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Yes. A capital increase is the best solution.
The capital increase also gives your company a sense of trust from your customers.
In such a situation, your company can consider increasing capital.
The capital increase procedure is not complicated, it is necessary to run the banks and firms.
1. Resolution of the shareholders' meeting.
2 Articles of Association.
3. Capital verification report of the accounting firm.
4. When the bank verifies the capital, provide the original and copy of the business license, and 5. The original and copy of the organization's ** certificate.
6. Tax registration certificate original and photocopy.
7. The original and photocopy of the opening bank's license.
8. The original and copy of the investor's ID card The original and its copy of the legal person's ID card.
9. The original ID card and its copy of the person in charge and write a power of attorney.
10 Official Seal, Legal Person Chapter, Investor Chapter, Financial Chapter, Take it to the bank.
11 Account Opening Fee.
Prepare these and you're good to go.
When the time comes, the bank transfer will tell you how to operate.
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Deposit the money in the bank, and then ask the accounting firm to issue a capital verification report, pay the stamp duty on the capital increase, and it's OK
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Before the capital increase, plan how much money to increase the registered capital, which are the shareholders, how much each person should increase, and then deposit it into the account of your unit in the personal name of the new shareholder, and then contact the accounting firm for capital verification, and after the capital verification, take the capital verification report issued by the accounting firm to the industrial and commercial bureau for business license change procedures.
You have to go to the bank where you opened your account and ask, our bank here stipulates that you cannot withdraw the capital verification money within 7 days.
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The company's capital increase process.
1) The basic process of the company's capital increase:
1. The resolution of the shareholders' meeting of each shareholder agrees to the capital increase.
2. Modify or supplement the capital increase charter.
3. Invest capital increase funds (or hire an appraisal company to evaluate physical intangible assets).
4. Hire an accounting firm to issue a capital verification report.
5. Handle the registration of a series of changes in industry and commerce, taxation, etc.
2) Precautions for capital contribution:
a. Precautions for Monetary Fund Contribution.
2. Each shareholder shall invest funds according to the proportion of their subscribed capital contributions, and provide the original receipts issued by the bank.
3. The investor must be the investor specified in the articles of association.
b. Precautions for capital contribution with physical and intangible assets (such as trademarks, patents, non-patented technologies, copyrights, land use rights, etc.).
1. The physical objects used for investment are owned by the investor and are not guaranteed or mortgaged.
2. If the capital is contributed with industrial property rights or non-patented technology, the shareholders or promoters shall have the ownership of it.
3. If the capital contribution is made with land use rights, the shareholders or promoters shall have the land use rights.
4. If the registered capital is made with intangible assets as the value, the proportion of the registered capital shall comply with the relevant provisions of the state. (up to 70% of the registered capital).
5. Contributions made in kind or intangible assets must be evaluated and an appraisal report shall be provided.
6. The articles of association of the company shall make provisions on the transfer of the above-mentioned capital contributions, and the transfer procedures shall be handled in accordance with the relevant provisions within six months after the establishment of the company after the investment, and shall be reported to the company registration authority for the record.
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The capital increase needs to be voted on through the shareholders' meeting or the general meeting of shareholders, and the limited liability company is called the shareholders' meeting, and the shares **** are called the shareholders' meeting. This is a right conferred on the shareholders or general meeting of shareholders under the Company Law.
The capital increase is a special matter that requires the consent of more than two-thirds of the shareholders, and the limited liability company is approved by shareholders representing more than two-thirds of the voting rights. The shares **** are approved by more than two-thirds of the voting rights held by the shareholders present at the meeting.
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The equity of shareholders is generated by investment and cannot be arbitrarily deprived except for statutory reasons. Even if a shareholder is unwilling to increase his or her capital, his or her equity cannot be seized. If the other shareholders increase their capital, the equity of the shareholder who has not increased the capital will be diluted, but the shareholder will still be entitled to shareholders' rights and obligations according to the proportion of their diluted equity.
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1. It is voted by the shareholders' meeting. Articles 38, 44, 104 and 169 of the new Company Law stipulate that the resolution of the shareholders' meeting of a limited liability company to increase the company's capital must be passed by the shareholders representing 2 3 or more voting rights. The increase in capital of the shares must also be resolved by the general meeting of shareholders.
Resolutions made at the general meeting of shareholders must be passed by more than 2 3 of the voting rights held by the shareholders present at the meeting. 2. Shareholders pay capital contributions to the new capital. When a limited liability company increases its registered capital, the capital contribution of the shareholders subscribing to the new capital shall be implemented in accordance with the relevant provisions of the Company Law on the payment of capital contributions for the establishment of a limited liability company.
When the shares are issued to increase the registered capital, the shareholders shall subscribe for the new shares in accordance with the relevant provisions of the Company Law on the establishment of the shares and the payment of shares. 3. Go through the procedures for changing the registration with the company registration authority. If a company increases its registered capital, it shall apply to the company registration authority for the change of registration in accordance with the law.
Legal basis: Company Law of the People's Republic of China
Article 38 The first shareholders' meeting shall be convened and presided over by the shareholder with the largest capital contribution, and shall exercise its functions and powers in accordance with the provisions of this Law.
Article 44 A limited liability company shall have a board of directors, and its members shall be three to thirteen; However, except as otherwise provided in Article 50 of this Law. Where two or more state-owned enterprises or two or more other state-owned investment entities invest in a limited liability company, the board of directors shall include representatives of the company's employees; Other limited liability companies may have employee representatives on the board of directors. The employee representatives on the board of directors shall be democratically elected by the employees of the company through the employee congress, the employee congress or other forms.
