How Can Entrepreneurs Invest In Companies?

There may be many forms of entrepreneurship, so long as we think with innovative thinking, we can find various suitable forms of entrepreneurship.

But the creation of a company to achieve its own business plan is always the most important and popular form of entrepreneurship. The reason is that the shareholders of the company have limited liability for the company's capital contribution. If the entrepreneur fails to withdraw his registered capital, he will not be responsible for the company's debts.

How can entrepreneurs create a company?

The twenty-fourth provision of the company law of China stipulates that shareholders can invest in money, or in real estate, industrial property, non patented technology and land use rights.

It is relatively simple to invest money in money. If a shareholder pays money in full to a temporary account established by a limited liability company in the bank (capital verification account), the auditor hired by a shareholder will make capital verification accordingly and issue a capital verification report.

It is relatively complicated to invest in real estate, industrial property rights, non patented technology and land use rights. 1, valuing property, industrial property rights, non patented technology or land use rights as capital contributions must be assessed and verified, and property should not be overestimated or underestimated. This is to balance the rights and interests of all shareholders, so that each shareholder can get the proportion of their capital contribution, and more importantly, protect the interests of the creditors of the company. Because the shareholders of the company bear limited liability, if these assets are overestimated, the interests of the creditors will be damaged when the company is insolvent.

Therefore, the twenty-eighth provision of the company law stipulates that after the establishment of a limited liability company, the actual price of physical assets, industrial property rights, non patented technologies and land use rights as a capital contribution is significantly lower than that stipulated in the articles of association of the company. It should be paid by the shareholders who delivered the capital contribution, and other shareholders of the company shall be jointly and severally liable for the establishment of the company.

2, the amount invested by industrial property and non patented technology shall not exceed 20% of the registered capital of the limited liability company, and the proportion of the registered capital of the limited liability company shall be no more than 35%.

3, invested in real estate, industrial property right, non patented technology or land use right, shall pfer the pfer of property right in accordance with the law within six months after the company obtains the business license.

If the object is not a vehicle, a ship and other equipment that needs to be registered, it must be pferred to the company (pfer possession) and pfer procedures. The pfer of industrial property rights must go to the registration department for approval. If the State takes restrictive measures for the pfer of specific industrial property rights, it must comply with such restrictions. For example, the state-owned industrial property rights that involve sensitive technology can not be pferred arbitrarily.

The pfer of the right to the use of land must also be pferred to the competent authorities, and such pfer should also meet the requirements of the pfer conditions. In addition, the pfer of the right of payment and related pfer fees must also be paid.

In short, the investment in real estate, industrial property rights, non patented technology and land use rights is more complicated and restrictive, and the company's establishment process is relatively long. Therefore, some entrepreneurs take the way of making money in advance, and then deal with the assets in an appropriate way after the company is established.

The above currency, physical property, industrial property rights, non patented technology, and the way of land use right investment are all recognized by the existing company law.

In practice, some entrepreneurs have proposed to invest in equity and debt. Others want to invest in management, technology, ideas, credibility, market channels or other intangible assets.

With regard to such intangible assets contribution, the attitude of the company registration authority is not clear, and there has been a small part of the recognition of the contribution of equity capital and creditor's rights in practice, and there are also successful precedents. But this does not mean that these have been generally accepted, whether it can be successfully invested in equity or debt, in addition to the value it can represent, it also depends on the innovation consciousness and innovation courage of the registration organ of the proposed company and even their likes and dislikes; as for other intangible assets, it seems that there is no precedent for the registration authorities to approve.

Compared with the registration authority, the court does not seem to be so conservative. The judges pay more attention to whether the company is lawfully established and whether the shares of shareholders are lawfully obtained. That is to say, as long as the company is established in accordance with the law, not only the equity and debt contribution are easily recognized by the judges, but also the shares in the form of technology shares and management shares are easy to be recognized.

For entrepreneurs, what is needed is to confirm the ownership and corresponding obligations of the owners of intangible assets through legitimate documents and procedures on the basis of the establishment of a company in accordance with the law. Because unlike the general investment, the obligation to invest in intangible assets is continuous in many cases.