Notice of the State Administration for Market Regulation and the State Administration of Taxation on Further Improving Simple Deregistration and Convenient Market Exit of Small, Medium and Micro Enterprises, Guoshi Jianzhufa [2021] No. 45
Key points:
1. Expand the scope of application of simplified deregistration: 1. Expand the scope of application of simple deregistration to market entities (except listed joint-stock companies) that have not incurred claims or debts or have fully paid off claims and debts. The tax department passed the information* **After obtaining the information about the proposed simple deregistration pushed by the market supervision department, you can check the tax information system to verify the relevant tax-related situations. The tax department will not raise objections to taxpayers who are shown in the following situations by the query system: First, they have not been processed before The second is a taxpayer who has handled tax-related matters but has not received any used invoices (including agency invoices), has no tax arrears, and has no other unsettled matters. The third is taxpayers who have completed the payment and cancellation of invoices and settlements at the time of inquiry. Taxpayers who have cleared the tax due and other tax clearance procedures.
2. Implementation of simple deregistration of individual industrial and commercial households 1. Individual industrial and commercial households established and registered after the implementation of the "two certificate integration" reform of business license and tax registration certificate can handle deregistration through simple procedures without submitting a letter of commitment. , and there is no need to announce it. 2. After an individual industrial and commercial household submits an application for simple deregistration, the market supervision department shall push the relevant information of the individual industrial and commercial household’s proposed application for simple deregistration to the taxation and other departments at the same level within 1 working day, and the taxation and other departments shall within 10 days ( Feedback within the calendar day (the same below) as to whether you agree to simple cancellation. If there is no objection from the taxation and other departments, the market supervision department shall handle the simple deregistration in a timely manner.
3. Compress the publicity time for simple deregistration 1. Compress the publicity time for simple deregistration from 45 days to 20 days. After the expiration of the publicity period, market entities can directly apply to the market supervision department for simple deregistration. . 2. Market entities should apply to the market supervision department within 20 days from the expiration date of the publicity period, and may apply for an appropriate extension based on the actual situation, up to a maximum of 30 days. After the announcement, market entities shall not engage in production and business activities unrelated to cancellation.
IV. Establishing a fault-tolerant mechanism for simple deregistration 1. If a market entity applies for simple deregistration, if it is “included in the list of abnormal business operations” or “has equity (investment rights) frozen” upon review by the market supervision department , pledge or chattel mortgage, etc.", "the unincorporated branch of the enterprise has not been deregistered", etc. If the simplified deregistration procedure is not applicable, there is no need to cancel the simplified deregistration announcement. After the abnormal situation disappears, the application can be announced again according to the procedures. Simple deregistration. 2. If the text and form of the commitment letter are not standardized, the market supervision department will accept the simple cancellation application after the market entity makes corrections without re-publication.
5. Optimize the functional process of the cancellation platform 1. Allow market entities to conduct simple cancellation registration through the cancellation platform, and implement the entire process of simple cancellation registration online for qualified market entities. 2. After market entities fill in the simple cancellation information, the platform will automatically generate a "Letter of Commitment for All Investors". Except for special circumstances such as agencies, legal persons, and foreign investors, all investors will have their real names authenticated and signed electronically. Market entities can return their business licenses by mail. If their business licenses are lost, a declaration of business license invalidation can be issued free of charge through the National Enterprise Credit Information Publicity System.
If the company can no longer operate, should it be cancelled?
1. It is more suitable for enterprises that cannot continue to operate temporarily. 1. If the company is only temporarily unstable, or if you just don’t have the energy to manage the company, you can maintain the company with zero declaration. You don’t have to re-register if you want to continue operating later. It is more cost-effective to maintain a company temporarily than to continue to start a business in the future. It is more cost-effective to re-register the company, and the longer the company has been established, the more useful it will be in the future. 2. When enterprises choose zero declaration, there are two points to pay attention to! The address cannot be abnormal. File tax returns on time, make annual reports on time, and don’t let the Industrial and Commercial Taxation Bureau keep an eye on you. This method can only lead to temporary operational instability. You must know that long-term zero declarations are abnormal declarations. Not only will they be included in key monitoring objects, but there will also be tax risks.
2. If the boss does not want to spend money to maintain a company that is not in operation, he can also consider finding a good home for the company. But! We also have to see our actual situation clearly. It’s not just that if we want to transfer, someone will take over. You can't owe debts, you can't owe taxes, you can't have administrative penalties that have not yet been lifted... After all, no one is willing to help others clean up their mess.
