A company limited by shares refers to a company with shares as its capital, and shareholders are liable to the company to the extent of the shares subscribed by them. There must be a general meeting of shareholders, a board of directors, a board of supervisors and other organizations to manage the company internally and represent the company externally. The institutions are the shareholders' meeting, the board of directors, the board of supervisors and the manager.
A company limited by shares has the following characteristics:
1, Limited by Share Ltd is an independent Economic legal;
2. The number of shareholders of a joint stock limited company shall not be less than the quorum;
3. Shareholders of a joint stock limited company shall bear limited liability for the debts of the company;
4. All the capital of a joint stock limited company is divided into equal shares, and funds are raised through public offering. Anyone can become a shareholder of the company after paying the shares;
5. The shares of the company can be freely transferred;
6. The company's accounts must be made public to let investors know about the company;
7. The establishment and dissolution of the company have strict legal procedures and complicated procedures.
Shareholders of a joint stock limited company attend the shareholders' meeting and each share they hold has one vote. However, the shares of the company held by the company have no voting rights. The more shares you hold, the greater your voting rights. Generally speaking, holding 5 1% of the company's shares can guarantee absolute control over the company. Merge and change major projects and major decisions.
Article 104 of the Company Law of People's Republic of China (PRC) (1) Shareholders attend the shareholders' meeting and exercise their voting rights in proportion to their capital contribution, and each share they hold has one vote;
(2) The resolution of the shareholders' meeting must be passed by more than half of the voting rights held by the shareholders present at the meeting. However, the resolutions of the shareholders' meeting to amend the Articles of Association, increase or decrease the registered capital, and the resolutions of the company's merger, division, dissolution or change of corporate form must be adopted by more than two thirds of the voting rights held by the shareholders present at the meeting.