model investment agreement contract 1
party a: _ _ _ _ _ _ _ _ _ _ _ _ _
party b: _ _ _ _ _ _ _ _ _ _ _ _ _
both party a and party b have entered into the contract.
iii. operating period: from _ _ _ _ _ _ _ to _ _ _ _ _ _ _ _ _.
iv. Mode and amount of contribution
1. Party A contributed _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
2. party b has invested _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
V. Profit distribution and taxation
1. After the end of each fiscal year, the net profit of the hotel (company) shall be distributed to all parties in proportion to the amount of their investment in the registered capital of the hotel (company). "net profit" means the amount remaining after deducting the following expenses from the gross profit:
(1) the amount after deducting income tax from the gross profit of the hotel (company) in accordance with the relevant laws and regulations of China and the provisions of this contract;
(2) The amount of the reserve fund established by the shareholders' meeting according to the relevant laws and regulations of China;
(3) according to the amount of funds required for the reinvestment of the development and expansion of hotels (companies) established by the shareholders' meeting;
(4) The amount of special funds for the employee bonus and welfare fund established in accordance with the relevant laws and provisions of China or by the shareholders' meeting.
2. The profit of the hotel (company) shall be distributed according to the following proportions after the reserve fund, enterprise development fund and employee welfare incentive fund are withdrawn:
Party A: _ _ _ _ _%;
party b: _ _ _ _ _%;
other parties: _ _ _ _ _%;
both parties shall bear the losses or risks of the hotel (company) according to the above proportion.
3. The proportion of reserve fund, hotel (company) development fund and employee welfare incentive fund listed in the preceding paragraph shall be determined by the shareholders' meeting, but it shall not exceed _ _ _ _% of gross profit.
VI. Withdrawal of shares and transfer of capital contribution
1. Withdrawal of shares:
(1) Upon the expiration of the operation period, Party B is unwilling to continue to operate;
(2) You can withdraw your shares only if there are justified reasons;
(3) It is not allowed to withdraw shares under adverse business conditions;
(4) after the withdrawal, the settlement shall be based on the property status at the time of withdrawal, and the capital contribution shall be settled in currency in any way;
(5) If losses are caused to the partnership by withdrawing shares without the consent of the partners, compensation should be made for the hotel's shareholding agreement.
2. Transfer of capital contribution: Party B is allowed to transfer its own capital contribution, and the partners have priority in the transfer. If a third party other than the partners is transferred, the third party will be treated as a shareholder.
VII. In any of the following circumstances, the parties will of course withdraw their shares:
1. Death or being declared dead according to law;
2. A person who has been declared legally incompetent for civil conduct;
3. The individual loses the ability to pay debts;
4. All property shares in the hotel (company) are enforced by the people's court.
the date of withdrawal of shares is the date when the legal cause actually occurs.
VIII. In case of any of the following circumstances, with the unanimous consent of the board of directors of the company, the parties may be removed by resolution:
1. Failure to fulfill their capital contribution obligations;
2. Causing losses to the hotel (company) due to intentional or gross negligence;
3. There are improper behaviors in the execution of hotel (company) affairs.
The expulsion of the expelled celebrity will take effect from the date of receiving the notice of expulsion, and the expelled celebrity will withdraw his shares. If the removed celebrity disagrees with the removal, he may bring a suit in a people's court within _ _ days from the date of receiving the notice of removal.
IX. Shareholders' rights
1. Consult and copy the articles of association, minutes of shareholders' meetings, resolutions of board meetings, resolutions of board meetings and financial and accounting reports;
2. Share the company's profits according to the equity ratio;
3. Voting rights in company matters.
X. Obligations of shareholders
1. Pay the capital contribution in full and on time;
2. Share the operating risks and losses of the company;
3. Abide by laws, regulations and articles of association, and exercise shareholders' rights according to law, and shall not harm the legitimate interests of the company or other shareholders.
Xi. If the hotel is renovated and operates normally, and some people participate in the stock investment, the share capital will be calculated according to the operating value of the store at that time, and the new shareholders will become shareholders. All shareholders can evaluate the value before investing in shares.
12. Every month, the inventory is made at the beginning and end of the month, and the net profit is accounted by a professional accountant. Before _ _ _ of each month, the net profit of the total turnover of last month will be distributed with dividends.
