A limited liability company, also known as a limited company, refers to an enterprise legal person established by shareholders who meet the statutory conditions and are liable to the company within the limit of their capital contribution, and the company is liable to the company's debts with all its assets. The similarities between a limited liability company and a joint stock limited company are:
(1) All shareholders bear limited liability to the company. No matter in a limited liability company or a joint stock limited company, shareholders bear limited liability to the company, and the scope of "limited liability" is limited to the capital contribution of the shareholder company.
(2) Shareholders' property is separated from the company's property. After shareholders invest in the company, the property constitutes the company's property, and shareholders no longer directly control and dominate this part of the property. At the same time, the company's property has nothing to do with other properties of the company that shareholders have not invested in. Even if the company is insolvent, shareholders will only be responsible for their investment in the company and will not bear other responsibilities.
(3) Limited liability companies and joint stock limited companies are responsible for all assets of the company. In other words, the company only undertakes limited liability externally, and the scope of "limited liability" is all assets of the company. In addition, the company no longer undertakes other property liabilities.
The difference between a limited liability company and a joint stock limited company;
(1) There are differences between the two companies in terms of establishment conditions and raised funds. The conditions for the establishment of a limited liability company are more relaxed, and the conditions for the establishment of a joint stock limited company are more stringent; A limited liability company can only raise funds from sponsors, but not from the public. A joint stock limited company may raise funds from the public. Limited liability companies have the highest and lowest requirements for the number of shareholders, while joint stock limited companies only have the lowest requirements for the number of shareholders, but there is no highest requirement.
(2) The difficulty of share transfer between the two companies is different. In a limited liability company, shareholders have strict requirements on the transfer of their own capital contribution, which is more restricted and more difficult. In a joint stock limited company, shareholders can freely transfer their own shares, which is not as difficult as a limited liability company.
(3) The forms of equity certificates of the two companies are different. In a limited liability company, the shareholder's equity certificate is a capital contribution certificate and cannot be transferred or circulated; In a joint stock limited company, the shareholder's equity certificate is stock, that is, the shares held by shareholders are embodied in the form of shares, which is a certificate issued by the company to prove that shareholders hold shares and can be transferred and circulated.
(4) The shareholders' meeting and the board of directors of the two companies have different powers. In a limited liability company, because the number of shareholders is limited and relatively small, it is convenient to convene a shareholders' meeting, so the authority of the shareholders' meeting is large, and the directors are often held by the shareholders themselves, and the separation of ownership and management rights is low; In a joint stock limited company, because there is no upper limit on the number of shareholders, the number of shareholders is large and scattered, it is difficult to convene a shareholders' meeting, and the proceedings of the shareholders' meeting are complicated, so the authority of the shareholders' meeting is limited, the authority of the board of directors is greater, and the degree of separation of ownership and management rights is higher.
(5) The disclosure of financial status of the two companies is different. In a limited liability company, due to the limited number of companies, the financial and accounting statements may not be audited by certified public accountants or announced, as long as they are sent to shareholders within the prescribed time limit; In a joint stock limited company, due to the large number of shareholders, it is difficult to classify, so the accounting statements must be audited by certified public accountants and issued a report, and must also be filed for shareholders' reference. Among them, a joint stock limited company established by way of offering must also announce its financial and accounting reports.
Respondent: epcsm- Juren Level 411-2910: 23.
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A limited liability company is established by more than two shareholders and less than fifty shareholders, and the registered capital is the paid-in capital of all shareholders registered in the company registration authority. In this respect, China is different from the United States, and installment payment is not allowed; However, Sino-foreign joint ventures are an exception and can be invested in stages.
Limited liability companies have different minimum registered capital requirements according to different businesses, among which: (1) companies mainly engaged in production and operation are not less than RMB 500,000; (2) The company mainly engaged in commodity wholesale shall not be less than RMB 500,000; (3) The company mainly engaged in commercial retailing shall not be less than RMB 300,000; (4) Technology development, consulting and service companies shall be no less than100000 yuan.
In addition, there are some special regulations, such as the minimum registered capital of securities firms is 50 million yuan.
All investors are shareholders of a limited liability company, recorded in the register of shareholders, and have the right to consult the minutes of the shareholders' meeting and the company's financial and accounting reports, and have the right to occupy% of the capital contribution.