Implementing Measures for the Administrative Provisions on the Registration of Enterprise Names
Implementing Measures for the Administrative Provisions on the Registration of Enterprise Names
Implementing Measures for the Administrative Provisions on the Registration of Enterprise Names
Order of the State Administration for Market Regulation No.82
August 29, 2023
Issued by Order of the State Administration for Market Regulation No.82 on August 29, 2023, and effective from October 1, 2023
Chapter I General Provisions
Article 1 The Measures are formulated in accordance with the relevant laws and administrative regulations including the Administrative Provisions on the Registration of Enterprise Names and the Administrative Regulations of the People's Republic of China on the Registration of Market Entities for the purpose of regulating the administration of enterprise name registration, protecting the lawful rights and interests of enterprises, maintaining the social and economic order, and optimizing the business environment.
Article 2 The Measures shall apply to enterprises that shall be registered within the territory of China in accordance with the law, including companies, unincorporated enterprise legal persons, partnerships and sole proprietorship enterprises and their branches, as well as branches of foreign companies.
Article 3 The administration of enterprise name registration shall follow the principles of the rule of law and compliance, unified standards, openness and transparency, convenience and efficiency.
The application for registration and use of enterprise names shall adhere to the principles of good faith, respect for prior legal rights, and avoidance of confusion.
Article 4 The State Administration for Market Regulation shall take charge of the administration of enterprise name registration nationwide, and formulate specific norms for the administration of enterprise name registration, such as rules on the prohibition and restriction on the use of enterprise names and rules on the comparison of identical and similar names; and establish, manage and maintain the national standard administration system for enterprise names and the registration application system for enterprise names of the State Administration for Market Regulation.
Article 5 Administrations for market regulation of people's governments of provinces, autonomous regions and municipalities directly under the Central Government (the "provincial enterprise registration authorities") shall establish, manage and maintain the registration application system for enterprise names within their respective administrative divisions, and connect it with the national standard administration system for enterprise names and the registration application system for enterprise names of the State Administration for Market Regulation.
Local enterprise registration authorities at or above the county level shall administrate enterprise name registration within their respective administrative divisions, handle disputes over enterprise names, and standardize the administration order of enterprise name registration.
Article 6 The State Administration for Market Regulation may, as needed by work, authorize the provincial enterprise registration authorities to engage in the administration of registration of enterprise names without the name of administrative area, and provide high-quality services for registration application for enterprise names.
The State Administration for Market Regulation shall establish a random inspection system to strengthen the supervisory inspection of the work mentioned in the preceding paragraph.
Chapter II Specification of Enterprise Names
Article 7 An enterprise name shall adopt standardized Chinese characters.
If an enterprise name needs to be translated into a foreign language, the enterprise shall translate it in accordance with the translation principles for the relevant foreign language, subject to laws and regulations.
Article 8 An enterprise name shall be composed of the name of administrative area, trade name, industry or operational characteristic and organizational form in sequence, unless otherwise stipulated by laws, administrative regulations and the Measures.
Article 9 The name of an administrative area in an enterprise name shall be the name of the administrative area at or above the county level in which the enterprise is located.
According to the actual needs such as business practice, the name of administrative area in an enterprise name after the trade name and before the organizational form shall be in parentheses.
Article 10 The trade name in an enterprise name shall be distinctive and be composed of two or more Chinese characters, which may be characters, words or combinations thereof.
The name of a local administrative area at or above the county level or expression of industry or operational characteristic may be used as a trade name or a component thereof if it has other meanings, can be clearly identified by the public, and will not be considered to have a specific connection with the place name, industry or operational characteristic.
The name of a natural-person investor may be used as a trade name.
Article 11 The expression of the industry or operational characteristic in an enterprise name shall be determined in accordance with the primary business of the enterprise and the Standards for Industrial Classification of National Economic Activities. If there is no provision in the Standards for Industrial Classification of National Economic Activities, industry practice or professional literature may apply mutatis mutandis.
