Bitcontinental administrative reconsideration document exposed: change registration was cancelled in October last year

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Related news: bitcontinental legal person has been changed to the business license of zhanke group registration site robbed
Source: exclusive bitcontinental administrative reconsideration document exposure: unauthorized modification of shareholder’s decision and invalid signature
Chen Yi
Financial network · financial news on the chain: at 11:00 on May 8, when Zhan ketuan was replacing the business license of Beijing bitcontinental company (the legal person is Zhan ketuan) at the window 52, the second floor of Haidian District Government Affairs Service Center, the business license was robbed by a group of unidentified big men from the hands of industrial and commercial administrative personnel.
According to the documents exclusively obtained by Lianshang finance and economics, on April 28, the people’s Government of Haidian District of Beijing Municipality decided that the registration status of Beijing bit’s market supervision department should be restored to before October 28, 2019, and the previous two registration changes were cancelled.
According to the administrative resolution of Haidian District People’s Government of Beijing Municipality [hzfz (2019) No. 397] (hereinafter referred to as “resolution 397”), on November 7, 2019, Zhan Ke Tuan, the applicant, refused to accept the change of registration made by the respondent Beijing Haidian District market supervision and Administration Bureau on October 28, 2019, applied to Haidian District People’s government for administrative reconsideration and requested to revoke the approval made by the respondent The administrative act of changing the registered items of Beijing bit’s legal representative and executive director.
According to resolution 397, on October 28, 2019, Beijing bit submitted the application for change registration of foreign investment (partnership) enterprises and other materials to Haidian District Market Supervision Bureau to apply for change registration of Beijing bit’s legal representative and change filing of the company’s directors, managers and supervisors.
On the same day, Haidian District Market Supervision Bureau approved Beijing bitchange registration and filing. This change is mainly based on the shareholder’s decision of Beijing bit on October 28, 2019.
According to the reconsideration resolution, it is confirmed by Haidian District People’s government that in this case, the shareholder’s decision, as a document for the appointment and removal of the legal representative of the enterprise, is an important evidence in the change of registration of the legal representative. Beijing bitcontinental’s act of removing item 5 “agree to modify the articles of association” in the shareholder’s decision and affixing official seal without authorization belongs to the unauthorized modification of the shareholder’s decision, which undermines the authenticity of the shareholder’s decision.
The third person in this case, Beijing bit and Wu Jihan, claimed that the amendment to the articles of association in the shareholders’ decision does not have a substantial impact on this change of registration (filing), but only further confirms the application for this change of registration (filing).
Haidian District People’s government found out that the shareholder’s decision did not clearly state the change of legal person. The main basis for the change of registration of legal person is that the executive director is the legal representative of the company as stipulated in Article 21 of the articles of association of Beijing bit filed in November 2018. Therefore, part of “agree to modify the articles of association” in the shareholders’ decision has a direct impact on the change of registration of the legal representative.
The written opinions submitted by the third party for many times have always been unclear and contradictory to the fact whether the shareholders’ decision requires the amendment of the articles of association. In the process of change registration, the respondent finds that the shareholder’s decision has been modified, and shall require Beijing bit to verify and confirm this, instead of making the act of approving the change of legal representative registration on the spot, which belongs to unclear facts and insufficient evidence. In this case, the respondent failed to fulfill the obligation of prudent examination in the administrative procedure and made a wrong registration act.
According to the resolution, unless there is sufficient evidence to prove that “agree to modify the articles of association” is the true intention of the shareholders at the time of making the shareholders’ decision, the reconsideration organ cannot recognize the registration act.
Therefore, the people’s Government of Haidian District has made a reconsideration decision as follows: according to law, the administrative act that Haidian District Market Supervision Bureau made on October 28, 2019 to approve the change of the registered items of Beijing Bitian’s legal representative is revoked.
It is understood by Lianyungang finance and economics that the resolution 397 was issued on January 31, 2020.
However, on January 2, 2020, bitcontinental company submitted to Haidian District Market Supervision Bureau application for change of registration of foreign investment (partnership) enterprises and other materials, applying to change the legal representative of the company from Wu Jihan to Liu Luyao.
The main registered changes are still the shareholders’ resolution of bitcontinental on December 30, 2019, the executive director’s resolution of bitcontinental on December 30, 2019, and the amendment to the articles of association of bitcontinental on December 30, 2019.
On the same day, Haidian District Market Supervision Bureau approved bitcontinental to register the change.
On February 12, 2020, the applicant Zhan Ke Tuan refused to accept the change registration made by Haidian District Market Supervision Bureau of the respondent on January 2, 2020, applied to Haidian District People’s government for administrative reconsideration, requested to cancel the specific administrative act of the respondent to change the legal representative of Beijing bit, and restored the registration of Beijing bit as Zhan Ke Tuan.
In response, the Haidian District People’s Government of Beijing believes that in this case, the signature of the legal representative recorded in the amendment to the articles of association is obviously wrong in the application materials for change registration submitted by Beijing bit.
The legal representative’s signature column in the amendment to the articles of association submitted by Beijing bit is Liu Luyao. On the date of amendment to the articles of association on December 30, 2019, the legal person registered by Beijing bit in industry and Commerce shall be Wu Jihan. In the amendment to the articles of association, although Wu Jihan signed as the shareholder’s representative, he was not the legal representative. At the same time, the reply submitted by the respondent and the third party clearly indicates that on January 2, 2020, Wu Jihan did not sign any documents as a legal person of Beijing bit in the application documents of Beijing bit.
The respondent also did not require bitcontinental to further verify and confirm this, and made the registration act of approving the change of legal representative on the spot, which belongs to unclear identification and insufficient evidence.
Therefore, the people’s Government of Haidian District made a reconsideration decision to cancel the specific administrative act of the respondent on January 2, 2020 to approve the change of the registration items of Beijing bit legal representative. In addition, the reconsideration resolution mentioned that since the two registration changes were cancelled, even if the legal person’s signature on the amendment to the articles of association was signed by Wu Jihan, it could not be signed as a legal person, and the signature did not have the effect of public notice against the third party.

[hzfzz (2020) No. 28] believes that the status of Beijing bit’s registration with the market supervision department should be restored to before October 28, 2019. According to the industrial and commercial information, from its establishment in 2013 to the above-mentioned date, the legal person and executive director of Beijing bit are janke group.
On May 9, according to the national enterprise credit information publicity system, the legal representative of Beijing bitcontinental Technology Co., Ltd. has been changed to janke group.