How to distribute dividends to the partnership venture capital

Investing in a partnership with others is undoubtedly an ideal way to start a business. However, it is necessary to understand and master the following 3 principles.

Friends ≠ partners.

A close friend is not the ideal partner. The ideal collaborator not only requires mutual knowledge and mutual trust, but also requires both parties to have good complementarity in ability and character. Tacit collaborators may become bosom friends in long-term cooperation, but bosom friends may not always be the best partners, so when choosing a partner, you must not be emotional.

Villain first, then gentleman.

Partnership entrepreneurship must sign a good cooperation agreement, the responsibilities of both parties and the rights and interests that should be enjoyed by both parties are carefully agreed, and we must not say it orally, in a word, rather "the villain first and then the gentleman".

Brothers settle accounts.

Partnership entrepreneurship must be clear accounts, complete procedures, and can withstand inspection at any time; The entry and exit of all accounts, the operating conditions and profits and losses of the cooperative entity shall be disclosed among the partners on a regular basis, and the distribution of interests of the partners shall be handled in strict accordance with the provisions of the cooperation agreement; If a partner privately uses the property of the cooperative entity, it shall be recorded in the accounts and deducted from the distribution of benefits......In short, it is necessary to achieve "clear accounts with brothers".

Partnership dividends can be distributed in the following ways:

1. Partners negotiate to determine dividends: If there is no dividend agreement or the agreement is not clear when joining halfway, then in line with the purpose of independent negotiation of the partnership, all partners can negotiate to determine dividends.

2. Determine dividends according to the law: If there is no dividend agreement and all partners do not reach a consensus, then the final dividend can only be determined in accordance with the regulations.

3. Dividends in accordance with the partnership agreement: According to the provisions of the Partnership Enterprise Law, the capital contribution needs to be determined when joining the partnership, and the dividend will be distributed according to the proportion after the amount of capital contribution is determined, and it will be determined in the partnership agreement together.

Legal basis] Article 33 of the Partnership Enterprise Law stipulates that the profit distribution and loss sharing of a partnership enterprise shall be handled in accordance with the provisions of the partnership agreement; If the partnership agreement is not agreed upon or the agreement is not clear, the partners shall decide through consultation; If the negotiation fails, the partners shall distribute and share according to the proportion of paid-in capital contributions; If the proportion of capital contribution cannot be determined, it shall be equally distributed and shared by the partners. The partnership agreement shall not agree to distribute all profits to some of the partners or that some of the partners shall bear all losses.

After the equity division is completed, there must be a corresponding equity cashing agreement, otherwise the distribution of equity is not as meaningful as the sliding bucket. This is the sale of dry said, the equity according to the number of years the founder has worked in the company, the letter is trusted, and the letter is gradually cashed to the founder.

The reason is very simple, startups are made, done: the equity should be given to you.

3.The general practice is to cash out on a 4-5 year basis. For example, if you cash out 25% after the first year of employment, you can cash out 2% per month.

4.This is a protection for the startup and the team itself. No one can guarantee that several founders will do it together for 5 or 7 years.

5.What I don't want to see is that the two founders have worked hard for 5 years and finally made achievements.

Partnership investment dividends are based on a cooperation agreement, and dividends should be paid in strict accordance with the agreement. Partnership dividends first respect the autonomy of partners, because partners bear unlimited joint and several liability, so dividends respect for partner autonomy will not affect the legitimate rights and interests of others. If the partners cannot reach an agreement, it shall be handled in accordance with the agreement between the partners; If the agreement does not stipulate the distribution of profits, it shall be distributed according to the proportion of capital contribution; If it is not possible to ascertain the actual proportion of capital contribution, it will generally lead to an equal distribution.

The Partnership Enterprise Law stipulates that partners shall fulfill their obligations to make capital contributions in accordance with the method, amount and payment period agreed in the partnership agreement. Where non-monetary assets are used to make capital contributions, it is necessary to go through formalities for the transfer of property rights in accordance with the provisions of laws and administrative regulations, and it shall be handled in accordance with law. In accordance with the provisions of the partnership agreement or the decision of all partners, the partners may increase or decrease their capital contributions to the partnership enterprise.

1. What are the conditions for partners?

The main conditions that a partner needs to meet are as follows. It mainly includes: 1. Two or more persons, and both of them are natural persons with full capacity for civil conduct; 2. Be able to fulfill the obligation of capital contribution in accordance with the provisions of the partnership agreement; 3. Be able to be responsible for the debts of the partnership with the amount of capital contribution.

The law stipulates that partners shall perform their capital contribution obligations in accordance with the law, the amount of capital contribution and the duration of capital contribution agreed in the partnership agreement. Where non-monetary assets are used to make capital contributions, it is necessary to go through formalities for the transfer of property rights in accordance with the provisions of laws and administrative regulations, and it shall be handled in accordance with law.

2. How to liquidate the withdrawal of the general partner.

In the case of liquidation of a general partner's withdrawal, according to the provisions of the Partnership Enterprise Law, if a partner withdraws from the partnership, the other partners shall settle with the partner in accordance with the property status of the partnership at the time of withdrawal, and return the property share of the withdrawing partner. If there are unsettled partnership affairs at the time of withdrawal, the settlement shall be carried out after the settlement. The method of returning the share of the property of the withdrawing partner in the partnership enterprise shall be agreed in the partnership agreement or decided by all the partners, and may be refunded in money or in kind.

The withdrawing partner shall be jointly and severally liable with other partners for the debts of the partnership that have occurred before the withdrawal. When a partner withdraws from the partnership, if the assets of the partnership are less than the debts of the partnership, the partners shall distribute and share the debts in accordance with the proportion agreed in the partnership agreement; If the partnership agreement does not stipulate the proportion of loss sharing, it shall be equally distributed and shared by each partner.

Article 17 of the Partnership Enterprise Law of the People's Republic of China stipulates that partners shall fulfill their obligations to make capital contributions in accordance with the method, amount and payment period agreed in the partnership agreement. Where non-monetary assets are used to make capital contributions, it is necessary to go through formalities for the transfer of property rights in accordance with the provisions of laws and administrative regulations, and it shall be handled in accordance with law.

Legal division and vertical analysis: partnership investment dividends first respect the autonomy of partners, and dividends are distributed according to the parties' own wishes; If no agreement can be reached, it shall be handled in accordance with the agreement between the partners; If the agreement does not stipulate the distribution of profits, it shall be distributed according to the proportion of capital contribution;

Legal basis: Article 33 of the Partnership Enterprise Law of the People's Republic of China The profit distribution and loss sharing of a partnership enterprise shall be handled in accordance with the provisions of the partnership agreement; If the partnership agreement is not agreed upon or the agreement is not clear, the partners shall decide through consultation; If the negotiation fails, the partners shall distribute and share according to the ratio of paid-in capital contributions; If the proportion of capital contribution cannot be determined, it shall be equally distributed and shared by the partners. The partnership agreement shall not stipulate that all profits shall be distributed to some of the partners or that some of the partners shall bear all losses.

Legal analysis: partners negotiate to determine dividends; Determine dividends in accordance with the law; According to the debate year, the partnership agreement will discuss dividends.

Legal basis: Article 33 of the Partnership Enterprise Law of the People's Republic of China The profit distribution and loss sharing of a partnership enterprise shall be handled in accordance with the provisions of the partnership agreement; If the partnership agreement is not agreed upon or the agreement is not clear, the partners shall decide through consultation; If the negotiation fails, the partners shall distribute and share according to the proportion of paid-in capital contributions; If the proportion of capital contribution cannot be determined, it shall be equally distributed and shared by the registered persons of the partnership.