over the registration of the company, the party concerned shall file a civil lawsuit with the people’s court in accordance with the law to seek judicial relief. The registration authority will formulate and publish standardized articles of association and agreements for the reference of applicants.

Article 16 Simplify the materials submitted by market entities for change of registration. The market entities applying for changing the name and domicile of shareholders, and its business scope do not need to submit a resolution of the shareholders’ meeting (decision of the authority) and articles of association.

Article 17 After receiving the commitment letter signed by the applicant and the submitter and the materials that meet the requirements of the notification-commitment letter, the market entity registration authority shall confirm the registration items based on the registration application form submitted by the market entity. Where the application materials are complete and conform to the legal form, the registration formalities shall be handled immediately.

Chapter III Daily Supervision

Article 18 Any market entity that has been registered under the commitment system will be included in the double random inspection by the market supervision authority where the domicile is located. For entities that are newly established and apply for address change, the spot checks shall be carried out at a rate of no less than 5%. Any applicant that fails to fulfill its commitment shall be ordered to make rectification within a timeframe. If the conditions are not met after rectification, the authority’s decision shall be revoked and the applicant’s case shall be included in the municipality’s credit information platform. In case of false commitment, the authority’s decision shall be directly revoked, and the applicant concerned shall be investigated for legal responsibility for its engagement in relevant activities without obtaining authority’s decision. The applicant’s case shall also be included in the municipality’s credit information platform.

Article 19 Where a citizen, legal person or other organization reports to the market supervision authority that the actual situation of a market entity registered under the commitment system is not in conformity with the contents of the publicized letter of commitment, the market supervision authority of the place where the domicile is located shall conduct a comprehensive verification within 15 working days. If the report is verified to be true, the market entity shall be investigated and dealt with according to the law.

Article 20 All regulatory authorities of the government shall conscientiously perform their regulatory duties in accordance with their statutory authority, enhance information sharing, improve regulatory procedures, implement regulatory responsibilities, and establish a disciplinary mechanism focusing on credit supervision, in order to ensure good performance in supervision and management of market entities. The market entity registration authority shall push the market entity registration information to the big data platform of Beijing in a timely manner, for regulatory departments to retrieve and make full use of the market entity registration data they need to strengthen supervision.

Chapter IV Credit Supervision and Punishment for Violation of Law

Article 21 Where the submitter or applicant applies for registration by providing false identity, submitting false materials (documents) or concealing relevant information or important facts by other fraudulent means, the registration authority shall not accept or handle the application, and shall include the submitter or applicant in the national database of persons with false registration.

Where the market entity registration authority accepts the applications for commercial registration from the submitter serving as the representative or agent of joint entrustment within three years, it shall verify the essential contents of the application materials in accordance with statutory conditions and procedures.

Where the market entity registration authority accepts the application of the applicant for commercial registration within three years, it shall verify the essential contents of the application materials in accordance with statutory conditions and procedures.

Article 22 Where a market entity applies for registration by submitting false materials or concealing important facts by other fraudulent means, the market supervision authority shall deal with it according to the law and publicize it on the Beijing Enterprise Credit Information website. If the case is suspected of constituting a crime, the case shall be handed over to the judicial organ to be investigated for criminal responsibility according to the law.

Article 23 Where the name of a market entity that has been declared may cause deception or misunderstanding to the public or damage the legitimate rights and interests of others, it shall be deemed inappropriate for the market entity and needs to be corrected. The market entity registration authority shall order the market entity to correct the inappropriate name within a time limit.

For those who refuse to correct its inappropriate market entity name within the time limit, or refuse to correct the market entity name revoked by the reconsideration authority or the people’s court, the market entity registration authority shall directly delete the name in the name database and temporarily replace it with the enterprise’s unified social credit code. It will be publicized on the National Enterprise Credit Information Publicity System and the Beijing Enterprise Credit Information website.

Article 24 District governments, Zhongguancun Administrative Committee and the Administrative Committee of Beijing Economic-Technological Development Area shall set up a disciplinary mechanism when formulating specific measures for cluster registration in light of the local reality. If the custodian institution for cluster registration violates the administrative regulations formulated by relevant authorities, it may receive punishments such as warning, suspension of registration and disqualification. If it is suspected of committing a crime, it shall be investigated for responsibility according to the law. District governments and administrative committees may establish special management measures in areas where false registration happens frequently or other inappropriate situations occur due to cluster registration.

Chapter V Supplementary Provisions

Article 25 Where relevant organizations and staff have done their best to perform their duties in the reform of the registration notification-commitment system and there have been certain deviations or errors, or failures due to unclear policy boundaries, trial and error, lack of experience, or failure to achieve the expected results, the fault tolerance mechanism will be followed.

Article 26 The Opinions shall come into effect across Beijing as of April 28, 2020, with a trial period of two years.