大部分人，在刚开始合伙时，只讲兄弟情谊，不讲规则，觉得是朋友、是亲戚，关系不错，反正挣了钱大家一起分，多多少少无所谓。这种状态的合伙人，一般都是兄弟式合伙，后走向仇人式散伙的结局。一般会经历同心协力→同床异梦→同室操戈→同归于尽的过程。
Most people, at the beginning of the partnership, only talked about brotherhood, not rules. They thought they were friends, relatives and had a good relationship. Anyway, if they earned money, they would share it with each other, no matter how much. Partners in this state usually form a brotherly partnership, which eventually leads to an enemy style breakup. Generally, they will go through the process of working together, sleeping in the same bed, fighting in the same room, and dying together.
济南合伙设计公司认为在进行合伙儿股权设计前，先要了解，不同的持股比例，对应的权利有哪些，如何行使和保障这些权利，讲规则设计在合伙之前，做到有据可依，真正发生矛盾时，用规则说话。
Jinan Partnership Design Company believes that before designing partnership equity, it is necessary to understand the different shareholding ratios, corresponding rights, and how to exercise and protect these rights. Rule design should be based on evidence before the partnership, and when there is a real conflict, rules should be used to speak.
《公司法》规定，公司除法定或约定的重大事项外，其他事项的决策须经出席会议的股东所持表决权过半数通过。但是，在企业发展过程中，公司引入新的投资者后，原来股东的股权比例会被稀释，如原来占股51%的股东，将会下降到51%以下，所以，仅凭个人的股权将可能难以维持控制权。
The Company Law stipulates that decisions on matters other than major statutory or agreed upon matters must be approved by a majority of the voting rights held by the shareholders present at the meeting. However, in the rapid development process of the enterprise, after the company introduces new investors, the equity ratio of the original shareholders will be diluted. For example, the shareholders who originally accounted for 51% of the shares will decrease to below 51%, so it may be difficult to maintain control solely based on individual equity.
《公司法》第四十三条第二款规定:“股东会会议作出修改公司章程、增加或者减少注册资本的决议，以及公司合并、分立、解散或者变更公司形式的决议，必须经代表三分之二以上表决权的股东通过。”根据上述规定，占股67%以上股东，如无特别约定，将拥有三分之二以上的表决权，拥有了对公司的绝对话语权。
Article 43 (2) of the Company Law stipulates: "Resolutions made by the shareholders' meeting to amend the company's articles of association, increase or reduce registered capital, as well as resolutions on the merger, division, dissolution or change of company form of the company, must be passed by shareholders representing two-thirds or more of the voting rights." According to the above provisions, shareholders who hold 67% or more of the shares will have two-thirds or more of the voting rights unless otherwise agreed, Having absolute say in the company.
因为二人合伙没有其他股东可在中间协调和沟通，常常表现为要么是黄金搭档，要么直面矛盾对峙，所以不要选择各占50%的均分股权结构。51%和49%相对控股的结构，也不利于修改公司章程、增资等重大事项的决策。99%和1%的结构中，大股东股权比例过大，而小股东又太小，基本上会找不到股东的感觉，实质上与打工者无异。
Because a two person partnership does not have other shareholders to coordinate and communicate in the middle, it often manifests as either a golden partner or facing conflicts and confrontations, so do not choose an equally divided equity structure of 50% each. The structure of 51% and 49% relative control is also not conducive to decision-making on major matters such as modifying the company's articles of association and increasing capital. In the structure of 99% and 1%, the proportion of major shareholders' equity is too large, while the proportion of minority shareholders is too small, which basically makes it difficult to find the feeling of shareholders, essentially similar to those of migrant workers.
综上所述，对两人合伙创业来说，67%∶33%、70%∶30%、80%∶20%的股权比例较为合理。
In summary, for a partnership venture between two individuals, the equity ratios of 67% to 33%, 70% to 30%, and 80% to 20% are more reasonable.
如果后期有新的股东进入，或者现在有两个合伙人一起进来，三个股权应该怎么分比较合理？
If new shareholders enter in the later stage, or if two partners come together now, how should the three equity shares be divided reasonably?
三人合伙的股权分配应按“大股东股权占比>(二股东股权占比+三股东股权占比)”的原则进行。在这种情况下，有一个大股东拥有绝对的主导权，有利于公司决策。
The equity distribution of a three person partnership should be based on the principle of "major shareholder equity ratio>(two shareholder equity ratio+three shareholder equity ratio)". In this situation, having a major shareholder with absolute control is beneficial for the company's decision-making.
千万不要采用“大股东股权占比<(二股东股权占比+三股东股权占比)”的模式，这种持股比例存在的问题是，对重要事项的决策，三股东可以“绑架”大股东和二股东。
Never adopt the model of "major shareholder equity ratio<(second shareholder equity ratio+third shareholder equity ratio)". The problem with this shareholding ratio is that the third shareholder can "kidnap" the major shareholder and the second shareholder when making decisions on important matters.
当大股东与二股东意见不一致时，两人将不得不看三股东的脸色行事。综上所述，对三人合伙创业来说，67%∶20%∶13%、70%∶20%∶10%、80%∶10%∶10%的股权比例较为合理。
When the major shareholder and the second shareholder disagree, the two will have to act based on the faces of the third shareholder. In summary, for a three person partnership, the equity ratios of 67%: 20%: 13%, 70%: 20%: 10%, and 80%: 10% are more reasonable.
Before designing the partnership equity, let's first understand the different shareholding ratios and rights related matters. That's all. I hope it can be helpful to you. For more information, please come to our website http://www.daoshangbao.com Conduct consultation to understand!
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