How to build a limited partnership employee stock ownership platform Fainted

Establishment of a shareholding platform for a limited partnership:

1. Determine the size of the option pool.

First of all, a certain equity ratio is set aside as an option pool, generally between 10% and 20%. If you wait for investors to enter before doing so, you will encounter resistance from investors who are reluctant to dilute their equity.

2. Register a limited partnership.

In a limited partnership, the partners are divided into general partners (GPs) and limited partners (LPs). GP participates in the management of corporate affairs and bears unlimited joint and several liability to the enterprise; LP is not able to manage the enterprise and bears limited liability to the extent of the capital contribution.

The GP is designed by the founder or majority shareholder of the company, who performs the affairs of the partnership, assumes management functions, and actually controls the partnership.

LP allows the motivated employee to act as a limited partner of the limited partnership, only participating in economic benefits and not participating in the day-to-day management of the enterprise. Limited partners do not perform partnership affairs and are not allowed to represent the limited partnership externally.

In this way, through the limited partnership as a shareholding platform, it can not only achieve the purpose of using equity to motivate employees, but also bind the common interests of employees and enterprises to a certain extent.

3. Transfer of equity.

After establishment, the company's reserved option pool will be transferred to the shareholding platform. At the beginning, all the shares of the shareholding platform can be held by the GP (founder) first, and the founder will transfer the shares to the LP after the incentivized employees come in to serve as LPs.

Of course, the most important thing is the earnings and exit mechanism of the incentivized employees. The ESOP platform will inevitably have a change of partners, which requires the consent of all partners. Employees indirectly hold shares through the shareholding platform, which cannot be inherited or transferred.

A limited partnership that becomes a shareholder of the company by way of capital increase may have a restriction period of one year, and after listing, the partnership can act as the main body to implement equity transfer and obtain income, and the income will be directly distributed to the individuals holding the ultimate shares through the limited partnership; The actual lock-up time for the shareholding individual can be agreed in the partnership agreement.

Four ways to profit and exit employees who hold shares:

1) Share the profits of the enterprise and enjoy the equity transfer income with the limited partnership as the main body mentioned above according to the amount of capital contribution.

2) Transfer of property shares: transfer your own property shares to others in accordance with the agreement; If an employee (LP) withdraws from the platform, his share can be temporarily held by GP (usually repurchased by GP), and then transferred to a new incentive recipient.

3) Withdrawal and settlement: withdraw from the partnership according to the agreed conditions of the partnership agreement and obtain its own property.

4) Liquidation of disbanded partnership: The limited partnership is dissolved, and the individual obtains the property after liquidation in accordance with the partnership agreement.

The main reason for using a limited partnership (LP) is to legally and financially separate the responsibilities and risks of equity holders and managers. Unlike a regular corporation, a limited partnership structure divides investors into two categories: general partners and limited partners.

Under this structure, the general partner is responsible for managing the limited partnership and has unlimited liability for the debts of the limited partnership, while the limited partner has only limited liability and does not participate in the management of the limited partnership.

In addition, a limited partnership structure can also offer some additional advantages, such as:

2.Investment confidentiality: A general partner is usually a natural or legal entity other than a limited partner, whose identity can be kept secret, providing a greater degree of privacy.

3.Tax advantages: Since limited partners are not involved in the mismanagement of a limited partnership, they usually only have limited tax liability.

4.Lower operating costs: A limited partnership may have lower operating costs than a traditional corporate structure, as the general partner is usually responsible for the operating state of the limited partnership and will incur the fees and costs incurred on their own leases.

How to calculate the share capital when the partnership shareholding platform invests in a joint-stock enterprise.

The proportion of shares refers to the percentage of shares accounted for by shareholders' funds, and the formula for calculating the proportion of shares is: the proportion of capital contribution to the total share capital of each ** East = (the total investment of each ** East with the amount of capital contrived) x 100%. In fact, the calculation of the equity ratio is still more complicated, and it needs to take into account the value of manpower, space and other contributions.

