catalogue
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1 joint-stock company
2 characteristics of joint-stock companies
3 advantages of joint-stock companies
4 Classification of joint-stock companies
5 Reorganize the joint-stock company
6 merger of joint-stock companies
7 dissolution of joint-stock company
8 liquidation of joint-stock companies
[editor] joint-stock company
A joint-stock company, also known as a "joint-stock enterprise", refers to a form of enterprise organization in which dispersed capital is concentrated by issuing stocks and other valuable securities. Joint-stock companies came into being in Europe in the18th century, and were widely popular in capitalist countries in the second half of the19th century. So far, joint-stock companies have dominated the economy of capitalist countries.
[Editor] Characteristics of joint-stock companies
A joint-stock company is a joint venture company and has the following characteristics:
First, the capital of a joint-stock company is not invested by one person alone, but is divided into several shares, which are composed of many people who subscribe for shares with the same capital contribution;
Second, the ownership of a joint-stock company does not belong to one person, but to all the people who subscribe for the shares of the company.
[Editor] Advantages of joint-stock companies
These two characteristics of joint-stock companies make them have advantages that other forms of enterprise organization do not have:
Type of enterprise
According to ownership
central enterprises
Local enterprises
state-owned enterprise
Collective-owned enterprises
New state-owned enterprises
enterprise owned by the whole people
State-owned holding company
private enterprise
private enterprise
Single enterprise
individual proprietorship
Public enterprises
Partnership shop
exclusively foreign-owned enterprise
Commercial enterprise
limited partnership
Wholly state-owned company
exclusively foreign-owned enterprise
conglomerate
Mixed ownership enterprise
Chinese-foreign joint venture
State-owned trading enterprises
Chinese-foreign joint venture
International joint venture
International cooperative enterprise
Special general partnership enterprise
According to the enterprise form
business group
family business
Prison enterprise
Real estate enterprises, small and medium-sized enterprises
microenterprise
multinational corporation
one-man company
Special purpose company
Controlled foreign company
According to the company structure
holding company
head office
branch
subsidiary
wholly-owned subsidiaries
Foreign branches
foreign subsidiaries
According to the nature of the company
joint-stock company
Personal company
He Zi Corp.
Human capital United company
unlimited company
limited company
limited partnership
incorporated company
incorporated company
Joint-stock enterprise group
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1. Joint-stock companies can quickly realize capital concentration. The capital of a joint-stock company is divided into several shares, which are subscribed by the investors, who can subscribe for one or several shares according to their own economic ability. In this way, a large amount of investment is broken down into parts, which enables more people to invest and greatly speeds up the investment.
2. Joint-stock companies can meet the requirements of mass production in modern society for enterprise organizational forms. Socialized mass production requires higher organizational forms of enterprises, and joint-stock companies can meet these requirements. This is because joint-stock companies can raise funds through IPO and concentrate huge capital to meet the demand for funds for large-scale production; At the same time, the ownership of joint-stock companies belongs to all shareholders, and various management institutions such as shareholders' meeting, board of directors and board of supervisors are set up to separate ownership and management rights, and joint-stock companies have become the most important enterprise organization form in modern economy.
[Editor] Classification of joint-stock companies
Because each joint-stock company has different characteristics, it can be divided into different types.
unlimited company
limited company
limited partnership
incorporated company
incorporated company
[Editor] Reorganization of joint-stock companies
When the company has serious financial difficulties or is in danger of bankruptcy, in order to maintain the existence and revitalization of the company and protect the interests of creditors of the shareholder company, the court decides to suspend business for rectification, which is legally called company reorganization.
Company reorganization must apply to the court. The applicant is a shareholder who has held more than 65,438+00% of the company's issued shares for more than 6 consecutive months, or a creditor of the company who has more than 65,438+00% of the company's total issued shares.
In the case that the company has decided or declared bankruptcy, the company has been dissolved, the company has no business value, and the company has not disclosed its finances, it shall not be reorganized.
[Editor] Merger of joint-stock companies
Company merger refers to the merger of two or more companies into one company according to the law or the contract. The merger of companies generally adopts two ways: one is absorption merger; The second is the new merger. Absorption and merger refers to the process of merger of two or more companies, in which one company continues to exist and the other companies merge into the original company after the original legal person qualification is eliminated. The new merger means that all the companies involved in the merger have eliminated the original legal personality and formed a new legal entity.
The merger of joint-stock companies has a direct impact on the companies involved in the merger and their shareholders and creditors.
[Editor] Dissolution of a joint-stock company
The dissolution of a joint-stock company is a legal procedure for the cancellation of the company's legal person qualification and a legal fact for the termination of the company's business activities. After the dissolution of the company, the company's legal personality did not disappear immediately, and it had to go through liquidation procedures. The liquidation of a company is a procedure of dissolving the company, clearing the company's property, collecting creditor's rights, paying off debts, and distributing the company's remaining property to shareholders after all business activities are completed. Only when the liquidation procedure is completed will the company officially disappear.
There are several reasons for the dissolution of the company:
The company's business has been completed or cannot be completed, and the reasons for dissolution stipulated in the articles of association arise, and the shareholders' meeting decides to dissolve.
Merger, that is, new merger or absorption merger is absorbed.
Bankruptcy, when the company declares bankruptcy, the company shall be dissolved immediately.
The government announced the dissolution order.
The court ruled dissolution.
There are two ways to dissolve the company: one is voluntary dissolution. This is mainly based on the company's own requirements and voluntary dissolution. The other is forced dissolution. Dissolve the company according to the law or the order of the competent authority.
[Editor] Liquidation of joint-stock companies
Liquidation of a joint-stock company refers to the act of clearing and disposing of the company's assets, creditor's rights and debts in order to end the company's existing legal relationship and pay off the company's debts. According to relevant laws and regulations, except for dissolution due to merger or bankruptcy, other dissolution methods must be implemented. This is because the rights and obligations of the company dissolved due to merger have been transferred to the surviving company or the newly established company, and there is no need for liquidation. When a company is dissolved due to bankruptcy, its property shall be handled in accordance with the provisions of the bankruptcy law. A company will not have any surplus property after bankruptcy, because all the property is not enough to pay off debts, so it is only in the interests of creditors, not shareholders.
Company liquidation can be divided into two types: one is general liquidation; The other is legal liquidation. Whether it is general liquidation or statutory liquidation, the basic task and purpose are to close the company's existing business, collect creditor's rights, repay debts and distribute surplus property, all under the supervision of the court. However, statutory liquidation is subject to stricter supervision by the court.
When a joint-stock company is dissolved, the liquidator must be determined first, that is, the executor who is engaged in liquidation affairs and handles the company's property and creditor's rights and debts during the dissolution of the company. There are generally several situations in which liquidators are produced: first, the directors of the company act as liquidators; 2. The Company's general meeting of shareholders elects liquidators; Third, the court appoints a liquidator.
The liquidator shall prepare the accounting statements during the liquidation period and submit them to the shareholders' meeting for approval. Within a certain period after the shareholders' meeting approves the accounting statements, the liquidator applies to the court for liquidation to terminate the registration. Once the court approves the liquidation to terminate the registration, the liquidation procedure terminates and the company's legal person qualification disappears.