Model agreement for two people to run a hotel in partnership Article 1
Based on the principles of fairness, equality and mutual benefit, the partners have reached the following partnership agreement:
Article 1 Party A and Party B are willing to cooperate (project name), with a total investment of? Ten thousand yuan, contributed by Party A? Ten thousand yuan, contributed by Party B? 10,000 yuan, how much does each account for the total investment? %、? %。
Article 2 When a partnership enterprise is established according to law, Party A shall be responsible for industrial and commercial registration.
Article 3 The term of operation of this partnership is ten years. If it is really necessary to extend the time limit, the relevant formalities shall be handled six months before the expiration.
Article 4 The latest mode of two-person partnership contract in which both partners * * * jointly operate, * * * jointly work, * * * take risks and * * * make profits and losses.
Enterprise surplus is distributed in proportion to investment.
The company's debts shall be borne in proportion to the capital contribution. After either party pays off its debts, the other party shall pay off its share to the other party within ten days in proportion.
Article 5 Other people may join the Company, but only with the consent of Party A and Party B, and go through the formalities of increasing capital contribution and sign a supplementary agreement. The supplementary agreement has the same effect as this agreement.
Article 6 The partnership enterprise shall be terminated under any of the following circumstances:
(1) The term of the partnership expires;
(2) The cooperation parties reach an agreement through consultation;
(3) The partnership business has been completed or cannot be completed;
(4) Other laws and regulations.
Article 7 For matters not covered in this Agreement, both parties may make supplementary provisions. The supplementary agreement has the same effect as this agreement. The latest model contract for the partnership between two people.
Article 8 this agreement is made in duplicate? One for each partner. This agreement shall come into force as of the date of signature (or seal) by both parties.
Partner: (signature or seal)
Partner: (signature or seal)
? Year? Month? sun
Model agreement for two people to run a hotel in partnership Article 2
Party A:
Address:
ID number:
Party B:
Address:
ID number:
Party A and Party B establish a limited liability company (hereinafter referred to as? Company? ), according to the Contract Law of People's Republic of China (PRC) and the Company Law, the following agreement is reached through friendly negotiation.
1. Name, domicile, legal representative, registered capital, business scope and nature of the company to be established.
1. Company name: limited liability company
2. domicile:
3. Legal Representative:
4. Registered capital: RMB.
5. Business scope: The specific items approved by the industrial and commercial departments shall prevail.
6. Nature: The Company is a limited liability company established in accordance with the Company Law and other relevant laws and regulations, and both parties shall be liable to the Company to the extent of the capital contribution subscribed at the time of registration.
Two. Shareholders and their capital contribution
The Company is established by joint investment of shareholders of Party A and Party B, with a total investment of RMB, including start-up capital and registered capital, of which:
1, starting capital yuan
Party A contributes (1) yuan, accounting for% of the start-up capital;
(2) Party B contributes RMB, accounting for% of the start-up capital;
(3) Start-up funds are mainly used for the company's upfront expenses, including lease, decoration and purchase of office equipment. If the remaining funds after the company's opening are used as working capital, the shareholders shall not withdraw them.
(4) Before opening the company account, the startup funds shall be deposited into the temporary account designated by both parties (bank: account number:). After the company starts business, the balance in the temporary account will be transferred to the latest model of two-person partnership contract in the company account.
(5) Party A and Party B shall transfer their respective start-up funds into the above temporary account within days from the date of signing this Agreement.
2. Registered capital (RMB)
(1) Party A contributes in cash, with the contribution of RMB Yuan, accounting for% of the registered capital;
(2) Party B's contribution is in cash, and the amount of contribution is RMB, accounting for% of the registered capital;
(3) The registered capital is mainly used for company registration and working capital after the company's opening, and shareholders may not withdraw it.
(4) Party A and Party B shall deposit the registered capital into the company account within days from the date of opening the company account.
3. Any shareholder who violates the above agreement shall bear corresponding liabilities for breach of contract according to Article 8, Paragraph 1 of this Agreement.
Three. Company management and division of functions
1. The company does not have a board of directors, but has executive directors and supervisors with a term of three years.