3. If you can’t find a successor and the company really doesn’t want to operate anymore, then deregistration is the most appropriate choice. Company cancellation is to cancel and delete all the information and certificates of the original company in the industrial and commercial, tax bureau, bank, etc. The original company will completely cease to exist. There will be no bad records left for the corporate legal person and shareholders, and there will be no worries. If you want to start a new company in the future, The company is also convenient. The State Administration of Taxation has also issued many policies, and now the cancellation process is becoming more and more simplified!
Does it have to be checked for three years when canceling? There is no policy that requires checking the accounts for cancellation. It depends on the specific situation of the enterprise. . Why is there such a statement? Because there is a recovery period for taxes.
According to Article 52 of the Tax Collection Administration Law: If a taxpayer or withholding agent fails to pay or underpays taxes due to the responsibility of the tax authority, the tax authority may require the taxpayer or withholding agent to pay taxes within three years. The person must pay the tax back, but no late payment fees may be charged. If taxes are not paid or underpaid due to miscalculations by taxpayers or withholding agents, etc., the tax authorities can recover the taxes and late payment fees within three years; under special circumstances, the recovery period can be extended to five years. Article 86 stipulates: If any violation of tax laws and administrative regulations that should be subject to administrative penalties is not discovered within five years, no administrative penalties will be imposed. However, many companies now choose simple cancellation when canceling, and the number of audits has been reduced.
These five major tax issues must be dealt with in advance
1. Stamp tax is a must-check item for cancellation. As a small tax, stamp tax usually has no sense of existence in everyone’s eyes! Enterprises When you log off, it gives you a taste of the consequences of ignoring it. All major contracts since the establishment of the enterprise will be subject to stamp duty review. Paid-in capital, capital reserves, operating account books, leases, and purchase and sale contracts are all key points of inspection! Before canceling, check it carefully and make up for it as soon as possible!
2. Personal income tax is also a pitfall. When a company was deregistered, because the company was established early, the company's 1 million registered capital was used as a loan from the boss after registration. Caishui [2003] No. 158 stipulates: If an individual investor borrows money from his or her investment enterprise (excluding sole proprietorships and partnerships) and neither returns it nor uses it for the production and operation of the enterprise after the end of the tax year, the unpaid loan shall It can be regarded as a dividend distribution by the enterprise to individual investors, and personal income tax is levied according to the items of "interest, dividends, and bonus income". ” Therefore, this company needs to pay back personal income tax: 100*20%=200,000 yuan. Be sure to check other receivables carefully before canceling!!!
3. Book inventory must pay tax! A general taxpayer company in the trade and wholesale industry no longer wants to operate and is planning to cancel it. However, it still has 500,000 yuan of inventory on its books and the market price (excluding tax) is 700,000 yuan. How to deal with it in terms of taxation? When taxpayers terminate production and operations and apply for deregistration of tax registration, they must first deregister general taxpayers. If there are still unsold inventories, they will be distributed to shareholders or investors as the recovery of capital contributions or the distribution of profits. "Interim Regulations on Value-Added Tax." The Implementation Rules stipulate that "distributing self-produced, entrusted processing or purchased goods to shareholders or investors" is regarded as sales behavior.
4. How to deal with book inventory that is greater than physical inventory? Usually, 10 companies. Nine of the canceled companies have this problem! Where did the goods go? It must be that they underreported their income after selling the goods! For example, when company A canceled, it had 100,000 yuan of inventory on its books, and the market price (excluding tax) is 120,000 yuan, but in fact, there is nothing in the warehouse! The tax on-site inspection found that this situation will be treated as deemed sales at best, or late payment fees will be paid at worst!
< p>5. What should I do if the inventory is indeed broken? When a company selling food was deregistering, the food worth 1.17 million yuan (tax included) in the company's warehouse expired due to poor management, and the invoice was certified as a deduction even though it was on the books. This 1.17 million yuan is indeed not worth a penny, but according to the value-added tax management regulations, losses caused by poor management must be transferred out if input deductions were made before.Finally, a few words: So, since you have opened a company, run it carefully. If you really can't continue to operate, don't delay the company's deregistration. Otherwise, it will be a "ticking time bomb" and the policy will only become more and more perfect. Join the joint punishment. There are also more and more departments... At the same time, I would like to remind you that those who forge liquidation results and those who have not completed liquidation obligations and still have debts will still have to bear liability for compensation even if the company is cancelled.
Taxes are one of the legacy debts!