One of them, Mr. Jin, is very keen on attracting investment in this business. After several rounds of communication with A Bing, the two sides finally reached an investment promotion partnership. The main division of labor is A Bing's contribution to get the incoming data; Mr. Jin set up a five-person team to track and exchange incoming data, and invited the company to attend the project briefing. The salary shall be borne by Mr. Jin, and Mr. Jin's income is 65,438+00% of the signing fee after the investment promotion meeting.
After three games, Mr. Jin probably earned 18w, and the commission was nearly 300w W. Originally, this cooperation could be continued completely. As a result, Mr. Jin made a bad idea when he saw that the project attracted investment so soon.
I registered my own trademark, went to a factory in Ningbo and commissioned a batch of products, directly changed the name of the soft text used by A Bing before, and devoted myself to hard work. After three games, more than 10 signed a contract with Mr. Jin, and paid more than150W. However, due to the crude technology of traffic charging, users often can't receive the uploaded data in their own background after using the water from the machine ... So Mr. Jin's own plate soon collapsed.
Practice has proved that the partnership that pays money and does not participate in the operation is the best; Partnerships that contribute to the operation are prone to conflicts; Partners who don't pay will say! With the development of the company, it is reasonable for some people to invest or have new partners to join. But there are also many questions, such as whether the new partner should bear the previous debts. After joining, the original distribution of rights and interests can't be used? How to change it?
First of all, before joining the partnership, we should clearly understand the operating and financial conditions of the enterprise, because the new partners should bear unlimited joint and several liability for the debts of the Qian partnership. In other words, the company owed 6.5438+0 million yuan before, so after you join the company, you will have to bear this debt personally. Of course, you can also be a limited partner with limited liability. Secondly, the admission of new partners means the dissolution of the original partnership and the need to re-sign the partnership agreement.
There are two situations about equity distribution. One is that the new partner buys shares from the original partner, and the assets of the company have not changed, so the accountant can make entries on the changes in the partner's capital. The other is to invest money directly. It turns out that the company's assets have increased and its rights and interests have been redistributed. Commonly used methods are goodwill method and dividend method. Assume that the assets of the original partnership are 6,543,800+0,000, and the new partner contributes 200,000 yuan. The assets of the participating partnership are 654.38+200,000, and the goodwill method is 654.38+200,000+goodwill.
Goodwill is determined by negotiation between the old and new parties, and the confirmation of this kind of goodwill has strong human factors, so dividend method is more robust than goodwill method.
Consistency of three views is the most basic and important principle among partners.
First of all, people who only talk about interests can't become partners. Since it is a venture, the choice of partners must be highly consistent in outlook on life, values and career. To say the least, we must be consistent for a long time to come. Otherwise, we will not be able to ensure smooth communication and mutual understanding in the future entrepreneurial process, to ensure that everyone acts in unison, and to set firm goals for the future. Therefore, we can talk about interests.
Secondly, to ensure control, after all, in the process of starting a business, you will face all kinds of problems, temptations and choices, and there will be differences and even arguments on the most critical choice, the setting of future goals, the budget of funds, and the dilution of equity in financing. In this case, you must ensure that you have enough right to speak or vote and have absolute control over the company, so that your company will not get out of control and the partners must be in the company structure.
Finally, your partner must complement you. Because in the process of starting a company, you must give full play to your greatest ability to promote the development of the company. If you are suitable for marketing, then you must find someone with good skills or good operation. If you are suitable for sales, then you must find someone who knows how to make products. If you are good at technical marketing, then you must find someone who understands finance or capital operation, which can help you make money quickly. In short, don't choose something that coincides with your professional direction or field. Otherwise, it will not only lead to the increase of contradictions and frictions in the future, but also lead to obvious defects and deficiencies in the company.
In short, although partners come together because of passion and dreams, they should also have rules to encourage and restrict each other, to contain and even control each other, and to set up a reasonable benefit distribution mechanism and clearly define responsibilities and rights. A good partner can not only help you overcome difficulties, but also become your right-hand man for your career. Never be casual, be careful. Otherwise, Mr. and Mrs. Li Guoqing of Dangdang are the best negative materials.