The board of directors shall have a chairman of the board of directors and may have a vice chairman. The method for selecting the chairman of the board of directors and vice chairman of the board of directors shall be stipulated in the articles of association.
Article 104 Where this Law and the Articles of Association stipulate that the transfer or transfer of major assets or the provision of external guarantees by the company must be resolved by the general meeting of shareholders, the board of directors shall promptly convene a meeting of the general meeting of shareholders and the general meeting of shareholders shall vote on the above matters.
Article 169 The appointment or dismissal of an accounting firm undertaking the audit business of the company shall be decided by the shareholders' meeting, the general meeting of shareholders or the board of directors in accordance with the provisions of the articles of association. When the shareholders' meeting, the general meeting of shareholders or the board of directors of a company votes on the dismissal of an accounting firm, the accounting firm shall be allowed to state its opinions.
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There are several ways to increase the capital and increase the number of shareholders:
1. Invite capital contribution and change the original investment ratio. This method of capital increase can be applied to shareholders and can also be used for capital increase by third parties other than shareholders.
2. Increase the amount of capital contribution according to the original proportion of capital contribution, without changing the proportion of capital contribution. This method of capital increase can only be applied to internal shareholder capital increases.
1. Materials required for capital increase.
The following documents are required for the capital increase:
1. Application for Change of Enterprise Registration signed by the legal representative of the company;
2. The resolution of the shareholders' meeting or the board of directors that makes the resolution to increase capital and shares;
3. The "Letter of Designation (Appointment of Hongjito)" signed by the legal representative of the company and a copy of the ID card of the entrusted person;
4. Original and copy of Business License of Enterprise Legal Person;
5. If the capital is increased in monetary terms, the capital verification report issued by the statutory capital verification agency shall be submitted; If the capital is increased in a non-monetary way, the appraisal report and the report of the statutory capital verification agency on the verification of the assessment results and the property transfer procedures shall also be submitted;
6. Amendments to the Articles of Association or corresponding amendments to the Articles of Association;
7. Investment agreement (capital increase and share expansion agreement);
8. Certificate of qualification of the new shareholder (i.e. a copy of the new shareholder's ID card or business license with official seal).
Second, the capital increase process.
The capital increase process is roughly as follows:
1. The authorized manager of the capital increase company shall bring the original and copy of his company license and his ID card to the branch of the industrial and commercial bureau where the license was issued to collect the corresponding **.
2 When receiving **, the relevant personnel in the industrial and commercial bureau will inform you of the information and items that need to be prepared for processing, and the content that needs to be filled in **.
3. Fill in the application for change of registration of the company, the certificate of the designated representative or the co-entrusting person, sign by the relevant personnel and bury the official seal. Preparation of shareholders' resolutions and amendments to the company's articles of association. It can be made in multiple copies and kept on file. Signed and stamped with the official seal of the relevant personnel.
4. Contact the accounting firm and the bank to remit the amount of the capital increase to the temporary account of the company's capital verification, and the bank where the account is located will issue a certificate. The certificate, business license and previous capital verification report are delivered to the accounting firm, and the firm issues the capital verification report.
5. When the required materials and equipment are completed, the first person shall submit them to the branch of the industrial and commercial bureau where the license is issued, and the on-site review will be done.
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Measures for shareholders not to increase their capital:
1. Mandatory capital increase for shareholders may be carried out through resolutions of the general meeting of shareholders or the board of directors;
2. Solicit capital increase from other shareholders to maintain the normal operation of the company;
3. Increase debt financing and raise funds through bank loans;
4. Reduce the company's expenses and increase the company's profits, so as to reduce the dependence on capital increase;
5. ** assets, raise funds, so as to reduce the dependence on capital increase.
Information required to sue shareholders for not increasing capital:
2. Company registration information: It is necessary to prepare the company's registration information, including industrial and commercial business license, organization certificate, tax registration certificate, etc.;
3. Shareholder register: It is necessary to prepare the company's shareholder register in order to check the shareholding ratio and equity changes of each ** east;
4. The company's financial statements: the company's financial statements need to be prepared in order to check the company's financial status and the need for shareholders to increase their capital;
5. Minutes of shareholders' meetings: It is necessary to prepare the minutes of shareholders' meetings in order to view the discussions and decisions in the shareholders' meetings;
7. Other supporting materials: If there are other supporting materials that can prove that the shareholder does not fulfill the capital increase obligation, it is also necessary to prepare the corresponding supporting materials.
To sum up, the company may face risks such as bankruptcy liquidation. Therefore, in the company's operation, we should try to avoid the occurrence of shareholders not increasing capital, strengthen shareholder communication, and maintain the healthy and stable development of the company.
Legal basis]:
Article 103 of the Company Law of the People's Republic of China.
Shareholders attend the general meeting of shareholders and have one vote for each share they hold. However, the shares of the Company held by the Company do not have voting rights. Resolutions made at a general meeting of shareholders must be passed by a majority of the voting rights held by the shareholders present at the meeting.
However, the resolution of the general meeting of shareholders to amend the articles of association, increase or decrease the registered capital, as well as the resolution of the merger, division, dissolution or change of the form of the company, must be passed by more than two-thirds of the voting rights held by the shareholders present at the meeting.
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