2. Party A is the executive director and general manager of the company, and is responsible for the daily operation and management of the company, with specific responsibilities including:
(1) Go through the formalities of company establishment registration;
(2) Recruit employees according to the company's business needs (financial and accounting personnel shall be appointed by both parties);
(3) Examination and approval of daily matters (major matters related to the development of the company shall be handled in accordance with the fifth paragraph of Article 3 of this Agreement; Party A's financial examination and approval authority is within RMB. If it exceeds this authority, it must be signed by both parties before implementation.
(4) Other duties required by the daily operation of the company.
3. Party B serves as the company's supervisor, specifically responsible for:
(1) Provide necessary assistance for Party A's operation and management;
(2) check the company's finances;
(3) Supervise Party A to perform the duties of the company;
(4) Other duties as stipulated in the articles of association.
4. Party A's salary is RMB/month, and Party B's salary is RMB/month, both of which are paid from temporary account or company account.
5. Handling of major issues
The company does not set up a shareholders' meeting. In case of any of the following major issues, it shall be agreed by both parties:
(1) The company intends to provide guarantees for shareholders, other enterprises and individuals;
(2) To decide on the company's business policy and investment plan;
(3) Other matters stipulated in Article 38 of the Company Law.
In case of any disagreement between Party A and Party B on the above-mentioned major issues, it shall be handled in the following way without damaging the interests of the company.
6. In addition to the above-mentioned major issues that need to be discussed, Party A and Party B unanimously agree to hold a regular meeting of shareholders once a week to summarize the company's operation in the previous stage and plan and deploy the company's operation in the next stage.
Four. Capital and financial management
1. Before the establishment of the company, the funds were collected and paid by the temporary account in a unified way, which was supervised and used by both parties. If one party does not agree to use the other party's funds, the other party must give a reasonable explanation, otherwise, one party has the right to demand compensation from the other party.
2. After the establishment of the company, the funds shall be received and paid by the opened company account, and the financial affairs shall be handled by the financial accounting personnel designated by both parties. The accounts of the Company shall be settled daily and monthly, and relevant statements shall be submitted to Party A and Party B for signature, approval and filing.
Verb (abbreviation of verb) profit and loss distribution
1. Party A and Party B shall share the profits and losses in proportion to the paid-in capital contribution.
2. After-tax profit of the company, shareholders can only pay dividends after making up the company's losses in the last quarter and drawing the statutory reserve fund (10% of after-tax profit). The specific system of shareholders' dividends is as follows:
(1) Dividend time: the first day of the first month of each quarter, divided by the profit of the previous quarter.
(2) Dividend amount: 60% of the remaining profit in the last quarter, which shall be divided by Party A and Party B in proportion to the paid-in capital contribution.
(3) The company's statutory reserve fund has accumulated to more than 50% of the company's registered capital and may not be withdrawn.
Intransitive verb share conversion or withdrawal agreement
1. Share conversion: Within one year after the establishment of the company, shareholders may not transfer their shares. From, with the consent of one shareholder, the other shareholder can transfer the equity, at this time, the untransferred party has the priority to transfer the equity.
Where a shareholder of one party transfers all its shares to the other party, resulting in the change of the nature of the company into a one-person limited liability company, the transferor shall be responsible for the corresponding registration procedures. However, if the company loses its legal personality due to illegal transfer of shares, the transferor shall bear the main responsibility.
If the shares are to be transferred to a third party, such conditions as capital and management ability of the third party shall not be lower than those of the transferor, and the consent of the transferor shall be obtained separately.
If the transferor transfers the equity in violation of the above agreement, the transfer is invalid, and the transferor shall pay RMB to the transferor as liquidated damages.
2. Withdrawal:
(1) The shareholders of one party must first pay off their personal debts to the company (including but not limited to their borrowing from the company, their actions causing losses to the company, etc.). ) and obtain the written consent of the other shareholder before withdrawing shares (), otherwise the withdrawal is invalid, and the party who intends to withdraw shares still enjoys and assumes the rights and obligations of shareholders.