For the vast majority of creative debaters, money may be the most needed in the early stages. Therefore, when valuing the value of money, it is not necessary to value it only by the actual amount of money, but to enlarge its reputation value, such as by twice the amount. A joint-stock enterprise refers to an enterprise established by issuing and subscribing to ** to raise capital (gold), which is usually called a "joint-stock company".

It is a product of adapting to the vigorous development of the commodity economy and the large-scale socialization of production.

The company's shareholding platform is generally the implementation of equity incentives that are commonly used by enterprises.

mode of operation. To set up an enterprise shareholding platform, it is first necessary to grasp some specific platform models of enterprise shareholding, such as limited partnership employee shareholding platform, corporate employee shareholding platform, etc.

Extended information: The judgment of the distribution of the holdings of chips is the basic premise of the operation, and if the judgment is accurate, the hope of success will increase a lot. There are several ways to determine the distribution of shareholdings:

1. Through the statements of the listed company, if the share capital of the listed company.

The structure is simple, there are only state shares and tradable shares, and most of the top 10 shareholders hold tradable shares, and there are two ways to judge: one is to add up the tradable shares held in the top 10 to see how much they have mastered, which is suitable for analyzing the degree of intervention of institutions. The second is to speculate on the situation after 10, and some people think that if the last person holds no less than the number of shares, the concentration of chips in the stock can be judged.

It is more concentrated, but the market makers can sometimes make a fake, they keep the chips of the first few shareholders, so it is difficult to see the change, but one thing is certain, if the 10th shareholding is lower than the outstanding shares, and the latter is lower, the concentration can be judged to be low.

2. Through the public information system, the transaction information of the day's rise and fall of more than 7% is announced every day, mainly the name and transaction amount of the first five business departments or seats with the largest transaction amount, if there is a large volume of a stock**.

Most of the announcements are concentrated buyers. If the volume is large**.

The announcement is mostly concentrated sellers. This information can be found on the computer or in the newspaper. If the transaction value of these sales department seats also accounts for 40% of the total transaction value, it can be judged that there is a bank in and out.

3. Judging from the handicap and the disc, the discs refer to the ** chart.

and volume histograms.

Handicap refers to the real-time ** transaction window, and there are two main types of positions: low-absorption and high-pulling. The daily trading volume of low-absorption positions is low, and it cannot be seen on the disk, but the virtual celery can be seen from the fact that the outer disk of the market is greater than the inner disk.

It can be seen from the disk that when the dealer ships, the stock price is often sluggish, or the form just falls again, and it is generally the amount of **, which can be clearly seen.

4. If a ** suddenly increases in volume within a week or two, the cumulative turnover rate.

More than 100%, most of the market makers pull up to open positions, for new stocks, if the turnover rate on the first day of listing exceeds 70% or the first week trading volume exceeds 100%, there are generally new banks to settle in.

5. If a ** hovers at a low level for a long time, the trading volume continues to expand, or the amount of intermittent burial and dismantling, and the bottom is constantly raised, it can be judged that the dealer has gradually collected the chips at a low level. It should be noted that the longer the hovering time, the better, which means that the dealer has more chips to win in the future, and his ambition is long-term.

The owners and employees of the company first set up a limited partnership, and the newly formed limited partnership increased the capital of the joint-stock company.

Generally, a limited liability company is registered, or even a sole proprietorship. We will refer to this company entity as A, and for the sake of distinction, we will call it Company A in the future.

A Company may be the only shareholder of you, or you and a few of your associates. When the company's business is gradually on the right track, and the company has more and more employees, it is time to consider setting up options.

That's when you register a limited partnership, which we call a B corporation. The partners of a limited partnership are divided into general partners and limited partners, that is, GP and LP, and the GP is generally the actual controller of Company A, usually the founder or legal person.

GP is jointly and severally liable unlimitedly, but since the shareholding platform generally does not conduct business operations, Company B generally does not have any risks.

If you still want to use Company B to carry out some business in the future, such as foreign investment. Then you can incorporate a limited liability company that you are 100% owned by, such as a C corporation. Then make Company C the general partner of Company B, which is the GP, and that's it.