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1. The shareholders' meeting of equity change shall be attended by both new and old shareholders.
2. The articles of association of shareholders do not need to be rewritten, as long as there is an amendment to the articles of association, go to the industrial and commercial bureau to get a copy of the amendment to the articles of association, and fill it in according to the format. Or make your own copy on your computer in the format and type the content up.
3. As for the first shareholders' meeting, as long as it is not repeated with the previous number of meetings, to put it bluntly, as long as you change for the first time from its establishment to the present, as long as it is not the first time, it is best to write it later, such as the fourth and fifth times.
4. The meeting will form a resolution of the shareholders' meeting, which the Industrial and Commercial Bureau wants, and the resolution of the shareholders' meeting is also a standard, go to the Industrial and Commercial Bureau to get a copy and fill it in according to the format, or make a copy on the computer according to the format, and type the content up.
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According to the Company Law, the change of equity must first form a resolution of the shareholders' meeting to approve the change, and then go to the industry and commerce to register the change of equity. If it involves the change of legal person, it is necessary to re-obtain the business license, organization certificate, tax registration certificate, basic bank account, and bank seal. You can start with the industrial and commercial bureau, ask more, the implementation of the industrial and commercial bureaus in various places are different, and more registration when some industrial and commercial bureaus need the shareholders to be present, and some only need the original ID card, you have to ask.
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When transferring equity, some procedures need to be completed, but what if the shareholder is not present at the time of equity transfer, and must the shareholder be present in person for the equity transfer? Shareholders may not be present for the change of equity. However, if the shareholder is not present to change the equity, the authorized representative of the shareholder is required to present the authorization certificate.
When going through the formalities at the Industrial and Commercial Bureau, you need to bring the resolution of the shareholders' meeting. The complete process of equity change is: 1. Go to the industrial and commercial bureau to go through the equity transfer procedures.
2. After the new business license is completed, go through the change procedures at the tax bureau. 3. If the legal representative is changed, it is also necessary to go to the bank to go through the procedures for changing the reserved seal. In summary, shareholders who change their equity may not be present.
For the equity transfer procedures, the industrial and commercial bureau in some places will require all the new and old shareholders of the company to be present, so it is best to consult with the industrial and commercial bureau first. If the change of the legal representative or supervisor is involved, the original ID card of the newcomer shall also be provided for the industrial and commercial nuclear orange to keep an eye on.
Legal basis. Article 161 of the Civil Code of the People's Republic of China [**Scope of application]Civil entities may carry out civil juristic acts through **persons. In accordance with the provisions of law, the agreement of the parties, or the nature of the civil juristic act, the civil juristic act that shall be carried out by the person himself/herself must not be **.
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Whether shareholders need to be present for equity change, it is recommended to consult the registration department of the market supervision and administration bureau or the registration window of the place where the company is registered, and if it is convenient, try to present all shareholders to handle it. However, the change of equity of the company does not necessarily require the presence of the shareholders themselves, it depends on the specific situation.
Legal basis.
Article 161 of the Civil Code of the People's Republic of China: Civil entities may carry out civil juristic acts through ** persons. In accordance with the provisions of the law, the agreement of the parties, or the nature of the civil juristic act, the first burning of hunger civil juristic acts that shall be carried out by Duan Qing himself must not be **. Article 165:Where the authorization is in writing, the grantor's power of attorney for return of authority shall indicate the person's name, matters, authority, and time limit, and be signed or sealed by the person being returned.
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Whether shareholders with equity change need to be present are advised to consult the registration department of the market supervision and administration bureau or the registration window of the place where the company is registered, and if possible, all shareholders should be present as far as possible. However, the change of equity of the company does not necessarily require the presence of the shareholders themselves, it depends on the specific situation.
Legal basis. Article 161 of the Civil Code of the People's Republic of China.
Civil subjects may carry out civil juristic acts through ** persons. In accordance with the provisions of law, the agreement of the parties, or the nature of the civil juristic act, the first civil legal act that shall be carried out by the person himself must not be **.
Article 165.
If the authorization is in writing, the power of attorney for the return of authority shall indicate the name or title, matters, authority and time limit of the person, and shall be signed or sealed by the person being returned.
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Some market supervision and administration bureaus require shareholders to be present, some do not require shareholders to be present, some require shareholders to be present, some require shareholders to be present, and some places even require shareholders to sign equity transfer agreements on the spot.
Therefore, if you want to confirm whether the change of equity requires the presence of shareholders, it is recommended to consult the registration department of the market supervision and administration bureau or the registration window of the place where the company is registered, and if possible, all shareholders should be present as much as possible.
Article 71 of the Company Law on equity transfer.
The shareholders of a limited liability company may transfer all or part of their equity to each other.
The transfer of equity by a shareholder to a person other than the shareholder shall be subject to the consent of more than half of the other shareholders. Shareholders shall notify other shareholders in writing to solicit consent for their equity transfer, and if other shareholders do not reply within 30 days from the date of receipt of the written notice, they shall be deemed to have agreed to the transfer. If more than half of the other shareholders do not agree to the transfer, the shareholders who do not agree shall purchase the transferred equity; If you do not purchase it, you will be deemed to have agreed to the transfer.
For the equity transferred with the consent of the shareholders, under the same conditions, other shareholders have the right of first refusal. If two or more shareholders claim to exercise the right of first refusal, they shall negotiate to determine their respective purchase ratios; If the negotiation fails, the right of first refusal shall be exercised in accordance with the proportion of their respective capital contributions at the time of transfer. Where the articles of association of the company have other provisions on the transfer of equity, such provisions shall prevail.
1. What information is required for equity change.
Change of shareholders of a limited liability company. If a shareholder of a limited liability company transfers its equity, it shall apply for change of registration within 30 days from the date of transfer of equity and submit the following documents:
1. Application for Change of Company Registration signed by the legal representative (with the company's official seal);
2. The company signs the "Company Shareholders (Promoters) Capital Contribution Form" (the company stamps the official seal);
3. The company's signed "Certificate of Designated Representative or Jointly Appointed Person" (stamped with the company's official seal) and a copy of the ID card of the designated representative or entrusted person (signed by me); The specific matters to be entrusted, the authority of the entrusted person, and the period of entrustment should be indicated.
4. The resolution of the limited liability company submitted to the shareholders' meeting (signed by all shareholders, and signed by the shareholder if the shareholder is a natural person; shareholders other than natural persons shall be stamped with the official seal);
5. Equity transfer agreement or equity delivery certificate (signed by both parties to the transfer, and signed by the shareholder if the shareholder is a natural person; shareholders other than natural persons shall be stamped with the official seal);
6. The main qualification certificate or natural person identity certificate of the new shareholder; (Same as the establishment of the registration debate).
7. Amendment to the articles of association of the company (signed by the legal representative of the company); It is also possible to submit the amended articles of association (signed and sealed by the shareholders or signed by the legal representative of the company).
8. If laws, administrative regulations and decisions stipulate that the change of shareholders must be submitted for approval, a copy of the relevant approval documents or license shall be submitted;
9. A copy of the company's business license.
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