(2) Shareholder's withdrawal:
If the company is profitable, 60% of the total profit of the company shall be distributed according to the proportion of capital contribution paid by shareholders, and the other 40% shall be used as depreciation expense of the company's assets, and the withdrawing party shall not ask for distribution. After paying dividends, the withdrawing party can return its original total investment.
If the company is unprofitable, 80% of the company's existing total assets shall be allocated according to the proportion of shareholders' capital contribution, and the other 20% shall be used as the depreciation expense of the company's assets, and the withdrawing party shall not ask for allocation. In this case, the withdrawing party may not demand the return of its original total investment.
(3) Withdrawal of shares shall be settled in cash.
(4) If the nature of the company changes due to the withdrawal of one party, the withdrawing party shall be responsible for the change registration after the withdrawal.
3. Capital increase: If the company needs to increase its capital due to insufficient reserve funds, all shareholders will increase their capital contribution in proportion. If all shareholders agree, other ways of capital increase can be determined through consultation according to specific conditions. If a third party increases its shareholding, the third party shall acknowledge the contents of this agreement and share and assume the rights and obligations of shareholders under this agreement. The increase in shareholding must be agreed by all shareholders.
Seven. Dissolution or termination of the agreement
1. This agreement will be terminated under the following circumstances: (1). Due to objective reasons, the company has not yet been established; (2) The business license of the company is revoked according to law; (3) The company is declared bankrupt according to law. (4) Both parties agree to terminate this Agreement.
2. After the dissolution of this Agreement: (1) Both parties * * * jointly carry out liquidation, and a neutral party may be hired to participate in liquidation if necessary; (2) If there is surplus after liquidation, Party A and Party B can only return the capital contribution and distribute the remaining property according to the proportion of capital contribution after the company has paid off all debts. (3) Losses after liquidation shall be shared by all parties in proportion to their capital contributions. If the shareholders are jointly and severally liable for the debts of the company, they shall be repaid by all parties in proportion to their capital contributions.
Eight. responsibility for breach of contract
1. If either party violates the agreement and fails to pay the capital contribution in full and on time, it shall make up for it within days. If the company fails to be established as scheduled or causes losses to the company, it shall be liable for compensation to the company and the observant party.
2. In addition to the above-mentioned breach of investment, if any party violates this Agreement and causes losses to the interests of the company, it shall be liable for compensation to the company and pay liquidated damages to the observant party.
3. Other liabilities for breach of contract agreed in this Agreement.
Nine. others
1. This agreement shall come into force as of the date of signature by both parties. For matters not covered, both parties shall sign a supplementary agreement separately, which shall have the same legal effect as this agreement.
2. If this agreement involves the internal rights and obligations of both parties, if it is inconsistent with the Articles of Association, this agreement shall prevail.
3. In case of any dispute arising from this agreement, both parties shall try their best to solve it through negotiation. If negotiation fails, a lawsuit may be brought to the people's court with jurisdiction at the company's domicile.
4. This agreement is made in duplicate, each party holds one copy, which has the same legal effect.
Party A (signature): Party B (signature):
Date of signature: * * year, month and day.
Article 3 of the model agreement for two people to run a hotel in partnership
Partner A:_ _ _ _ _ _ _ _ _ _ _
Partner B:_ _ _ _ _ _ _ _ _ _ _
Name A _ _ _ _ _ _ _ _ _, gender _ _ _ _ _, age _ _ _ _,
ID number: _ _ _ _ _ _ _ Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Name B _ _, gender _ _, age _ _,
ID number: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Article 1 Purpose of partnership: sincere cooperation, equality and mutual benefit.
Article 2 The project and scope of the partnership enterprise: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Article 3 Term of Partnership
The term of the partnership enterprise is _ _ _ _ _ _ _ _ _ years.
Article 4 The amount, mode and duration of capital contribution
1. The partner is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
The partner is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
2. The capital contribution of each partner shall be paid in full before _ _ _ _ _ _ _ _ _.
3. The contribution of this partnership is RMB _ _ _ _ _ _ _. During the partnership, the capital contribution of each partner is * * * property, and it is not allowed to ask for division at will. After the termination of the partnership, each partner's capital contribution will still be owned by the individual and will be refunded at that time.
