Limited company's equity investment process and management measures

I. The equity investment process of a limited company 1. Where the equity is transferred to a third party other than shareholders, the shareholder who transferred the equity shall apply to the board of directors of the company, and the board of directors shall submit it to the shareholders' meeting for discussion and voting; The equity transfer between shareholders does not need the approval of the general meeting of shareholders, as long as the company and other shareholders are notified. 2. Both parties sign an equity transfer agreement, specifying the amount, price, procedures, rights and obligations of both parties, so as to make it an effective legal document for binding and regulating the behavior of both parties. The equity transfer contract shall conform to the general provisions of the Civil Code. 3. In the process of equity transfer, in order to prevent the loss of state-owned assets, the auction, transfer, merger and sale of state-owned assets shall be evaluated in accordance with Article 4 of the Measures for the Evaluation of State-owned Assets issued by the State Council. Generally, the price of equity transfer cannot be lower than the value of net assets contained in equity. 4. For the equity transfer of Chinese-foreign equity joint ventures and Chinese-foreign cooperative joint ventures co., Ltd., according to the provisions of the current Law on Chinese-foreign Equity Joint Ventures and the Law on Chinese-foreign Cooperative Joint Ventures, the transfer formalities can only be handled with the consent of the superior competent department of the Chinese shareholder and the approval of the original examination and approval authority. 5. Take back the original shareholder's capital contribution certificate, issue it to the new shareholder, handle the change registration of the company's shareholder list, cancel the original shareholder list, record the name, domicile and transferred capital contribution of the new shareholder in the shareholder list, and amend the company's articles of association accordingly. However, the capital contribution certificate, as the proof that the company has fulfilled its capital contribution obligations and enjoyed the equity, is only the proof that the shareholders are unfavorable to the company, which is not enough to produce the effect of publicity. 6. The newly revised articles of association, shareholder change and capital contribution for the registration of industrial and commercial change with the administrative department for industry and commerce. At this point, the legal procedures for the equity transfer of the limited liability company have been completed. Two. Measures for the administration of equity investment of limited companies Investment and management decisions are important activities of the company. In China's corporate system, the decision-making power of the company's equity investment is mainly exercised by the shareholders' meeting, the board of directors and the general manager. The relevant provisions are as follows: Article 490 The shareholders' meeting shall exercise the following functions and powers: (1) To decide on the company's business policies and investment plans; Article 159 The board of directors shall be responsible for the shareholders' meeting and exercise the following powers: (1) Convene the shareholders' meeting and report its work to the shareholders' meeting; (2) Implementing the resolutions of the shareholders' meeting. (3) To decide on the company's business plan and investment plan; In practice, according to the provisions of the Company Law, a company must conclude its own articles of association, and the relevant company equity investment process and management measures are all in the rules and documents formulated by the company itself. Therefore, different companies have their own management methods for enterprise equity investment. At the same time, the process of equity investment also needs to follow the statutory requirements and forms.