The classification screen

4 questions before you choose the route.

This page identifies the right question and evidence. It does not determine the legal outcome on a reader’s facts.

01

Who appoints the successor?

AOA organ.

Who
02

Will the old LR hand over chops/licence?

Cooperation vs court/notary path.

Chops
03

SAMR window extras?

Local ID/photo rules.

File
04

Banks and tax after?

Downstream KYC.

After

Working rule: Company Law now makes it easier in principle to resign, but SAMR still needs a successor and a change filing: internal resolution, amended AOA if required, ID of the new person, and often chop/licence originals.

What changes the answer

The signal ledger.

These facts move the question beyond a label and into a product, money-flow and control analysis.

Signal
Ask the operating question
Why it changes the route
Resignation PDF only
No successor.
Stuck on the licence.
Broader Company Formation analysis needed
Rewriting /china-legal-representative-risks.
Additional facts can change the Company Formation route, evidence and next step.
New LR not in China
KYC and appearance.
Plan it.
Prepare before you escalate

Bring a compact evidence docket—not a pitch deck.

Give a compliance team or counsel the operating facts that reveal the perimeter.

01AOA appointment clauseWho can name the LR.
02ResolutionOld out, new in.
03Chop custodyWho can file.
Common confusions

Questions people ask before they build.

Short answers for orientation. The right result can change with the service model and current rules.

Can the old LR force a change if the company refuses?

Company Law gives resignation rights; SAMR practice still wants a successor. This is counsel-grade when chops are held hostage.

Does the new LR have to be a director?

They must fit the organ the AOA names (director or manager in the usual case).

Primary authorities

Reviewed sources support orientation, not a fact-specific assessment.

PRC Company Law (NPC laws database)
SAMR
Gov.cn
National laws database (NPC)