What kind of company can be called holding? There are many kinds of companies, the most common ones are limited companies and listed companies. According to the specific requirements of the law for different types of enterprises, such as establishment conditions, establishment procedures, internal organizations, etc., what kind of company can be called holding?
What company can be called a holding company 1 1. What is a holding company?
Holding company refers to a company that controls a company by holding a certain number of shares. Holding companies are divided into pure holding companies and mixed holding companies according to their holding methods. Pure holding companies do not directly engage in production and operation business, but only carry out capital operation by holding shares of other companies.
Hybrid holding companies not only carry out capital operation through holding, but also engage in some production and operation businesses. Holding companies have not only financial control but also operational control over subsidiaries, and have the right to decide the appointment of important personnel and the determination of major policies, and even directly send people to operate and manage them.
Also known as parent-subsidiary system. A company that owns shares of other companies and can actually control its business activities is called a parent company, sometimes called a head office; All or part of the assets are owned by the parent company, but companies that are economically and legally independent of the parent company are called subsidiaries. With the extension of controlling rights, Sun Company came into being.
Second, the main types of holding companies
Pure holding company
Do not engage in any practical business, only control other enterprises by buying stocks as the sole purpose and mode of operation.
Hybrid holding company
It not only controls other companies by buying stocks, but also engages in some commercial operations. The Bank Holding Company Law of the United States 1970 stipulates the holding company of the American banking industry, and any company that controls more than 25% of the shares of a bank is a holding company.
After World War II, the holding companies of American banks have been widely developed. The number of holding companies is increasing and their strength is also increasing. Many big banks in America have their own holding companies. For example, the holding company of Chicago First National Bank is called Chicago First Company.
The "Western Bank Company" in Los Angeles is also a well-known bank holding company. As early as 1974, it ranked 27th among the world's largest banks. It has assets of183 billion US dollars, and controls most of the shares of more than 20 banks in the western United States 1 1 states. These bank holding companies do not operate banking business themselves, but only aim at controlling bank shares.
PRNewswire is another type of large holding company in the United States. In the 1960s, its share capital was only over 300 million dollars, while the total capital of the 16 enterprises it controlled was as high as 2 billion dollars. Exxon is actually a holding company.
Its new york headquarters only gives policy guidance and control to its branches, and various specific business activities are carried out by Exxon, Esso Oriental, Exxon Chemical and Exxon Research Engineering under its control.
Therefore, through the establishment of joint-stock companies, financial capital can control and manipulate many other enterprises whose capital exceeds their own wealth, thus becoming an important means for financial capital to rule through participation system.
Third, the benefits of establishing a holding company.
The establishment of joint-stock companies by financial capital has more advantages than the direct establishment of various enterprises:
1, which can be controlled more widely with less capital.
2. The control can be realized in a short time. Because it is much easier and faster for a holding company to buy shares in an existing enterprise than to establish a new enterprise.
3. You can make use of the operating results obtained by existing enterprises. Such as developed markets and various business contacts, signs and trademarks accepted by the public, and the reputation of the company. , thus avoiding the difficulty of starting a business.
4. It can reduce the operational risk. Because the holding company's investment is scattered in many enterprises, it can often level the operating quality and profits of enterprises, thus ensuring a relatively stable profit, which is much safer than investing in a single enterprise.
5. Because the holding company unites many scattered enterprises into one entity, it can often reduce the tax payable.
6. You can avoid many legal controls or restrictions. For example, when some local governments and countries prohibit foreign countries or foreign enterprises from setting up companies in their own regions or countries, holding companies can avoid such legal restrictions by buying shares of local enterprises. It is precisely because holding companies often get these benefits that financial capitalists are willing to establish such companies.
What company can be called Holding 2? What does it mean to hold?
Holding refers to controlling a company by holding a certain number of shares. Usually, an institution holding more than 50% shares is enough to control the company's business activities. In fact, there are two kinds of holdings, which are divided according to the shareholding ratio of another company.
(1) Absolute holding means that the capital contribution of shareholders accounts for more than 50% of the total capital of a limited liability company or the shares they hold account for more than 50% of the total capital of a joint stock limited company.
(2) Relative Holding Relative Holding refers to the fact that in the total paid-in capital of an enterprise, although the proportion of paid-in capital (share capital) owned by an investor does not exceed 50%, it has actual control over the enterprise according to the agreement (agreement holding); Or relatively greater than the proportion of any other investor (relative holding).