Article 5 surplus distribution and debt commitment
1. Income distribution, based on _ _ _ _ _ _ _, distributed by shares.
2. Debt commitment: the partnership debt shall be repaid in priority by the partnership property. If the partnership property is insufficient to pay off, it shall be borne on the basis of _ _ _ _ _ _ _ _ _ of each partner.
Article 6 Access, Withdrawal and Transfer of Capital Contribution
1. Occupation: ① This contract needs approval; (2) With the consent of all partners; (3) to implement the rights and obligations stipulated in the contract.
2. Quit the partnership: ① You can quit the partnership only if there are justified reasons; (2) Do not quit when the partnership is unfavorable; (3) To quit the partnership, it is necessary to notify other partners _ _ months in advance and obtain the consent of all partners; (4) After withdrawing from the partnership, the settlement shall be made according to the property status at the time of withdrawing from the partnership, and the settlement shall be made in currency no matter how the contribution is made; (5) If the withdrawal of the partnership without the consent of the contractor causes losses to the partnership, it shall be compensated.
3. Transfer of capital contribution: Partners are allowed to transfer their own capital contribution. The latest model of two-person partnership contract. When transferring, other partners have priority.
Article 7 Rights of the person in charge of the partnership and other partners
1._ _ _ _ _ _ is the head of the partnership. Its functions and powers are: ① to handle foreign business and sign contracts; (2) the daily management of the partnership enterprise; (3) Selling partnership products (commodities) and purchasing commonly used commodities; (4) Paying off the partnership debts.
2. Rights of other partners: ① Participate in the management of the partnership; (two) to listen to the report on the business development of the person in charge of the partnership; Check the account books and operating conditions of the partnership; (4) * * * to decide on major issues of the partnership.
Article 8 prohibited acts
1. Without the consent of all partners, it is forbidden for any partner to conduct business activities in the name of partnership without permission; If the profits from its operation belong to a partnership, and losses are caused, compensation shall be made according to the actual losses.
2. Partners are prohibited from engaging in businesses that compete with the partnership.
3. Partners are prohibited from joining other partnerships.
4. It is forbidden for partners to sign contracts with this partnership.
5. If a partner violates the above terms, he shall make compensation according to the actual losses of the partnership. Discourage those who refuse to listen can be decided by all partners to be removed from the list.
Article 9 Termination of partnership enterprise and matters after termination
1. The partnership is terminated for one of the following reasons: ① the partnership term expires; ② All partners agree to terminate the partnership; (3) The partnership enterprise has been established or cannot be established; (4) The partnership enterprise is revoked in violation of laws. The court decided to dissolve according to the request of the parties.
2. Matters after the termination of the partnership: ① Immediately nominate liquidators and invite _ _ _ _ _ _ _ _ (intermediary agency or notary) to participate in liquidation; (2) If there is surplus after liquidation, it shall be carried out in the order of collecting creditor's rights, paying off debts, returning capital contribution and distributing surplus property in proportion. Fixed assets and inseparable items can be sold to partners or third parties at a fixed price, and the price participates in the distribution; (3) In case of losses after liquidation, no matter how much the partners have contributed, the partnership property shall be used to pay off first, and the part of the partnership property that is insufficient to pay off shall be borne by the partners in proportion to their contributions.
Article 10 Settlement of disputes
Disputes between partners shall be settled through consultation on the principle of being conducive to the development of the partnership.
The latest two-person partnership contract model contract model. If negotiation fails, you can go to court.
Article 11 This contract shall come into effect and commence business as of the date of approval by the administrative department for industry and commerce.
Article 12 If there are any matters not covered in this contract, the partners shall discuss, supplement or modify it collectively. The supplementary and revised contents have the same effect as this contract.
Article 13 All reasonable expenses shall be settled by receipts and invoices.
Article 14 Other _ _ _ _ _ _ _ _
Article 15 The original of this contract is in duplicate, with each party holding one copy.
Partner A:_ _ _ _ _ _ _ _ _ _ _
Partner B:_ _ _ _ _ _ _ _ _ _ _
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
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