XIII. The company has significant investment, and all expenses for going out for study, inspection and training are distributed according to the proportion of equity.
XIV. Liability for breach of contract
1. Party A and Party B shall consciously abide by the above provisions and shall not violate them for any reason. If either party violates the contract, the other party has the right to claim liquidated damages of _ _% of the agreed amount from the other party as compensation.
2. Those who take advantage of the interests of the selling company (pocketing their own profits, selling drinks and articles, taking kickbacks, making false reports or omitting financial data, and making irresponsible work with suppliers, which has caused serious accidents) will be deducted from the dividends of the current month and punished according to the value of the cause. If the circumstances are serious, they will be dismissed and all the shares will be deducted.
XV. Matters not covered in this contract shall be decided by both parties through consultation, and the matters decided shall have the same effect as this contract.
XVI. Any dispute arising from this agreement can be settled by both parties through negotiation. If it cannot be settled within _ _ _ days after the negotiation, both parties agree to submit the dispute to _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
XVII. this agreement shall come into force as of the date of signature and seal by both parties, and the validity period of this agreement shall be _ _ _ years.
XVIII. this agreement is made in _ _ _ _ _ _ _ _, and each shareholder holds one copy.
party a (signature): _ _ _ _ _ _ _ _ _ party b (signature): _ _ _ _ _ _ _ _
date of signing: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Through friendly negotiation among all shareholders, The following agreements are reached:
1. Company name, business scope, legal address and legal representative Company name:
Business scope:
legal address:
legal representative:
2. Shareholder
Party A: ID number:
Party B: ID number:
Party C: ID number:
Party D: ID number:
III. Mode of contribution and shareholding ratio:
Party A contributed RMB 11,111.11 Yuan (in kind, cash, property right, technology and land use right), accounting for% of the shares.
Party B contributes RMB 11,111.11 Yuan (in kind, cash, property right, technology and land use right), accounting for% of the shares;
Party C contributed RMB 11,111.11 Yuan (in kind, cash, property right, technology and land use right), accounting for% of the shares;
Party D contributed RMB 11,111.11 Yuan (in kind, cash, property right, technology and land use right), accounting for% of the shares;
IV. Rights and obligations of shareholders
1. Rights
(1) Participate in shareholders' meetings and enjoy voting rights according to their share of capital contribution.
(2) understand the company's operating conditions and financial conditions.
(3) Divide dividends according to the proportion of capital contribution.
(4) When the company increases its capital, shareholders can subscribe for the capital contribution first.
(5) Other rights granted by laws, administrative regulations and the Articles of Association.
2. Obligations
(1) All shareholders must subscribe their capital contribution according to the agreement and deposit the capital contribution in full into the company account within the signing day. Those who fail to pay their capital contributions in accordance with the regulations shall not only pay the company in full, but also bear the liability for breach of contract to the shareholders who have paid their capital contributions in full on time.
(2) Shareholders shall abide by the Articles of Association and keep company secrets.
(3) Shareholders are liable to the company according to the amount of capital contribution they have subscribed. After the capital contribution, the capital contribution shall not be withdrawn.
(4) The capital contribution certificate (shareholder's identity certificate) issued by the Company to shareholders shall not be traded or mortgaged privately, and shall only be used as the basis for dividends and risk sharing within the Company.
(5) If a shareholder intentionally or negligently infringes upon the interests of the company in the course of its operation, he shall be liable for compensation to the company or other shareholders.
(6) Other obligations stipulated by laws, administrative regulations and the Articles of Association.
V. Duties and division of labor
1. The Company has two executive directors and one supervisor instead of a board of directors. The two executive directors are the general manager and the deputy general manager respectively, and they can be adjusted in case of major issues or after consensus by all shareholders.
2. Being the executive director and general manager of the company, responsible for the operation and management of the company; To draft the heads of all departments of the company; To formulate various management systems of the company; Determine the financial expenses required for normal operation (if the total amount exceeds the necessary amount in a single time or within a certain period, the expenses shall be decided after the shareholders know and agree).
3. Serve as the deputy executive director and deputy general manager of the company, responsible for the company's financial management and market planning, and assist the general manager's operation management;
4. Serve as the company's supervisor, responsible for checking the company's finances and supervising the behavior of the general manager, deputy general manager and other company management personnel; Timely correct the behavior that harms the interests of the company.
