I. Registered Capital and Contribution Amount
The registered capital of a company is the basis for calculating the original value of equity. Registered capital refers to the total capital invested by shareholders in the company when it is established. The contribution of shareholders is their actual investment in the registered capital of the company. When calculating the original value of equity, we must first determine the total registered capital of the company, and then determine the original value of equity held by each shareholder according to the proportion of each shareholder's contribution to the registered capital.
Second, the equity transfer and premium
When transferring equity, the calculation of the original value of equity will involve the transfer price and premium. The transfer price is determined through negotiation between the buyer and the seller, and the premium is the part where the transfer price exceeds the original value of the equity. When calculating the original value of equity, if there is equity transfer, it is necessary to consider whether the transfer price is reasonable and whether there is a premium. If there is a premium, the premium part is usually not included in the original value of the equity, but treated as shareholder's income.
Third, other influencing factors
Besides registered capital, capital contribution and equity transfer, there are other factors that may affect the calculation of the original value of equity. For example, the company's asset evaluation, liabilities and profitability will all affect the value of equity. When calculating the original value of equity, these factors need to be considered comprehensively to ensure the accuracy of the calculation results.
Fourth, follow the law.
When calculating the original value of equity, relevant laws and regulations must be followed. For example, according to the Company Law, Securities Law and other relevant laws and regulations, shareholders need to follow the prescribed procedures and comply with the relevant information disclosure requirements when transferring their equity. When calculating the original value of equity, these legal provisions should also be followed to ensure the legitimacy and compliance of the calculation process.
To sum up:
The calculation of the original value of equity is based on the company's registered capital, shareholders' contribution and equity transfer. In the calculation process, it is necessary to comprehensively consider various factors and follow relevant laws and regulations. At the same time, we need to pay attention to the possible premium caused by equity transfer and other influencing factors of the company. Only by comprehensively considering these factors can we ensure the accuracy and legitimacy of the original value calculation of equity.
Legal basis:
Company Law of the People's Republic of China
Article 27 provides that:
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.
Company Law of the People's Republic of China
Article 34 provides that:
Shareholders shall receive dividends in proportion to the paid-in capital contribution; When the company increases its capital, shareholders have the priority to subscribe for the capital contribution in proportion to the paid-in capital contribution. Except that all shareholders agree not to pay dividends according to the proportion of capital contribution or not to subscribe for capital contribution in priority.