To create a new company, the most important thing is to determine the shares between partners.
However, it is difficult to determine the future value of the new company and the contribution of partners in the new company through the proportion of capital contribution. For example, Gates and Allen, two Jobs, Buffett and Munger, all their shares in the company have nothing to do with the initial investment ratio.
Bill Gates and paul allen founded Microsoft, and Gates' shareholding ratio is higher than that of Allen. It is said that Gates dropped out of school to work full-time, while Allen was still working, so Gates demanded higher shares. Gates and Allen kept the original agreement well, and didn't feel unhappy because of the soaring market value of Microsoft.
Gates and Allen.
Two jobs
Buffett and Munger
Buffett and Munger are old buddies, but Munger's shares in the company are pitiful (Munger's worth is $654.38+02 billion, Buffett's is about $654.38+00 billion), and Munger didn't see any "dissatisfaction". Of course, $654.38+200 million is also a super-rich.
The founders of Haidilao are Zhang Yong and his classmate Shi Yonghong. Later, they wrote How Haidilao Zhang Yong Kicked out Shi Yonghong, the co-founder, and didn't see any dissatisfaction with Shi Yonghong. Of course, Shi Yonghong also immigrated to Singapore with Zhang Yong and had enough wealth.
The above three cases all show that successful partners must "look down on shares". If one of the partners is more capable in the later stage, the correct way at this time is not to care about shares and rights, but to see if it is conducive to the long-term development of the company.
The greatest achievement of a partner is to make the enterprise a very successful enterprise, even if its own shares are less (of course, even if the market value of the company is larger, it is better than its own shares).
What if the partners first care about personal gains and losses, compete for petty profits, bring down the company and hold 100% shares by themselves?
This example is not without it. New Oriental staged such a farce before it went public.
Founder of new oriental
Everyone, the main shareholder of New Oriental, has his own site, and wants to master the profitable course (TOEFL) in his own hands, but he is unwilling to do general English training with less money. Shareholders fight every day because of "uneven distribution of stolen goods", which makes me helpless. After all, it involves millions of profits every year.
If New Oriental wants to be listed in the United States, it must adjust its shares, shareholders' private plots and move their cheese.
Of course, shareholders will not do this. Fighting every day.
Later, the consulting company intervened: Do you just want to earn one million yuan a year, or do you want the smallest shareholder to become a billionaire after listing? Billions of dollars!
In the face of interests, shareholders "compromised" and gave up their own territory and shares. Later, when New Oriental went public in the United States, the value of shareholders far exceeded the lecture fees earned by sticking to their own turf.
There are also negative examples, such as the NVC in the lighting industry, the real kung fu in the catering industry, the shareholders' struggle for power and profit, and some of them have been jailed.
Equity dispute
Therefore, to create a new company and choose a partner, the most important thing is to make the enterprise bigger first, and personal interests are second before this goal. People who create less value should know how to advance and retreat, and large shareholders who create more value should not be eliminated.
The rules between partners are: complementary abilities, and when they can't adapt to the development of the company, they can quit the management.
The most important thing for a start-up company to find a partner is to have the same goal, the same interests and the greatest synergy. Second, partners can give full play to their respective advantages, complement each other, maximize their own energy and avoid contradictions. Third, on the issue of equity allocation, we should understand that technology or projects have priority, and capital priority should be the largest share. In the future, we must understand that when looking for and expanding, it is the fairest and most reasonable way to dilute the equity in equal proportion.
When starting a partner in a new company, I think the most important thing is to have the same goal. On this basis, the partner's personality and ability must be complementary. The specific rules should be embodied in the form of contract, and the basis of the rules is the Company Law of People's Republic of China (PRC) and the Company Law of China.
I'm glad to answer this question. I am the foundation of management. I hope what I share can be enlightening.
1. How to choose a partner? We know that a person can't do everything, because his energy is limited, so he needs a partner. There are three key points in recruiting partners:
1, like-minded.
