Recruiting partners is a commercial act, which conforms to the law. In the recruitment process, the rights, obligations and responsibilities of partners must be clearly defined, and the shares of the partnership enterprise must be accurately divided and determined by written contract to avoid unclear subsequent shares and rights and responsibilities.
What are the precautions in the shareholder cooperation agreement?
1. The purpose of the agreement is to establish a partnership, and its subject shall not be the person who is prohibited from engaging in profit-making activities by laws and regulations. Such as civil servants and teachers.
2. The cooperation agreement shall be fully negotiated by all partners, and a written agreement shall be reached on the purpose and business scope of cooperation, investment amount, method and duration, profit distribution and loss sharing, contract dissolution and liquidation, liability for breach of contract, etc.
3. As far as profit distribution and loss sharing are concerned, the cooperation agreement shall not stipulate that some partners shall not enjoy profit distribution or some partners shall not bear any losses.
Is the partnership a legal person?
Partnership refers to one of the forms of enterprise organization, which is jointly funded and operated by partners, bears risks, is established in accordance with the partnership enterprise law, does not have independent legal personality, and is jointly and severally liable by partners, including general partnership and limited partnership. Legal person is one of the civil subjects with independent personality, and can independently enjoy civil rights and undertake civil obligations. Company is the most important legal person form, including joint stock limited company and limited liability company.
How to distribute the shares of a joint stock limited company
There are three modes of enterprise ownership structure. The first is the absolute holding type. The typical distribution mode of this model is that the founder accounts for more than two thirds of the shares, that is, 67% of the shares, the partner accounts for 18% of the shares, and the reserved team shares account for15%; The second category: relative holding type. The typical distribution mode of this model is that the founder holds 5 1% shares, the partner holds 34%, and the employee holds15%; The third category: non-holding type. The typical distribution mode of this model is that the founder holds 34% of the shares, the partner team holds 5 1% of the shares, and the incentive shares hold 15%. This model is mainly suitable for the situation that the partners' teams have complementary abilities, everyone has strong abilities, the boss only has strategic comparative advantages, and the basic partners' rights and interests are relatively average.
Legal basis:
People's Republic of China (PRC) partnership enterprise law
Article 7
A partnership enterprise and its partners must abide by laws and administrative regulations, social morality and business ethics, and assume social responsibilities.
Article 8
The lawful property and rights and interests of a partnership enterprise and its partners are protected by law.
Article 9
To apply for the establishment of a partnership enterprise, an application for registration, a partnership agreement, a partner's identity certificate and other documents shall be submitted to the enterprise registration authority; If there are items in the business scope of a partnership that need to be approved before registration according to laws and administrative regulations, it shall be approved in accordance with the law and submit the approval documents at the time of registration.