Where an enterprise uses the name of a local administrative area at or above the county level as a component of the industry or operational characteristic in its name in order to indicate the specific characteristic of its primary business, such use shall refer to industry practice or be based on professional literature.
Article 12 An enterprise shall, in accordance with the law, indicate in its name the expression of the organizational form consistent with its organizational structure or liability form, and shall not use words that may mislead the public into thinking that it has any other organizational form.
(1) A company shall indicate in its name the words "limited liability company", "limited company" or "joint stock limited company" or "joint stock company";
(2) A partnership shall indicate in its name the words "(general partnership)", "(special general partnership)", or "(limited partnership)"; and
(3) A sole proprietorship enterprise shall indicate in its name the words "(sole proprietorship)".
Article 13 The name of a branch of an enterprise shall be prefixed with the name of the enterprise to which it is affiliated and suffixed with words such as "company branch", "factory branch" or "shop branch", and indicate the industry of the branch and the name or place name of the administrative area where the branch is located; where the industry of the branch or the name of the administrative area where the branch is located is consistent with that of the enterprise to which it is affiliated, the industry or the name of the administrative area may no longer be indicated.
Article 14 Where an enterprise name is prefixed with such words as "Zhongguo" (China), "Zhonghua" (Chinese), "Zhongyang"(central), "Quanguo" (national) and "Guojia" (state), the State Administration for Market Regulation shall, in accordance with laws and regulations, conduct strict examination and approval, put forward examination and approval opinions and submit them to the State Council for approval.
If words such as "Zhongguo" (China), "Zhonghua" (Chinese), "Quanguo" (national) and "Guojia" (state) are used in the middle of enterprise names, such words shall be attributive words that describe the relevant industry.
Article 15 Where the name of a foreign-invested enterprise contains the word "(China)", the trade name of the enterprise shall be consistent with the translation of the name or trade name of the enterprise's foreign investor, and shall comply with the provisions of laws and regulations.
Article 16 An enterprise name shall comply with the provisions of Article 11 of the Administrative Provisions on the Registration of Enterprise Names, and shall not:
(1) adopt words related to major national strategic policies, misleading the public into believing that the enterprise is related to state investment or government credit;
(2) adopt misleading words such as "national level", "highest level" and "best";
(3) adopt words identical or similar to the names of others (including abbreviations and trade names) that have had a certain influence in the same industry;
(4) adopt words explicitly or implicitly indicating that the enterprise is a non-profit organization; or
(5) fall under any other circumstances prohibited by any law, administrative regulation or the Measures.
Article 17 Where a registered enterprise as a legal person controls three or more enterprises as legal persons, the words "Group" or "(Group)" may be added before the organizational form in its name.
The registration of the name of an enterprise group shall be applied for together with the application for change registration by the parent company of the enterprise group.
Article 18 The name of an enterprise group shall be consistent with the name of the administrative area, trade name, industry or operational characteristic in the name of the parent company of the enterprise group.
Upon authorization by the parent company of an enterprise group, the name of a subsidiary of the enterprise group or a company where the enterprise group holds shares may be prefixed with the name of the enterprise group.
The parent company of an enterprise group shall publicize the name of the enterprise group and the information of its members through the national enterprise credit information publicity system.
Article 19 The name of a registered enterprise as a legal person may not contain the name of an administrative area if it invests in the establishment of a company whose trade name is the same as that of the enterprise and has been in operation for more than one year in three or more provincial administrative areas, or if it has other circumstances set forth in laws or administrative regulations and prescribed by the State Administration for Market Regulation.
Unless there is an investment relationship, the enterprise name mentioned in the preceding paragraph shall be different from the enterprise name or trade name in the same industry that has been registered or is within the retention period in the administrative area at the level of city divided into districts where the enterprise is located.
Article 20 If a registered enterprise as a legal person that carries out comprehensive operations across five or more industries of the national economy invests in the establishment of three or more companies with the same trade name as the enterprise that have operated for more than one year, and whose industries or operational characteristics belong to different industries of the national economy respectively, its name may not contain the industry or operational characteristic.