If you want to love this thing from the bottom of your heart, you are most afraid of attracting people for money, or he says that the business of investors is particularly hot recently, you should make this thing.
2, back-to-back trust and tolerance
There are two levels of trust. First, I believe you. You should prove it to me first, and then I will believe you. Second, I choose to trust you first, and you can do it with confidence. These two kinds, it seems that all roads lead to the same goal, but will they? After finding a like-minded partner, do you choose not to trust him first or trust him? Trust him, because if you don't trust him, the worst is you. When others think you don't trust him, he will certainly deal with it and won't unite with you.
Just because you choose to believe first doesn't mean you are a fool. We can observe it in the process. People should be suspicious.
Step 3 supplement
To be a good CEO, you must have at least six abilities, namely, branding, integrating resources and financing. Internally, we should be able to make strategies to unite people and spiritual leaders.
If you really can't do these six things, you must do three things: make a strategy, integrate resources and be everyone's spiritual leader. Others can find partners, such as finding a good CFO for financing.
4. Partner team
1, it is better to have people who are older but not necessarily rich;
2, it is best to have a person with active thinking and dare to break through;
3, it is best to have a calm and solid person who is good at braking;
4. It is best to have a thrifty person;
5, it is best to have a talkative and reliable person;
6. It is best to have a person who is good at playing social networks;
7, it is best to have three years of sales experience;
Second, the partner principle 1, the principle of good faith
Make money in partnership with sincerity first, and treat each other with sincerity, no matter how your other half treats you! Be yourself first!
2. Goal principle
Seek common ground while reserving differences! Small things let nature take its course, big things don't get confused. Look at the same target value and grasp the overall situation.
3. Trust principle
Partners are most afraid of mutual suspicion. Believe that at any time, only your partner can put the balance of interests on your side.
4. The principle of tolerance
Mutual tolerance and understanding can make the partnership last longer.
5. Loss principle
Eat more by yourself and let the other person take advantage. You know that there is no absolute fairness and rationality, only to pay more for your partner.
6, the principle of communication
Do as you would be done by. Always treat your partner as a true friend, and don't regard money as a bond of cooperation.
7, the principle of fairness
Brothers should be clear, not hello, I am good, everyone is good, and finally there are some unprincipled disputes.
8, the principle of modesty
Pay more attention to the advantages of others and less attention to their shortcomings; Learn from each other and improve together.
9. Communication principle
Don't fight a belly lawsuit, don't let him spend the night if you have an idea, and communicate more.
10, stick to the principle.
Dare to stick to principles, defend the rules made by * * * with your life, and do your best for your partner!
Three. Partner rule 1, contribution rule (how much each? How to balance the differences? How to divide the equity? )
2, the output rules (how to division of labor, who will do it? What responsibility? )
3, the rules of making money (who makes money? With what? How to make money? )
4, the implementation details (who will implement? How to implement it? What responsibility? )
5, leadership rules (who will lead? Capital leadership? Technical director? Sales supervisor? Who will be the leader when the person who makes money and the person who pays money are not the same person? How much leadership? How big is the collective voting right? )
6, recall rules (what if the leader has a problem? What if there is a problem with the strategy? What event can start the recall procedure? )
7, exit rules (in order not to enlarge the contradiction, how to quit? Withdraw from the original shares or negotiate? Loss cost calculation standard? )
Choosing a partner to cooperate * * * is better than getting married! Must have the same ideas and pursuits. For the projects to be done by the new company, we all think in one place, work hard in one place and work together!
If the partners have different views and goals, how can they strive to achieve the same goal of the enterprise?
What kind of talents are needed for the implementation of this project? How much capital is needed for normal operation? According to these requirements, the conditions for selecting partners can be worked out.
Partners form a new team under the condition of complementary advantages, that is, the best combination of complementary advantages and mutual learning.
"People with different personalities will inevitably encounter many problems in their communication." I think it doesn't matter, as long as we unify our thinking on the premise of recognizing entrepreneurial projects.
