The law is our protective umbrella for the advantages and disadvantages of individuals and company shares, but sometimes some people with ulterior motives will take advantage of the law or set a legal trap to let some people fall into it carelessly. The following are the advantages and disadvantages of individual shares and corporate shares.
Advantages and disadvantages of individual shares and company shares 1 advantages and disadvantages of shares in company name
The advantage is to avoid risks. If the company behind the stock investment is not well managed, it will ultimately be borne by the equity holding company. The disadvantage is that it can only be in the name of the company.
For the company, it is the company's capital increase, and the specific legal procedures for the company's capital increase depend on the nature of the company. For a limited liability company, when it increases its capital, the company's shareholders and others other than the company's shareholders can subscribe for the capital contribution, but the company's shareholders have the priority to subscribe for the capital contribution, and whether others other than the company's shareholders can subscribe for it is also limited by the articles of association of the limited liability company.
Disadvantages of employee stock ownership:
First, equity incentives are prone to equity disputes between companies and employees. Equity incentive has changed employees' single employee status and become shareholders of the company. Once a labor dispute is caused by employee job-hopping or employee dismissal, the situation will become complicated, because in addition to labor disputes, there will inevitably be equity disputes between the company and employees.
For listed companies, the situation is much more optimistic, because employees are only a member of the secondary stock market, but for limited liability companies, they must be handled with caution. Therefore, when making the employee stock ownership plan, the company must design a stock withdrawal plan after a labor dispute with employees, otherwise it will easily fall into the quagmire of equity disputes.
Second, equity incentives should pay attention to the number of shares held. The consequence of holding too many shares is that everyone is a millionaire and a multimillionaire, so as executives and employees, they will lose their passion for work. According to reports, the companies in Shenzhen Growth Enterprise Market are performing the myth of the rich every day, and as a result, the bosses of these companies have made other investments; If the number of shares is too small, it will not make executives and employees feel the incentive effect of holding shares, nor will it produce cohesion. Therefore, the choice of the number of shares is very important.
Third, equity incentives should balance the interests of founding employees and new employees. If it is not carefully planned, equity incentive will easily lead to the situation that old employees eat their old money and new employees pay a lot but can't catch up with the old employees.
Therefore, under the premise of not reducing the enthusiasm of new employees, it is very important to protect the interests of old employees as founders, otherwise the company will be easily split because of unfair distribution. Therefore, when carrying out equity incentives, we should design equity incentives for founding employees and new employees respectively.
Four. Prevent equity incentives from causing major shareholders to control corporate equity incentives. If they don't pay attention to control, it is likely that the company will be controlled by the management or the shareholders' meeting of the board of directors will be deadlocked, thus affecting the company's operation. As the founding shareholder of the company, it is extremely sad to see such a situation.
The dispute with Chen Xiao should be a wake-up call for entrepreneurs to carry out equity incentives. In the equity incentive scheme, how to ensure the control right of the original shareholders should rank first in the whole equity incentive scheme.
Benefits of employee stock ownership:
1. Employees become shareholders of the company after becoming shareholders;
2. Shareholder's right is usually referred to as equity or shareholder's right, which refers to the legal rights enjoyed by shareholders to the company based on their capital contribution. Article 4 of China's Company Law stipulates that shareholders of a company shall enjoy the right to return on assets, participate in major decision-making and choose managers according to law. In addition to this article, the Company Law also stipulates the specific rights of shareholders in many other articles.
Shareholders' rights can be summarized into the following twelve categories:
(1) the right to issue stocks or other equity;
(2) the right to transfer shares;
(3) the right to claim dividends, that is, the right to return on assets;
(four) the right to convene the shareholders' meeting temporarily or on its own;
(5) Attend the shareholders' meeting and exercise the right to vote, that is, the right to participate in major decisions and the right to choose managers;
(six) the right to supervise and inspect the company's financial affairs and the right to consult the accounting books;
(seven) the right to consult and copy the articles of association, the shareholders' meeting, the minutes of the shareholders' meeting, the resolutions of the board meeting and the resolutions of the board of supervisors;
(8) Give priority to subscribe for new shares;
(9) The right to distribute the company's remaining property;
(10) the right to remedy the damage to rights and the right to litigation of shareholders' representatives;
(1 1) the right to apply for company reorganization;
(12) Suggestions and inquiry rights on the company's operation.