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Order of the State Administration for Market Regulation No.82
August 29, 2023
Issued by Order of the State Administration for Market Regulation No.82 on August 29, 2023, and effective from October 1, 2023
Chapter I General Provisions
Article 1 The Measures are formulated in accordance with the relevant laws and administrative regulations including the Administrative Provisions on the Registration of Enterprise Names and the Administrative Regulations of the People's Republic of China on the Registration of Market Entities for the purpose of regulating the administration of enterprise name registration, protecting the lawful rights and interests of enterprises, maintaining the social and economic order, and optimizing the business environment.
Article 2 The Measures shall apply to enterprises that shall be registered within the territory of China in accordance with the law, including companies, unincorporated enterprise legal persons, partnerships and sole proprietorship enterprises and their branches, as well as branches of foreign companies.
Article 3 The administration of enterprise name registration shall follow the principles of the rule of law and compliance, unified standards, openness and transparency, convenience and efficiency.
The application for registration and use of enterprise names shall adhere to the principles of good faith, respect for prior legal rights, and avoidance of confusion.
Article 4 The State Administration for Market Regulation shall take charge of the administration of enterprise name registration nationwide, and formulate specific norms for the administration of enterprise name registration, such as rules on the prohibition and restriction on the use of enterprise names and rules on the comparison of identical and similar names; and establish, manage and maintain the national standard administration system for enterprise names and the registration application system for enterprise names of the State Administration for Market Regulation.
Article 5 Administrations for market regulation of people's governments of provinces, autonomous regions and municipalities directly under the Central Government (the "provincial enterprise registration authorities") shall establish, manage and maintain the registration application system for enterprise names within their respective administrative divisions, and connect it with the national standard administration system for enterprise names and the registration application system for enterprise names of the State Administration for Market Regulation.
Local enterprise registration authorities at or above the county level shall administrate enterprise name registration within their respective administrative divisions, handle disputes over enterprise names, and standardize the administration order of enterprise name registration.
Article 6 The State Administration for Market Regulation may, as needed by work, authorize the provincial enterprise registration authorities to engage in the administration of registration of enterprise names without the name of administrative area, and provide high-quality services for registration application for enterprise names.
The State Administration for Market Regulation shall establish a random inspection system to strengthen the supervisory inspection of the work mentioned in the preceding paragraph.
Chapter II Specification of Enterprise Names
Article 7 An enterprise name shall adopt standardized Chinese characters.
If an enterprise name needs to be translated into a foreign language, the enterprise shall translate it in accordance with the translation principles for the relevant foreign language, subject to laws and regulations.
Article 8 An enterprise name shall be composed of the name of administrative area, trade name, industry or operational characteristic and organizational form in sequence, unless otherwise stipulated by laws, administrative regulations and the Measures.
Article 9 The name of an administrative area in an enterprise name shall be the name of the administrative area at or above the county level in which the enterprise is located.
According to the actual needs such as business practice, the name of administrative area in an enterprise name after the trade name and before the organizational form shall be in parentheses.
Article 10 The trade name in an enterprise name shall be distinctive and be composed of two or more Chinese characters, which may be characters, words or combinations thereof.
The name of a local administrative area at or above the county level or expression of industry or operational characteristic may be used as a trade name or a component thereof if it has other meanings, can be clearly identified by the public, and will not be considered to have a specific connection with the place name, industry or operational characteristic.
The name of a natural-person investor may be used as a trade name.
Article 11 The expression of the industry or operational characteristic in an enterprise name shall be determined in accordance with the primary business of the enterprise and the Standards for Industrial Classification of National Economic Activities. If there is no provision in the Standards for Industrial Classification of National Economic Activities, industry practice or professional literature may apply mutatis mutandis.
Where an enterprise uses the name of a local administrative area at or above the county level as a component of the industry or operational characteristic in its name in order to indicate the specific characteristic of its primary business, such use shall refer to industry practice or be based on professional literature.
