Ask what kind of employees can become shareholders of the company

Yu Lingxiong: What kind of person can become a shareholder of the company?

Whether the company's employees can be shareholders of other companies should be analyzed on a case-by-case basis

1. If it is just an ordinary employee of a company, there is no restriction on serving as a shareholder in another company;

2. If you are a senior manager, you are restricted by the "Company Law" and the original articles of association of the company, and you are not allowed to engage in similar business on your own;

3. If you are an ordinary employee of the company but have signed a non-compete agreement with the company, you are not only not allowed to be a staff member of other companies in the same industry during your tenure, but also not allowed to do so within the specified time after resignation, of course, you are not restricted as a shareholder.

Legal basis] Article 148 of the Company Law, directors and senior managers shall not engage in the following acts: (1) misappropriation of company funds; (2) To store the company's funds in an account opened in his or her own name or in the name of other individuals;

3) Violating the provisions of the articles of association of the company by lending the company's funds to others or providing guarantees for others with the company's property without the consent of the shareholders' meeting, the general meeting of shareholders or the board of directors;

4) Entering into a contract or conducting a transaction with the Company in violation of the provisions of the Articles of Association or without the consent of the shareholders' meeting or the general meeting of shareholders;

5) Without the consent of the shareholders' meeting or the general meeting of shareholders, taking advantage of his position to seek business opportunities belonging to the company for himself or others, and operating the same kind of business as the company he works for himself or for others;

6) Accept commissions from others for transactions with the company as their own; (7) Unauthorized disclosure of company secrets; (8) Other acts that violate the duty of loyalty to the company.

The income obtained by directors and high-level managers in violation of the provisions of the preceding paragraph shall belong to the company.

Legal Analysis: A company can act as a shareholder in other companies. A company as a whole can become a shareholder of another company with its company's independent property, physical possession, rights that can be shared, etc.

There is also no restriction on the company as a shareholder. According to the provisions of Chinese law, a company cannot recognize the shareholders of a one-person limited liability company.

Legal basis: Company Law of the People's Republic of China

Article 57 The provisions of this section shall apply to the establishment and organizational structure of a one-person limited liability company; Where there are no provisions in this section, the provisions of Sections 1 and 2 of this chapter apply. The term "one-person limited liability company" as used in this Law refers to a limited liability company with only one natural person shareholder or one legal person shareholder.

Article 58 A natural person can only invest in the establishment of a one-person limited liability company. The one-person limited liability company cannot invest in the establishment of a new one-person limited liability company.

Employees can take stakes in other companies. However, the following circumstances are excepted: 1. The remaining shareholders, actual controllers, directors, supervisors and senior managers of the company shall not use their affiliated relationships to buy shares in other companies and damage the rights and interests of the company; 2. The shareholders of the company shall not abuse the independent status of the company's legal person and the limited liability of shareholders to buy shares in other companies in order to avoid Zheng Dan's debts; 3. Other circumstances.

Article 4 of the Company Law The shareholders of the company shall enjoy the rights of asset returns, participation in major decision-making and selection of managers in accordance with the law. Article 33 Shareholders have the right to inspect and copy the articles of association, minutes of shareholders' meetings, resolutions of board of directors, resolutions of boards of supervisors and financial accounting reports. Article 34 Shareholders shall receive dividends in accordance with the proportion of their paid-in capital contributions; When the company adds new capital, shareholders have the right to subscribe for capital contributions in accordance with the proportion of paid-in capital contributions.

However, all shareholders agree not to distribute dividends in accordance with the proportion of capital contribution or do not subscribe for capital contribution in priority according to the proportion of capital contribution.

Employees can take stakes in other companies. However, the following circumstances are excepted: 1. The controlling shareholders, actual controllers, directors, supervisors and senior managers of the company shall not use their affiliated relationships to invest in other companies and damage the rights and interests of the company; 2. The shareholders of the company shall not abuse the independent status of the company's legal person and the limited liability of shareholders to invest in other companies in order to avoid debts; 3. Late rotation in other cases.

