Matters needing attention in capital increase and share expansion agreement

Legal analysis: Matters needing attention in the capital increase and share expansion agreement are as follows:

1. The following points should be noted in the agreement on capital increase and share expansion of monetary funds: 1. When opening a temporary bank account to invest funds, you must indicate "investment funds" in the column of "summary table of funds use sources" in the bank document; 2. Capital increase and share expansion agreement Each shareholder contributes capital according to the proportion of capital contribution subscribed by each shareholder, and provides the original receipt issued by the bank. 2. The following points should be noted in the capital increase and share expansion agreement: 1. The physical objects used for investment belong to the investors, and there is no guarantee or mortgage; 2. Where industrial property rights or non-patented technologies are used as capital contributions, the shareholders or promoters have ownership over them; 3. If the capital contribution is made by the land use right, the shareholders or promoters have the land use right; 4. Where intangible assets are used as capital contribution, their proportion in the registered capital shall comply with the relevant provisions of the state. The contribution in kind of all shareholders of a limited liability company shall not be higher than 70% of the registered capital; 5. If the investment is made in kind or intangible assets, it shall be evaluated and an evaluation report shall be issued; 6. The articles of association of the company shall stipulate the transfer of the above-mentioned capital contribution, handle the transfer and transfer formalities in time after the capital contribution, and report to the company registration authority for the record. Three. If the investor in the capital increase and share expansion agreement is a legal person, the total amount of foreign investment shall not exceed the proportion of net assets investment stipulated in the articles of association. Four. In the capital increase and share expansion agreement, the registered capital shall be increased by undistributed profits, and the increase ratio shall not be too high.

Legal basis: Article 11 of the Financial System of Securities Companies includes: the difference between the capital contribution made by investors and their subscribed capital (share capital) in the process of raising capital (including the premium net income of shares issued by joint stock limited companies and the premium net income of convertible bonds converted into share capital, etc.). ); Exchange rate conversion difference when capital (share capital) is invested; The asset evaluation at the time of division, merger or change of the company or the difference between the asset value agreed in the contract and agreement and the original book value; Accepting donated assets; Other funds that should be included in the capital reserve according to state regulations.

The general risk reserve is drawn from the after-tax profit of the company to cover the losses before the surplus reserve.

Surplus reserves include statutory surplus reserves and arbitrary surplus reserves drawn from after-tax profits.

Paid-in capital (share capital) can be transferred from capital reserve to share capital according to legal procedures. However, before the disposal of assets, the paid-in capital (share capital) shall not be transferred to the corresponding capital reserve. The statutory surplus reserve can be used to make up the company's losses or increase the paid-in capital (share capital), but when the paid-in capital (share capital) is increased, the statutory surplus reserve retained by the company after the increase is not less than 25% of the registered capital before the capital increase.