股东权利简称股权,是指股东基于对公司出资而产生的权利集合,是一种不同于债权和物权所有权的民事权利。何为“股权设计”?
济南股权设计公司给您介绍一番:
The rights of shareholders, referred to as equity for short, refer to the collection of rights generated by shareholders based on their contribution to the company. It is a civil right different from creditor's rights and property ownership. What is "equity design"? Jinan Equity Design Company will introduce you:
根据《公司法》和《证券法》等法律法规,公司股权可以划分为财产权和管理权,又可以划分为自益权和共益权。财产权是指股东基于投资所获得的经济利益,管理权指作为股东参与公司的经营管理的权利。自益权是股东为了自己的利益而行使的权利,共益权指股东为了公司全体股东的共同利益兼为了自己的利益而行使的权利。
According to the Company Law, the Securities Law and other laws and regulations, the company's equity can be divided into property rights and management rights, as well as self-beneficial rights and co-beneficial rights. Property rights refer to the economic benefits obtained by shareholders based on investment, and management rights refer to the right to participate in the operation and management of the company as shareholders. The right of self-interest is the right exercised by shareholders for their own interests, and the right of common interest is the right exercised by shareholders for the common interests of all shareholders of the company and for their own interests.
公司股权设计,就是指以股东股权比例为基础,对股东会及董事会的职权、议事规则和程序进行系统性调整而形成的公司股东权利结构体系。良好的公司股权结构体系,可以平衡创始人、合伙人、员工、投资人之间的权利、责任和利益,有利于公司的控制权和经营稳定,也有利于公司引入投资人以及在资本市场获得融资。
The equity design of the company refers to the structure system of shareholders' rights formed by systematically adjusting the powers, rules of procedure and procedures of the shareholders' meeting and the board of directors based on the proportion of shareholders' equity. A good corporate equity structure system can balance the rights, responsibilities and interests of the founders, partners, employees and investors, and is conducive to the company's control and operation stability, as well as the company's introduction of investors and financing in the capital market.
公司股权结构按集中度可以分为高度集中型、适度集中性以及分散性三类。高度集中型股权结构中,又可以细分为绝对控股型与相对控股型。绝对控股型股权结构是指创始人持有公司股权不少66.7%,即持有2/3以上股权。
According to the degree of concentration, the company's equity structure can be divided into three categories: highly concentrated, moderately concentrated and decentralized. In the highly concentrated ownership structure, it can be subdivided into absolute holding type and relative holding type. Absolute shareholding structure means that the founder holds not less than 66.7% of the company's equity, that is, more than 2/3 of the company's equity.
绝对控股股东对公司的一般事项及重大事项均拥有决策权。相对控股型是指控股股东持有公司股权的50%以上,对于一般事项拥有决策权,同时,对于重大事项也具有一票否决权。
The absolute controlling shareholder has the right to make decisions on the general and major issues of the company. Relative holding type means that the controlling shareholder holds more than 50% of the company's equity and has the right to make decisions on general matters. At the same time, it also has the right to veto major matters.
在适度集中性股权结构中,大股东的股份在50%以下,不低于34%,当大股东拥有34%股权时,其他股东就不能达成2/3的投票率,这样即使没有绝对的控制权,也对公司的重大事项决策拥有一票否决权。
In the moderately centralized equity structure, the shares of major shareholders are less than 50%, not less than 34%. When the major shareholders have 34% of the shares, other shareholders can not reach two-thirds of the voting rate, so even if there is no absolute control right, they also have one vote of veto over the company's major issues.
随着股权比例的降低,大股东对公司的控制权也在减弱,各个股东之间能够相互制约,但有时也会形成对重大事项难以作出有效决策的情形。
With the reduction of equity ratio, the control of major shareholders over the company is also weakening, and each shareholder can restrict each other, but sometimes it will be difficult to make effective decisions on major issues.
10%的股权比例也是公司控制权的一个重要临界点,拥有公司10%股权的股东有权提议召开股东临时会议,在董事和监事都不履行召集股东会职责时可以自行召集和主持,在某种程度上拥有对公司重大决策的话语权。
The shareholding ratio of 10% is also an important critical point of the company's control. The shareholders who own 10% of the company's equity have the right to propose to convene an interim shareholders' meeting. When neither the directors nor the supervisors perform the duty of convening the shareholders' meeting, they can convene and preside over the meeting by themselves, and to some extent have the right to speak about the company's major decisions.
Under this structure, under the highly decentralized ownership structure, the shareholding ratio of a single shareholder is generally less than 10%, and the company has no single major shareholder or actual controller. More equity design matters come to our website http://www.daoshangbao.com Consult and see!