The former refers to the absolute advantage of shares, which must be above 50%. The latter means that although it does not reach 50%, it belongs to the relative majority among many shareholders, that is, relative holding.
Simply put, shareholders own more than 50% of the shares of the enterprise or account for the largest proportion of the shares although the shares are below 50%, so they can gain the right to influence and control the business activities of the enterprise.
Legal basis:
Item (2) of Article 2 16 of People's Republic of China (PRC) Company Law
Controlling shareholders refer to shareholders whose capital contribution accounts for more than 50% of the total capital of a limited liability company or whose shares account for more than 50% of the total share capital of a joint stock limited company; Although the capital contribution or the proportion of shares held is less than 50%, but according to their capital contribution or shares held, shareholders have enough voting rights to the shareholders' meeting and the resolutions of the shareholders' meeting.
What company can be called Holding 3? Characteristics and advantages of holding company.
As an organizational form of modern enterprises, holding company has the characteristics of corporate system and is different from other corporate forms. Its characteristics and advantages are as follows:
1, the economic scale is considerable.
Holding company is different from ordinary company, which is the aggregate of enterprises and the result of the development of ordinary company to a considerable scale. Because a company wants to form a holding relationship with other companies.
Must have considerable strength, after the establishment of a holding company, it is bound to form a stronger economic entity than a single company, so the internationally famous big companies are basically holding companies, and some excellent domestic companies are also developing in the direction of holding operation.
2. Enterprises are closely linked by assets.
Holding company is a kind of property right management organization commonly used abroad. It is different from ordinary enterprises directly engaged in commodity production, and it is not a simple product cooperation relationship or a cooperative relationship between enterprises. Instead, it mainly engages in the property management and operation of the company on the basis of equity relationship in the form of holding, equity participation or mutual shareholding, and promotes the commodity management of the group.
In fact, these holding companies have formed enterprise groups linked by asset relations.
Holding company system is a very convenient and effective way to concentrate enterprises, that is, to form enterprise groups. Based on the ownership certificate-shares, the holding company not only enjoys the dividends of other companies, but also exerts influence on the decision-making of other companies according to the proportion of the majority shares it owns and exercises shareholders' rights.
3. The controlled company has legal personality.
Another important feature of the holding company is that the parent company and the holding subsidiary are independent of each other in legal form, and the director system is adopted on the basis of capital cooperation. This is a major difference between the holding company and the business department system.
Although the division system is a highly decentralized system adopted by large companies, each division generally cannot have its own personality. Holding companies are all independent legal persons, forming companies within the company, and each subsidiary is a completely decentralized profit management unit with independent management institutions, which are solely responsible for profits and have independent fund-raising ability.
4. The holding company is a whole.
Although the parent company and subsidiaries of a holding company are independent legal entities, they can independently bear civil liabilities and enjoy civil rights, but in fact, because the parent company has a controlling stake in the subsidiary, the major decisions of the subsidiary are basically decided by the parent company that controls the board of directors of the subsidiary, so the behavior of the subsidiary must reflect the will of the parent company, and the behavior of the subsidiary is regulated by the subsidiary.
In this way, in fact, the holding company must form a whole with its own overall interests. Therefore, large holding companies all over the world have formulated unified development strategies to varying degrees and participated in economic competition with overall advantages.
5. Implement diversified management.
The holding company has strong financial resources. In order to accelerate asset appreciation and reduce market risks, they generally adopt diversified business strategies, enter all fields of market economy, and pay attention to the serialization and diversification of products, so they have strong competitive development capabilities.
6. Have considerable financing ability.
The parent company of a holding company must have considerable ability to raise funds and control internal funds in order to form unified and centralized financial resources and credit, and have the ability to adjust internal structure, support the development of key products and key enterprises, and accelerate the development of the company through reinvestment and rolling operation of funds.
Holding company, a unique organizational form, also has a lot of funds needed to save collectivization; The enterprise portfolio relationship is easy to establish (just buy shares and unilaterally establish the portfolio relationship); The independent personality of legal person is conducive to spreading risks; Obtain economies of scale for enterprise development;
Improve the visibility and vitality of the parent company and the benefits of law and tax. Because holding company has the above characteristics and advantages, it has become an important organizational form and trend for the development of big companies in the world.