Legal provisions on the contribution of shareholders of a limited liability company Article 26 The registered capital of a limited liability company is the contribution subscribed by all shareholders registered at the company registration authority. The initial capital contribution of all shareholders of the company shall not be less than 20% of the registered capital, nor less than the statutory minimum registered capital, and the rest shall be fully paid by shareholders within two years from the date of establishment of the company; Among them, the investment company can pay in full within five years. The minimum registered capital of a limited liability company is RMB 30,000. Where laws and administrative regulations have higher provisions on the minimum registered capital of a limited liability company, those provisions shall prevail. Article 27 Shareholders may make capital contributions in cash or in kind, intellectual property rights, land use rights and other non-monetary properties that can be valued in money and can be 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. The monetary contribution of all shareholders shall not be less than 30% of the registered capital of a limited liability company. Article 28 Shareholders shall pay their respective subscribed capital contributions in full and on time in accordance with the Articles of Association. Where shareholders make capital contributions in cash, they shall deposit their capital contributions in full into the account opened by the limited liability company in the bank; Where non-monetary property is used as capital contribution, the formalities for the transfer of property rights shall be handled according to law. Where a shareholder fails to pay the capital contribution in accordance with the provisions of the preceding paragraph, he shall be liable for breach of contract to the shareholder who has paid the capital contribution in full and on time. Article 29 After a shareholder makes a capital contribution, it must be verified by a legally established capital verification institution and issue a certificate. Article 30 After the initial capital contribution of shareholders has been verified by a legally established capital verification institution, the representative designated by all shareholders or the agent entrusted by all shareholders shall submit the company registration application, articles of association, capital verification certificate and other documents to the company registration authority to apply for establishment registration. Article 31 After the establishment of a limited liability company, if it is found that the actual price of non-monetary property contributed by the company is obviously lower than the amount stipulated in the articles of association, the contributing shareholders shall make up the difference; When the company is established, other shareholders shall bear joint and several liabilities.
Legal objectivity:
According to China's Company Law, shareholders can contribute in cash, or in kind, industrial property rights, non-patented technology and land use rights. Each mode of capital contribution shall comply with the corresponding regulations. (1) Monetary contribution means that shareholders directly invest in the company with funds. Where a shareholder directly invests in a company in cash, he shall pay the subscribed capital contribution in a temporary account opened by a limited liability company in a bank or other financial institution before the company is registered. (2) The investment in kind means that the shareholders' investment in the company is in kind, which constitutes the main body of the company's assets. Physical objects must be buildings, equipment, raw materials or other materials necessary for the company's production and operation, and materials not needed for the company's production and operation activities shall not be shared in the company as physical objects. According to the provisions of the Company Law, if the investment is made in kind, the legal procedures for property transfer shall be handled at the relevant departments. For in-kind donations, the property must be appraised and verified, and the appraisal shall not be overestimated or underestimated. State administrative institutions, social organizations and enterprises that make contributions in kind with state-owned assets shall be verified and confirmed by the state-owned assets management department. Where a shareholder makes a contribution in kind at a fixed price, it shall go through the transfer formalities of the contribution in kind at the time of company registration and be verified by the corresponding capital verification institution. (3) Industrial property investment mode Industrial property (including non-patented technology) is an intangible intellectual asset, which is different from tangible assets and is a right to use. Investment with industrial property rights can be roughly divided into two categories: one is patent right and trademark right, and the other is proprietary technology, which refers to manufacturing technology, material formula and management secrets. Shareholders invest in the company with industrial property rights (including non-patented technology) as capital contribution. Shareholders must be the legal owners of industrial property rights (including non-patented technologies) and confirmed by legal procedures. When shareholders use industrial property rights (including non-patented technology) as their capital contribution, they must evaluate the industrial property rights and non-patented technology, and shall not overestimate or underestimate the price, and shall go through the transfer procedures before the company goes through the registration. China's "Company Law" stipulates that the amount of capital contribution made by shareholders with industrial property rights (including non-patented technology) shall not exceed 20% of the registered capital of a limited liability company. (4) Land use right investment mode Shareholders can only invest in shares with land use right. According to the Interim Provisions on the Management of Land Assets of Joint-stock Pilot Enterprises, joint-stock enterprises that use the land of collective enterprises must hold the approval document of the competent department responsible for examining and approving the establishment of joint-stock enterprises, and be requisitioned by the state according to the provisions on land requisition for national construction, converted into joint-stock enterprises according to law, or invested by the state. The price of land use right shall be assessed by the land administration department of the people's government at or above the county level and reported to the people's government at or above the county level for review, which shall be regarded as the approved amount of land assets. Shareholders who contribute to the land use right must hold a new state-owned land use certificate issued by the land management department. After the establishment of the company, the shareholders handed over the state-owned land use certificate to the company, and the company applied to the land management department of the local people's government for changing the land registration.