In the case of two people starting a company in partnership, the distribution of equity is a very important issue. Reasonable equity distribution can not only ensure the stable development of the company, but also avoid contradictions and disputes between partners.
Here are some suggestions that I hope can help you.
1. Clarify the contributions and values of both parties.
Before distributing the equity, we must first make clear the contribution and value of both parties in the company. This includes capital investment, skills and experience, market resources and other contributions. Both parties can evaluate and quantify these aspects according to their own actual conditions, so as to determine their respective equity ratios more accurately.
2. Consider the company's development goals and strategic planning.
When allocating equity, we also need to consider the company's development goals and strategic planning. If one party has a stronger advantage in a key area of the company, then he should get the corresponding return on equity. At the same time, the two sides also need to reach an agreement on the company's development direction, market positioning and profit model to ensure the company's long-term development.
3, set the equity incentive plan
In order to stimulate the enthusiasm and creativity of partners, we can consider setting up an equity incentive plan. According to the partners' work performance, performance contribution and other factors, gradually adjust the equity ratio. This will not only let the partners see that their efforts can be rewarded, but also be conducive to the stable development of the company.
4. Sign the shareholders' agreement
After the equity distribution, both parties need to sign a shareholder agreement to clarify their respective rights and obligations. The shareholders' agreement shall include the following contents:
Equity ratio: clarify the equity ratio of both parties and the equity adjustment that may be involved in the company's development.
Decision-making power: define the voting rights and decision-making power of both parties in major decisions of the company, as well as the possible dispute resolution mechanism.
Profit distribution: define the principles and methods of profit distribution of the company and possible profit adjustment.
Information disclosure: clarify the responsibilities and obligations of both parties in the company's information disclosure, as well as possible ways to deal with violations of information disclosure.
Shareholder's withdrawal: to clarify the possible withdrawal of shareholders during the company's operation, as well as the principle of equity transfer and benefit distribution when withdrawing shares.
Dispute settlement: clarify the possible dispute settlement methods in the process of cooperation between the two parties, such as negotiation, mediation, arbitration or litigation.
5. Consider risk prevention.
Risk prevention measures should also be considered when allocating equity. For example, a certain share repurchase clause can be set, so that other partners have the right to repurchase their own shares in the case of serious dereliction of duty and damage to the interests of the company. In addition, you can also set up a clause to freeze shares to prevent partners from selling or transferring shares without authorization during the critical period of the company's development.
To sum up: when two people start a company in partnership, the distribution of equity is a problem that needs careful consideration. Through the above suggestions, I hope to help you better deal with the issue of equity distribution and realize the stable development of the company and the harmonious cooperation of partners.
Legal basis:
Company Law of the People's Republic of China
Article 27
Shareholders can make capital contributions in currency, or in kind, intellectual property rights, land use rights and other non-monetary properties that can be valued in currency and transferred according to law; However, except for the property that cannot be used as capital contribution as stipulated by laws and administrative regulations.
Non-monetary property as capital contribution shall be evaluated and verified, and its value shall not be overestimated or underestimated. Where there are provisions in laws and administrative regulations on evaluation and pricing, those provisions shall prevail.
Article 43
The discussion methods and voting procedures of the shareholders' meeting shall be stipulated in the articles of association of the company, unless otherwise stipulated in this Law.
The shareholders' meeting shall make resolutions on amending the Articles of Association, increasing or decreasing the registered capital, and on the merger, division, dissolution or change of corporate form of the company, which must be approved by shareholders representing more than two thirds of the voting rights.
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