Article 12 An enterprise shall, in accordance with the law, indicate in its name the expression of the organizational form consistent with its organizational structure or liability form, and shall not use words that may mislead the public into thinking that it has any other organizational form.
(1) A company shall indicate in its name the words "limited liability company", "limited company" or "joint stock limited company" or "joint stock company";
(2) A partnership shall indicate in its name the words "(general partnership)", "(special general partnership)", or "(limited partnership)"; and
(3) A sole proprietorship enterprise shall indicate in its name the words "(sole proprietorship)".
Article 13 The name of a branch of an enterprise shall be prefixed with the name of the enterprise to which it is affiliated and suffixed with words such as "company branch", "factory branch" or "shop branch", and indicate the industry of the branch and the name or place name of the administrative area where the branch is located; where the industry of the branch or the name of the administrative area where the branch is located is consistent with that of the enterprise to which it is affiliated, the industry or the name of the administrative area may no longer be indicated.
Article 14 Where an enterprise name is prefixed with such words as "Zhongguo" (China), "Zhonghua" (Chinese), "Zhongyang"(central), "Quanguo" (national) and "Guojia" (state), the State Administration for Market Regulation shall, in accordance with laws and regulations, conduct strict examination and approval, put forward examination and approval opinions and submit them to the State Council for approval.
If words such as "Zhongguo" (China), "Zhonghua" (Chinese), "Quanguo" (national) and "Guojia" (state) are used in the middle of enterprise names, such words shall be attributive words that describe the relevant industry.
Article 15 Where the name of a foreign-invested enterprise contains the word "(China)", the trade name of the enterprise shall be consistent with the translation of the name or trade name of the enterprise's foreign investor, and shall comply with the provisions of laws and regulations.
Article 16 An enterprise name shall comply with the provisions of Article 11 of the Administrative Provisions on the Registration of Enterprise Names, and shall not:
(1) adopt words related to major national strategic policies, misleading the public into believing that the enterprise is related to state investment or government credit;
(2) adopt misleading words such as "national level", "highest level" and "best";
(3) adopt words identical or similar to the names of others (including abbreviations and trade names) that have had a certain influence in the same industry;
(4) adopt words explicitly or implicitly indicating that the enterprise is a non-profit organization; or
(5) fall under any other circumstances prohibited by any law, administrative regulation or the Measures.
Article 17 Where a registered enterprise as a legal person controls three or more enterprises as legal persons, the words "Group" or "(Group)" may be added before the organizational form in its name.
The registration of the name of an enterprise group shall be applied for together with the application for change registration by the parent company of the enterprise group.
Article 18 The name of an enterprise group shall be consistent with the name of the administrative area, trade name, industry or operational characteristic in the name of the parent company of the enterprise group.
Upon authorization by the parent company of an enterprise group, the name of a subsidiary of the enterprise group or a company where the enterprise group holds shares may be prefixed with the name of the enterprise group.
The parent company of an enterprise group shall publicize the name of the enterprise group and the information of its members through the national enterprise credit information publicity system.
Article 19 The name of a registered enterprise as a legal person may not contain the name of an administrative area if it invests in the establishment of a company whose trade name is the same as that of the enterprise and has been in operation for more than one year in three or more provincial administrative areas, or if it has other circumstances set forth in laws or administrative regulations and prescribed by the State Administration for Market Regulation.
Unless there is an investment relationship, the enterprise name mentioned in the preceding paragraph shall be different from the enterprise name or trade name in the same industry that has been registered or is within the retention period in the administrative area at the level of city divided into districts where the enterprise is located.
Article 20 If a registered enterprise as a legal person that carries out comprehensive operations across five or more industries of the national economy invests in the establishment of three or more companies with the same trade name as the enterprise that have operated for more than one year, and whose industries or operational characteristics belong to different industries of the national economy respectively, its name may not contain the industry or operational characteristic.
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