Advantages and disadvantages of individual shares and company shares 2 For a joint stock limited company, the company should increase its capital by issuing new shares. When a joint stock limited company issues new shares to increase its registered capital, shareholders of the company and others other than shareholders may subscribe for new shares.
It is necessary to carefully understand the operating status, financial status, personnel status and shareholding structure of the company to be a shareholder, and then carefully analyze the market growth prospects of the company. According to the funds registered in industry and commerce, we can get a preliminary understanding of the company's main shareholding structure, and then we can find an accounting firm to conduct asset audit or negotiation evaluation.
Equity refers to the original acquisition of shareholders' rights after the establishment of the company. As long as the company needs to increase shareholders and the investor has the intention to buy shares, once both parties reach an agreement, they will become shareholders. Although the shareholding is carried out by contract, it is not a contractual relationship in law. Generally, it shall be handled in accordance with relevant laws and articles of association. The newly subscribed shareholders shall also be liable for the debts of the company before they become shareholders.
1. shareholding procedures: the procedures for holding shares by natural persons are relatively simple, while those for holding shares in the name of the company are relatively complicated;
2. Operation mode: natural person holding shares is a direct operation; Holding shares in a company is an indirect operation;
3. Taxation: Holding shares by natural persons can prevent companies from paying taxes repeatedly.
4. Income dividend: Share in the name of an individual, and the company's income dividend will belong to the individual in the future. If you buy shares in the company, the dividends will go to the company;
5. Form: individual shares are in the form of natural persons, and company shares are in the form of legal persons; 6? Registration: you need to go through the formalities of equity change in the industrial and commercial department, and you need to go through the formalities of equity change in the industrial and commercial department; 7. Responsibility: The responsibility is shared by the natural person and the company.
3. Advantages and disadvantages of shareholders' individual shares and company shares
"Shareholder's Representative Litigation" refers to that the directors, supervisors and senior managers of the company violate laws, administrative regulations or the articles of association when performing their duties, causing losses to the company. When the company fails to exercise the right of litigation, eligible shareholders can bring a lawsuit for damages to the court in their own name.
(1) mechanism: it is representative, agent and public welfare, which is different from * * * litigation (representative litigation) and group litigation.
(2) Plaintiff qualification: Any shareholder of a joint stock limited company who individually or collectively holds more than 65,438+0% of the company's shares for more than 65,438+080 consecutive days may bring a lawsuit on behalf of the company.
(3) Defendant's scope: The first category is directors, supervisors and senior managers as stipulated in Article 15 1 of the Company Law; The other category is "others" as stipulated in the third paragraph of Article 15 1, that is, others infringe on the legitimate rights and interests of the company and cause losses to the company.
Eligible shareholders may also file a shareholder representative lawsuit. The "others" here should include any natural person or enterprise that infringes on the interests of the company, such as major shareholders, actual controllers or debtors who illegally occupy the assets of the company.
Matters needing attention in buying stocks in the name of the company
Prepare to set up a new company A (registered capital of 6,543,800+0.5 million), and one of the shareholders is prepared to take its holding company B as the shareholder (registered capital of 5 million).
Before the establishment of 1.A company, it is necessary to have a founder's agreement or a certificate/statement issued by Company B, and Company A or other shareholders of Company A will not be jointly and severally liable;
2. In case of debt disputes of Company B in the future, Wang, the actual controller of Company B, shall be responsible or bear it; 3. What other documents can be consulted? The text of normative agreement on the equity of legal person company.