Article 4 of the Company Law The shareholders of the company shall enjoy the rights of asset returns, participation in major decision-making and selection of managers in accordance with the law. Shareholders have the right to inspect and copy the articles of association, the minutes of the shareholders' meeting, the resolution of the board of directors, the resolution of the board of supervisors, and the financial and accounting reports. Article 34 Shareholders shall receive dividends in accordance with the proportion of their paid-in capital contributions; When the company adds new capital, shareholders have the right to subscribe for capital contributions in accordance with the proportion of paid-in capital contributions.

However, all shareholders agree not to distribute dividends in accordance with the proportion of capital contribution or do not subscribe for capital contribution in priority according to the proportion of capital contribution.

Implicit Company Law of the People's Republic of China

Article 23.

To establish a limited liability company, the following stoves and supporting conditions shall be met:

1) The shareholders meet the quorum;

2) The amount of capital contribution subscribed by all shareholders in accordance with the provisions of the company's articles of association;

3) Shareholders jointly formulate the articles of association;

4) Have a company name and establish an organizational structure that meets the requirements of a limited liability company;

5) Have a company domicile.

Whether a shareholder is an employee or not is a concept between shareholders and the company. Shareholders become shareholders of the company and hold the equity of the company because they fulfill their capital contribution obligations to the company or subscribe to the capital contribution obligations. Shareholders may participate in the operation and management of the company, and may also hire directors, supervisors and senior personnel to operate and manage the company.

Whether a shareholder is employed depends on whether the shareholder participates in the operation of the company and whether there is an employment relationship with the company. With the improvement of economic development, many investor shareholders do not participate in the operation and management of the company, but are only pure investor shareholders, which is very common. The relationship between shareholders and the company is between investment and investment, and the company is generated because of the investment behavior of shareholders, and the identity of shareholders also depends on the company.

Whether a shareholder is an in-service employee depends on whether the shareholder works in the company or has an employment relationship with the company, and if the shareholder holds a relevant position in the company or has an employment relationship with the company, the shareholder is an in-service employee.

Article 3 of the Company Law of the People's Republic of China A company is an enterprise legal person, has independent legal person property, and enjoys the property rights of legal person. The company is liable for the debts of the company with all its property. The shareholders of a limited liability company are liable to the company to the extent of their subscribed capital contributions; The shareholders of the shares are liable to the company to the extent of the shares they subscribe.

Article 4 of the Company Law of the People's Republic of China stipulates that shareholders of a company shall enjoy the rights of income from assets, participation in major decision-making and selection of managers in accordance with the law. Article 7 of Article 20 of the Company Law of the People's Republic of China provides that shareholders may make capital contributions in currency, or use non-monetary assets such as physical objects, intellectual property rights, land use rights, etc., which can be valued in currency and can be transferred in accordance with the law; However, there is an exception for property that is not allowed to be used as capital contribution as stipulated by laws and administrative regulations. The non-monetary property used as capital contribution shall be appraised and verified, and the property shall not be overvalued or undervalued.

Where laws and administrative regulations have provisions on appraisal valuation, the slag shall be destroyed.

Legal analysis: Whether a company's employees can become shareholders of other companies requires a specific analysis.

If you are just an ordinary employee of one company, there is no restriction on serving as a shareholder in other companies.

If it is an ordinary employee of the company, but has signed a prohibition agreement with the company, it is not allowed not only to be a staff member of other companies in the same industry during the term of office, but also for the specified period after resignation. Of course, there is no restriction on being a shareholder of Namimori.

Legal basis: Company Law of the People's Republic of China

Article 148: Directors and senior managers shall not engage in any of the following acts:

misappropriation of company funds;

2) Storing the company's funds in their own names or in the names of other individuals;

3) Violating the provisions of the articles of association of the company by lending the company's funds to others or providing guarantees for others with the company's property without the consent of the shareholders' meeting, the general meeting of shareholders or the board of directors;

4) Entering into a contract or conducting a transaction with the Company in violation of the provisions of the Articles of Association or without the consent of the shareholders' meeting or the general meeting of shareholders;

5) Without the consent of the shareholders' meeting or the general meeting of shareholders, taking advantage of his position to seek business opportunities belonging to the company for himself or others, and operating the same kind of business as the company he works for himself or for others;

6) Accept commissions from others for transactions with the company as their own;

(7) Unauthorized disclosure of company secrets;

(8) Other acts that violate the duty of loyalty to the company.

The income obtained by directors and senior managers in violation of the provisions of the preceding paragraph shall belong to the company.