5. All shareholders in the company's sales, procurement, investment, finance and other work have the right to know. If there is any objection to the relevant work, the principal responsible person must give a reasonable explanation and properly handle it. All shareholders must be informed of important matters such as production scale, business plan and investment plan, and they must reach an agreement, otherwise, the main person in charge needs to bear corresponding responsibilities for the consequences.
6. The financial department of the company must issue financial accounting reports every quarter, including balance sheet, profit and loss statement, cash flow statement, statement of financial status, list of creditor's rights and debts (occurrence time, performance period, amount, causes, etc.) and statement of reasons for losses.
VI. Increase of operating funds:
1. When the reserve funds are insufficient and the company needs to increase its operating funds, all shareholders will increase their investment in proportion to their respective shares with the consent of all shareholders through consultation. If shareholders cannot increase their investment, the party that can increase their investment can appropriately increase the investment proportion according to the amount of their investment.
2. Since the factory building and production equipment are owned by Party A, in principle, Party A will no longer accrue depreciation expenses for equipment and charge rental fees for the factory building, and will no longer increase the capital contribution in cash, but all these expenses will be converted into RMB 11,111.11 Yuan every quarter and accumulated as the capital contribution of Party A.. If the company needs to increase its operating capital, Party A shall deduct it from the accumulated capital contribution in proportion to its share, and all other shareholders shall increase their capital contribution in cash.
3. If it is necessary to increase other people's shares, the shareholders must recognize this contract, get the consent of all shareholders, and perform the relevant rights and obligations stipulated in the contract before they can become shares.
VII. Profit distribution method:
1. Wage payment: If a shareholder holds a major position in the company, a certain amount of salary will be paid after all shareholders reach an agreement through consultation.
2. Profit distribution:
Profit and loss shall be distributed and shared according to the investment proportion of each shareholder.
The distribution order of the company's net profit after tax:
(1) Make up for the losses in the previous quarter;
(2) Withdraw 61% of the quarterly profit as the company's risk reserve fund and capital reserve fund, and it may not be withdrawn after the accumulated amount is 51% of the company's registered capital. For the development of the company, the shareholders can negotiate and adjust the distribution ratio according to the specific situation, and in principle, it cannot be increased.
(3) Shareholders' dividends, the system is as follows: 41% of after-tax profits are drawn for shareholders' dividends every quarter, and 41% of the accumulated profits for nearly 12 months are drawn for shareholders' dividends every 12 months. Dividend according to the proportion of%,% and%.
VIII. Method of withdrawing shares:
1. When withdrawing shares, shareholders must have justified reasons, and should notify other shareholders in writing of their withdrawal for approval. If other shareholders fail to reply within 31 days from the date of receiving the written notice, they will be deemed to have agreed to withdraw shares. The withdrawing party cannot withdraw its shares when it has not paid off the debts of the company.
2. The total capital contribution of each shareholder is the only settlement basis for the shareholder's withdrawal. At the time of settlement, if the company is unprofitable, it will first allocate the capital contribution to the debt payment and make up for the loss according to the proportion of shares, and then return it to the withdrawing shareholder according to the existing total assets of the company except the plant and equipment according to 91% of the actual total capital contribution. If the company is profitable, the company should first settle 61% of the total profit of the company according to the share dividend ratio, plus 11% of the capital reserve, and then return the total contribution of the shareholder. 31% of the company's assets depreciation and risk accumulation fund shall not be distributed.
3. After stock withdrawal, the settlement shall be made according to the property status at the time of stock withdrawal, and no matter how the capital contribution is made, it shall be settled in cash and in kind.
IX. Other matters:
1. If this Agreement cannot be performed or fully performed due to any shareholder's breach of contract, it shall compensate the Company and other non-breaching shareholders for their losses.
2. Other matters not covered herein shall be referred to the relevant system of the Company and settled through friendly negotiation among shareholders, and this Agreement may be supplemented if necessary.
11. this agreement shall be made in duplicate, which shall come into effect after being signed by shareholders, and each shareholder shall hold one copy. The signing of this agreement has legal effect and is protected and bound by law.
party a:
party b:
party c:
party d:
date of signing the agreement
model contract for investment in shares 3
according to the company law of the people's Republic of China and other relevant laws and regulations, and on the principle of equality and mutual benefit, all investors have made friendly consultations. On the matter of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _