Party A: __________________ Limited Company Address: __________________
Party B: __________________ ID card number: __________________
A, B both sides It is agreed that Party B, as a new investor, will operate ______________ Limited (hereinafter referred to as the "Company") with Party A*** and become a shareholder of the Company. Based on the principle of mutual benefit and reciprocity, *** with the development of the two parties, after full consultation, in accordance with the Company Law of the People's Republic of China and relevant laws and regulations, we hereby enter into this agreement. Each party shall enjoy the rights and fulfill the obligations according to the following terms.
Second, the amount, mode and period of capital contribution
1, Party B will make capital contribution in the form of money in the amount of RMB ______________ million (_____________), accounting for ______________% of the total number of shares of the company.
2. Party B shall inject the above capital contribution into the Company within seven working days from the date of signing this Agreement.
C. Explicit shareholding and transfer of shares
1. After fulfilling the legal shareholding procedures in accordance with the law, Party B shall be regarded as having joined the company and become a shareholder of the company.
2. Party B shall notify Party A and other shareholders of the transfer of shares three months in advance and fulfill the corresponding legal procedures.
3, the transfer of shares under the same conditions, the first major shareholder has the right of first refusal.
Fourth, to clarify the rights and obligations of the shareholders (Party B)
1, according to the articles of association of the company to enjoy the rights of shareholders, bear the obligations of shareholders;
2, according to _____% of the proportion of the capital investment to enjoy the company's profits, bear the company's losses;
3, the company does not become a shareholder of the company's operating profits before the company has no rights and interests, and does not assume any responsibility for business losses and debts; Party B became a shareholder of the company's operating profit. After Party B becomes a shareholder of the company, if Party B suffers losses due to the company's settlement of debts before Party B becomes a shareholder, Party A shall bear the liability to Party B.
4.
4. Payment should be made within seven working days as agreed in this agreement.
V. Commitment terms
Party A undertakes that ______________ Limited is legally registered, now operating in accordance with the law of the legal company, otherwise, to Party B to assume the responsibility for negligence, such as other losses, should be compensated accordingly.
Six, clear responsibility for breach of contract
Party B, if the company suffered major losses due to delayed payment, should be given the corresponding compensation; if Party A due to gross negligence, resulting in the company suffered a loss of funds, it should be assumed to the Party B, the corresponding liability.
VII. Settlement of disputes
All disputes arising from the implementation of this contract or related to this contract, the two sides should be resolved through friendly consultation, if the consultation can not be resolved, should be sued to the court of competent jurisdiction.
VIII. Entry into force of the contract and other
1. The two parties shall **** the same consultation on any matters not covered in this agreement, and shall sign a supplementary agreement.
2, this agreement *** four copies, two copies each. From the date of signature of both parties to take effect.
IX. Signature and seal of the representatives of both parties
Party A: ______________ Limited Party B: ______________
Legal representative/authorized representative: ______________ Legal representative/authorized representative: ______________
Date of signature: ______________ Signature Date: ______________
Business Cooperation Shareholding Agreement 2Party A: ___________, ID No. ___________
Contact Info: ___________
Contact:
A and B and other parties by equal, voluntary, full consultation, is now on the shares of the store, reached the following unanimous agreement:
Article I shares of purpose
shares of the parties in the spirit of voluntariness, equality and consultation, and the principle of mutual benefit to reach an agreement, all parties * * * with abide by.
Article 2 shares in the business items and scope of
shares in the double *** with the business is located in the city of ___, ___ Road ___ No. name or name (tentative) for the ___________ store. The scope of business is:
Article 3 Term of Equity Interests
The term of equity interests is ________ years, starting from ________ year ____ month ____ and ending on ________ year ________ day. After the expiration of the share-in period, it may be renewed or extended with the consent of the parties.
Article 4 Contribution Amount, Mode and Term
1. The share entrant _______ (name) contributes RMB __________ by __________.
(Other shareholders are listed in the same order as above)
2. The capital contribution of each shareholder shall be paid in full by ________ on ____________, and those who fail to do so or pay in full after the due date shall pay the bank interest on the unpaid amount and compensate for the loss caused by it.
3, the share capital *** counted ____________ yuan. During the shareholding period, each shareholder's contribution ___________ is **** property, shall not be divided at will request, after the termination of the shareholding, each shareholder's contribution is still personal ownership, to be returned at the time.
Article V Surplus Distribution and Debt Assumption
1. Surplus distribution, based on ________, in proportion to the distribution.
2. Debt assumption: the share debt shall be repaid by the share property first, and when the share property is insufficient to settle the debt, it shall be assumed proportionally on the basis of the ____________ of each shareholder.
Article VI admission, withdrawal, transfer of capital
1, admission:
① need to recognize the contract;
② need to be agreed by all the shareholders;
③ the implementation of the rights and obligations under the contract.
2, withdrawal:
① need to have a valid reason to withdraw from the partnership;
② can not be withdrawn at the time of unfavorable shares;
③ withdraw from the partnership need to be informed of ________ months in advance of the other shareholders and the consent of all the shareholders;
④ withdraw from the partnership to the withdrawal of the status of the property to be settled, regardless of the way to contribute to the settlement of the money;
⑤ Compensation shall be made for any loss caused to the shareholders by withdrawal without the consent of the contractors.
3, the transfer of capital: allows investors to transfer their capital. In case of transfer, the shareholder has the right of priority. If the transfer is made to a third party other than the shareholder, the third party shall be treated as a partner, otherwise the transferor shall be treated as a partner.
Article VII rights of the person in charge of the shares and other shareholders
1. ____________ is the person in charge of the shares. Its authority is to:
① conduct external business, enter into contracts;
② day-to-day management of the business of the shares;
③ sale of shares of the products (goods), the purchase of goods in common use;
④ payment of debts of the shareholding
2, the rights of the other shareholders
① to participate in the management of the business of the shareholding;
② to hear To listen to the report of the person in charge of the shareholding to carry out the business;
③ To check the books and operation of the shareholding;
④ *** with the decision of the shareholding of important matters.
Article 8 Prohibited Behavior
1. Without the consent of all the shareholders, it is prohibited for any shareholders to carry out business activities privately in the name of shareholding; such as their business to obtain benefits to the shareholding, resulting in losses according to the actual loss compensation.
2. It is prohibited for the shareholders to operate the business that competes with the shares.
3. It is prohibited to join other shares.
4. Prohibit the entrant from entering into a contract with this entry.
5. If the shareholder violates the above articles, he/she should be compensated according to the actual loss of the shares. Those who do not listen can be removed from the list by the decision of all the shareholders.
Article 9: Termination of shareholding and matters after termination
1. The shareholding can be terminated due to one of the following reasons:
① expiration of shareholding period;
② termination of the relationship between all the shareholders agree to terminate the shareholding;
③ completion of the business of shareholding or can not be accomplished;
④ violation of the laws of the business of shareholding is withdrawn;
⑤ the Court of law. The court decides to dissolve the business at the request of the parties concerned.
2. Matters after the termination of the equity participation:
① Immediate selection of the liquidator, and invite ____________ intermediaries (or notary public) to participate in the liquidation;
② If there is a surplus after the liquidation, it will be carried out in the order of collection of claims, liquidation of debts, return of capital contributions, and distribution of the remaining property in proportion to the order. Fixed assets and non-distributable, can be sold at a price to the shareholders or a third party, the price to participate in the distribution;
③ after the liquidation of the loss, regardless of the number of partners to contribute, the first share *** with the property to repay the share of property is insufficient to liquidate the part of the property by the shareholders of the shareholders in proportion to the contribution.
Article 10 dispute resolution
If there is a dispute between the shareholders, it should be *** with the consultation, in line with the principle of the development of the cause to be resolved in favor of the shareholders. If the consultation fails, the parties agree to apply for arbitration to Guangzhou Arbitration Commission.
Article 11 of this contract from the date of conclusion and reported to the administrative organs for industry and commerce approved to enter into force and start business.
Article 12 This contract shall be supplemented or modified by the collective discussion of the shareholders if there are any outstanding issues. The contents of the supplement and modification shall have the same effect as this contract.
Article 13 Other
Article 14 The original of this contract shall be in ____ duplicate, and the shareholders shall each hold one copy and send ____ to store one copy each.
Entrant: ____________
Entrant: ____________
____ year ____ month ____ day
Party A: (signature) ___________ Party B: (signature) ___________
Address: ___________ Address: ___________
Place of signing the contract: ___________
Time of signing the contract: ____ ___Month___, ___
Agreement on Business Co-operation and Equity Participation3Party A: Legal representative:
Registered address:
Party B: Legal representative:< /p>
Registered address:
According to the "Chinese People's **** and the State Economic Contract Law" and the relevant provisions, by the friendly consultation between Party A and Party B, following the principle of voluntariness, fairness and good faith, the following agreement is reached. This contract from the date of signing by the local notary public notarized after the implementation of the effective, the two sides *** with compliance with the implementation.
Article I. Party A in the year on the day of the purchase of sewing equipment for the use of Party B, is now priced at $ against Party B, Party A will not be recovered.
Article 2. Party A outsourcing processing of products ordered to the processing plant, should first ensure that entrusted to Party B processing, so that Party B can be preceded by the rest of the processing plant in the scale and output value of rapid growth. If Party B has the ability to complete Party A's order within the time specified by Party A with quality and quantity, then Party B has the priority to undertake Party A's order before the rest of the processing plant.
Article III. Party A to the first and second of this contract as a condition, holding % shares of permanent shares in Party B, and Party A should focus on Party B to cultivate in order to *** with the development. Party A entrusts Party B to process any product, Party A does not make dividends, all business profits held by Party B and dominated.
Article IV. Party B shall not produce any products other than those commissioned by Party A during the contract period, if the development needs to undertake other orders or independent development, it is necessary to sign an agreement after consultation between Party A and Party B **** with the effective implementation.
Article 5. If according to the terms of Article 4 after consultation between the two sides, Party B produces Party A commissioned the processing of products, then Party A should be in accordance with the shareholding of % of the proportion of Party B's profits for dividends.
Article 6. Liability for breach of contract: According to the "Chinese People's *** and the State Economic Contract Law" stipulates that any party does not fulfill the contract, shall be liable for breach of contract, and compensate the other party for breach of contract for the total value of the total amount of production of Party B for the year 10% of the liquidated damages.
Article 7. This contract is signed by the representatives of the two sides will produce legal effect, the two sides must be fully implemented, no party shall not terminate the contract without cause, such as any one of the parties need to change, should seek the consent of the other party and at the same time sign a new contract. Disputes arising from the fulfillment process, the two sides should *** with the consultation, if the consultation has no substantive results, then submitted to the local court to deal with.
Article 8. The outstanding matters or agreed terms of this contract shall be implemented in accordance with the relevant provisions of the state.
Article IX. This contract in duplicate, the A and B parties, each signing a copy, signed and sealed by both parties and the local notary public notarized after the entry into force of the implementation.
Party A (seal): Party B (seal):
Party A's legal representative (signature): Party B's legal representative (signature):
Certifying body (seal): certifying person: (signature) certifying time: year month
Business cooperation shareholding agreement 4Party A: _________ Valid ID number: _________
Party B: _________ Valid ID number: _________
The above parties *** with the investor (hereinafter referred to as "*** with the investor"), after friendly consultation, according to the Chinese people *** and the provisions of national laws and regulations, the two sides in line with the principle of mutual benefit and reciprocity
I. *** with the investor's investment amount and investment mode
Party A has fully understood the entrepreneurial plan of Party B, and agree with its market prospects, and intends to invest risk capital and Party B *** with the business.
A and B agreed to the two sides registered company (hereinafter referred to as ) as the main body of the project investment.
Party A as a venture capital investor to Party B to provide the operating company's total capital (hereinafter referred to as "total capital contribution") for the whole of the RMB, of which, the parties contributed respectively: Party A to contribute to the whole of the total amount of capital contribution; Party B is responsible for the management of the project market as the capital contribution, accounting for the total amount of capital contribution.
The parties agreed to participate in the company's initiation of the establishment of the *** with the investors will hold the company's shares in proportion to the total share capital: Party A, Party B.
Party A as a *** with the investors should be before the month of the year will be the amount of the above contributions to the designated bank:
Company account number:
Account Bank:
Second, profit-sharing and loss sharing
*** with the investors in accordance with the amount of their capital contribution as a percentage of the total amount of capital contribution to share the profits of *** with the investment. The investors shall share the profits and losses of the investment with the Company in proportion to their capital contribution.
Each of the *** same investors shall be liable for the *** same investment to the extent of its capital contribution, and each of the *** same investors shall be liable for the joint stock company to the extent of the total amount of its capital contribution.
The shares and their fruits formed by the contributions of the *** co-investors shall be the *** property of the *** co-investors and shall be owned by the *** co-investors in proportion to their contributions.
Upon the transfer of the shares of a *** co-investor in a joint stock company, each *** co-investor shall be entitled to acquire the property in proportion to his capital contribution.
Third, the execution of affairs
1, *** with the investors entrusted Party B on behalf of all *** with the investors to execute *** with the investment of day-to-day affairs, including but not limited to:
(1) in the stage of the initiation of the establishment of the joint-stock company, the exercise of and fulfillment of the promoters of the joint-stock company's rights and obligations;
(2) in the stage of the initiation of the establishment of the joint-stock company, to exercise and fulfill the rights and obligations of the promoters of the joint-stock company.
(2) After the establishment of the joint-stock company, to exercise its rights as a shareholder of the joint-stock company, to fulfill the corresponding obligations;
(3) to collect the fruits and interests generated by the *** with the investment and dispose of them in accordance with the relevant provisions of this Agreement;
2, the other investors have the right to check the implementation of day-to-day affairs, Party B is obliged to report to the other investors on the operating conditions and financial status of *** with the investment;
2, the other investors are entitled to check the implementation of daily affairs, Party B has the obligation to report to the other investors on the operating conditions and financial status;
3, Party B performs *** with the investment affairs generated by the revenue goes to all *** with the investors, the loss or civil liability incurred by the *** with the investors;
4, Party B in the execution of affairs due to its fault or non-compliance with the Agreement caused by the other *** with the investors loss, shall bear the liability;
5, * The following affairs of **The same investment must be agreed by all ***The same investors:
(1) Transfer of ***The same investment in _________ limited company`s shares;
(2) Pledging the above shares to the outside world;
(3) Replacement of the executor of affairs.
IV. Transfer of Investments
1. When a ****same investor transfers all or part of its contribution in ****same investment to a person other than a ****same investor, the consent of all ****same investors shall be required;
2. When transferring all or part of investment in ****same investment among ****same investors, the transfer shall be made by notifying the other ****same investors. When transferring all or part of the investment in the *** with the investors, shall notify the other *** with the investors;
3, *** with the investors in accordance with the law to transfer its capital, under the same conditions, the other *** with the investors have the right of priority to be transferred.
Article 5 Other Rights and Obligations
1, Party A and other *** with the investors shall not privately transfer or dispose of the shares invested by the *** with;
2, *** with the investors within three years from the date of registration of the _________ Limited Company shall not be allowed to transfer the shares and capital contributions held by them;< /p>
3, _________ Ltd. was established, either *** with the investor shall not be withdrawn from the *** with the investment in the amount of capital contributions;
4, after the establishment of the company, A and B need to continue to cooperate in business inputs according to the operating conditions, share the profits of the *** with the investment, sharing *** with the investment of the loss, and the other monthly payment to Party B as a project market management manager's salary As a reward. The amount of wages by both sides of the agreement.
Party A: _________
Party B: _________
Business Cooperation Agreement 5Party A: (hereinafter referred to as Party A)
Address:
Identity card number:
Party B: (hereinafter referred to as Party A)
Address:
Identity card number:
The A and B *** with friendly consultation, on the *** with the investment in medical outpatient clinic "Shenzhen Lianxing Clinic" matters agreed as follows:
First, the cooperation address and period:
Address: "Shenzhen Lianxing Clinic" is located in Longgang District, Shenzhen City, No. Road, Buji Street;
Period: From the date of entry into force of the agreement to the "Shenzhen Lianxing Clinic" medical institutions license to end, such as midway name, address, the use of the period of deferred change, the terms of this agreement will automatically continue.
Second, shareholding cooperation mode:
1, A and B *** with investment and shareholding ratio of the "Shenzhen Lianxing Clinic" health care institutions license and the existing clinic's renovation, equipment, medicines, existing medical equipment, office supplies **** equivalent to RMB 1,500,800,000 yuan (including the rent deposit) (including rent deposit). (Specific details see the handover schedule, in duplicate, both sides signed to confirm)
2, Party A and Party B held the proportion of: Party A accounted for 90% (investment amount of $), Party B accounted for 10% (investment amount of $), the risks and benefits of the shares held by the proportion of assumption and allocation of the 10th of each month before the settlement of the previous month's operating results.
3, Party A operates the clinic according to market needs, in principle, Party B should support Party A's business strategy.
4, by the shareholders themselves as the post salary according to the market wage standard slightly cheaper.
5, financial management, accounting and reimbursement system:
①, with reference to the modern enterprise management system, the cashier by the major shareholders, the accountant by the minority shareholders, in the clinic's income on track, in principle, the clinic public **** account must be reserved for the liquidity of about one million yuan.
②, the clinic's reimbursement of each bill must have the signature of the operator and the director of the clinic, and in the bill indicate the reimbursement of the relevant reasons.
③, drugs, equipment, medical equipment procurement should be implemented to prioritize the selection of quality and affordable goods, such as one shareholder disagrees, the other party should be based on the actual situation, and truthfully adopt the beneficial suggestions.
④ shareholders *** with the same constraints on the reimbursement documents issued by any party, shall not be false, if found and verified evidence of unjust enrichment, in addition to confiscation of unjust enrichment, should also be in the amount of unjust enrichment of five times the penalty.
6, once the establishment of the partnership should be in the spirit of the clinic highly responsible for the spirit of duty, to strengthen coordination and communication, brainstorming, maximize the pursuit of clinic benefits maximization.
The transfer of the agreement:
Both parties shall not transfer this agreement without the written consent of the other party.
Fourth, the responsibility for breach of contract:
A and B must be strictly in accordance with the terms of the contract to carry out the work. If a single party in the absence of justifiable reasons, midway out or terminate the contract, the defaulting party must be settled to the other party has occurred and can be expected to gain.
V. Application of Laws and Settlement of Disputes:
1) The laws of the People's Republic of China (PRC) shall apply to the formation, validity, interpretation, signing, modification and termination of this Agreement.
2), the understanding and interpretation of this Agreement shall be based on the willingness and in conjunction with the purpose of this Agreement.
3), Party A and Party B are fully aware that disputes are inevitable in long-term cooperation, both parties are willing to resolve the disputes that occur in the spirit of the principle of fairness and cooperation, **** for development.
4), this agreement is not exhaustive, the two sides can negotiate a separate supplemental agreement, Party A and Party B signed the supplemental provisions of this agreement is part of the agreement, with the same legal effect.
Six, other:
This agreement in duplicate, the two sides of one, the text of the same effect, the agreement is signed by both sides of the law shall come into force.
Party A (signature): Party B (signature):
Time: January Time: September Time: January