Everyone has contradictions in their struggle, and it is not terrible to encounter difficulties or setbacks. If several parties have an argument, they can argue about right and wrong, and whoever has reason to listen to whom. Summing up experience, not flinching and not complaining is the right way, so that we can fight again and move on!
This team should have the backbone, that is, the person who is absolutely at the helm. Through friendly consultation, we reached a consensus that * * * will strive to run the enterprise and win huge economic benefits on the premise of creating good social benefits.
Everyone needs to be bound by clear articles of association, the details of partnership, the solutions of various factors in the future, the principle of equity distribution and the terms of partner withdrawal mechanism.
Sincerely, through hard cooperation and * * * win-win, at the time of * * * bumper harvest, according to the number of shares held by each person, the corresponding interests are reasonably distributed to achieve win-win cooperation.
In short, the moral character of honesty is consistent with words and deeds, and every enterprise (team) serves the people! Not just for profit. But for people's health and make people's lives better!
Third: we should work hard, watch the road hard, keep recovering, follow the trend and try to embrace change! Can make unremitting efforts to pursue product Excellence, constantly polish products, with ingenuity! But we must try to change or innovate. Just like this year's black swan incident, we should adjust our business strategy in time, accept the reality, improve our own cognition and upgrade our evolutionary cognition for accidental uncertain events! If you complain blindly, wait for the market to improve and wait for the miracle to reappear, the result is only a dead end! Therefore, we must strive to adapt to the changes in the situation and keep pace with the times! In order to resist the impact of big waves! Forever tide!
After all, a person's energy and money are limited, and fierce business competition is cruel and full of temptation. Once he is knocked down in business, it is difficult for him to stand up again. Therefore, instead of working hard, it is better to find a partner and combine the ability and wisdom of two people, and the chances of success will be greatly increased.
We say that when looking for a partner, we should choose a smart and honest partner.
(1) Smart Partner
Smart partner refers to a partner who has the ability to understand and solve problems quickly and flexibly. Including:
Capable partners: refers to those partners who have the ability to invest in their own capacity, although they have not invested capital. Such a partner can complement the advantages of investors.
Technical partner: refers to the partner who has mastered the core technology of the company. This kind of technical partner can make up for the technical disadvantage of investors. For science and technology enterprises, it is very important to have such partners.
(2) Honest partners
An honest partner refers to a partner who can really express his opinions in character. Including:
High-quality partner: refers to the partner's "personality, values, work attitude and ability", which is comprehensively measured by four conditions. In order to fully understand this kind of partner, you must work in the same unit for more than one year.
Enthusiastic partner: Although this kind of partner has no advantages in material conditions, he is a willing person, willing to fight the world with you, and he will inspire you to move forward, so it is also a good choice to have such a partner.
No matter what kind of partner you choose, the most important thing must be an excellent person. Only excellent people can undertake great responsibilities. Therefore, when choosing a partner, we should also see whether he meets the following conditions:
First of all, it depends on whether the partners have enough "loyalty". If not, even if the personality is good and the team spirit is good, it will not develop with the enterprise for a long time.
Secondly, it depends on the ability and strength of the partner and what he can do for the enterprise.
When choosing a partner, it is best to have both ability and political integrity. If you choose between the two, then virtue is the key and the second. The general principles are: having both ability and political integrity; Without talent, Xiu De uses virtue; Talent without virtue, resolutely not. This is a criterion for us to choose a partner.
It is not easy to choose the right partner, and even the best friends involve the sharing of benefits. Therefore, according to the principle of settling accounts with brothers, the following terms should be clearly stipulated when signing the Partnership Agreement:
(1) Confirm the management authority and scope of each partner.
(2) Confirm the partnership term. A partner may not withdraw from the partnership in advance. If this happens, how to deal with it should also be clearly defined.
(3) Confirm the capital contribution and share proportion of each partner.
(4) Confirm how to distribute profits.
(5) Identify ways to attract new partners.
(6) Confirm the responsibilities of each partner and how to deal with the consequences caused by irresponsibility.