在中国注册公司，必须登记经营范围 Set up a company in China, the business scope must be registered
Not all countries require companies to have a detailed description of their business scope when setting up. However, business scope is necessary in China. Although the registration department has loosened the business scope in recent years, specification and detailed description is necessary.
Business Scope refers to the categories, varieties and service items of commodities that the state allows enterprises to produce and operate. The business scope of the enterprise will be displayed on the government’s public announcement platform.
With the deepening of commercial reform, although the Business License also has a statement on main business, the local industrial and commercial administration departments have begun to downplay the concept of main business and concurrent operation. Restrictions on business scope have also been liberalized. Except some projects involving special licenses, other general projects allow investors to freely choose and voluntarily register. So what should you pay attention to when choosing business scopes?
经营范围的选择原则 The principle of choosing a business scope
Diverge and converge: First, list all the projects that the enterprise needs to operate, and then categorize them according to the National Economy Industry Classification or the local industrial and commercial systems.
More is better: Choose a wider business scope except for those specially permitted, and you won’t put yourself into a passive situation in certain circumstances.
Taking invoice into consideration: For example, if some customers require that the goods or service names on the invoice must be of the category they specify, then the relevant category should be selected when filling out the business scope.
Taking tax category into consideration: If there are both product sales and service income or transportation services in the business process, then the corresponding category must be selected in the business scope, otherwise the corresponding tax will not be approved after the company is established.
经营范围的法律要求 Legal requirements for business scope
Must be stated in the Articles of Association: The Company Law stipulates that the scope of business shall be formulated by the Articles of Association and we shall not register exceeding this scope.
Must be registered legally: Registration at industrial and commercial registration department is required.
Commercial disclosure: The business scope will be publicized on the national commercial publicity platform.
Pre- and post-approval: The business scope is generally divided into “general business projects”, “pre-operating projects” and “post-operating projects”. General business projects only need to be registered directly, such as ordinary commodity wholesale. For pre-operating projects, relevant industry license such as Pharmaceutical Business License needs to be obtained before registering. For post-operation projects, after registration and receiving a business license, you need to obtain the relevant industry license to operate, such as the “Food Business License”.
超范围经营需要负什么责任？ What are the penalties for engaging in commercial activities beyond the scope of business?
According to the “Company Law” and the “General Principles of Civil Law”, if an enterprise engages in commercial activities beyond the scope of its business, in addition to the company’s liability, the legal representative or main person in charge shall be given administrative sanctions and fines. If it constitutes a crime, it needs to be investigated for criminal responsibility in accordance with the law.
Why is it that “beyond the scope of business” will be held criminally liable so serious? For example, a medical equipment sales company needs to have “medical equipment sales” in its business scope and should apply for a “medical equipment sales license”. If not, the products sold infringe the lives of customers and may be held criminally responsible.
经营范围中的主营业务 Main business in the business scope
As mentioned above, a company can operate legally within the business scope they have registered. But why there are still “main business category” and “industry category” registration in some cities’ business license? On the one hand, it is used for government statistics, on the other hand, it is also the way for enterprises to display “enterprise temperament”. To put it bluntly, how do I use a word to tell the outside world what industry I am engaged in.
According to the common industry classification, here we list the following industries：
Software and information technology services
Residential service industry
Real estate industry
To register a company in China, the business scope must be specified, and the scope must be registered with the government department, it will be publicized on the government’s public announcement platform. If the company engages in commercial activities beyond the business scope, it may be fined, and if a crime is constituted, it may also be directly held criminally responsible.
Therefore, the business scope of design requires a combination of their own, with legal, tax and market trends to consider, if you have any questions, please consult GBAA.