How Does A Limited Liability Company Issue A Capital Contribution Certificate To Its Shareholders?
A capital contribution certificate issued by a limited liability company to shareholders indicates the rights and interests of shareholders. In accordance with the thirtieth provision of the company law, finite A responsible company shall issue a capital contribution certificate to shareholders according to the following circumstances:
First, a limited liability company can issue a capital contribution certificate to shareholders only after the establishment of the company.
A capital contribution certificate is a written voucher representing the rights and interests of shareholders.
The existence of shareholders is based on the establishment of the company, that is to say,
company
If there is no company, there will be no shareholders.
The proof of the existence of shareholders is the certificate of capital contribution.
If it is allowed to issue a capital contribution certificate to shareholders before allowing the establishment of the company, it will not be legal.
Or if it is issued, it can not be called a "capital contribution certificate".
At the same time, if it is allowed to issue before the establishment of the company, it may also cause confusion in the management of the company, which will easily lead to the appearance of fraud and cause adverse effects to the society.
Second, the matters contained in the certificate of investment must comply with the provisions of the company law.
That is, the company's capital contribution certificate must specify the following:
(1) the name of the company.
The name of a company is not only a matter of absolute necessity in the articles of association, but also a certificate of a company's capital contribution certificate. If there is a dispute, it will be difficult to solve.
Therefore, a capital contribution certificate must record the name of a company, which is beneficial for shareholders to exercise shareholder rights, advocate shareholder rights and interests, and is conducive to the management of shareholders.
(2) date of company registration.
The date of the company registration is the date when the company receives the business license. From the date of the company's registration, the shareholders of the company may exercise the shareholder's rights to the company, if not.
company
The date of registration makes it difficult to indicate the date of shareholders' exercise of shareholder rights.
It will cause difficulties for shareholders to exercise shareholder rights.
(3) the registered capital of the company.
The registered capital of a company is the amount of capital actually paid by all shareholders registered in the company registration authority.
A capital contribution certificate specifies the registered capital of a company, and shareholders can clearly know the proportion of registered capital of the company's capital contribution, so as to be able to grasp its share in the distribution of the company's rights and interests.
In order to exercise their shareholders' rights.
(4) the name or name of the shareholder, the amount of capital invested and the date of contribution.
The capital contribution certificate of a limited liability company is different from that of Limited by Share Ltd.
Stock can be divided into registered stock and bearer stock.
A registered stock must record the name of the stockholder on the stock, while the bearer stock does not need to record the shareholder's name on the stock.
A capital contribution certificate must record the name of the shareholder on the certificate of contribution.
The main function of the capital contribution certificate is to show the size of the shareholder's right, while the limited liability company is a company which is combined with the combination of capital and human. However, it is more serious than the human factor. If there is no name or name of the shareholders in the certificate of investment, it may cause the difficulty of the lawsuit and is not conducive to the protection of the interests of the shareholders or the creditors.
Therefore, the capital contribution and the date of contribution are the main contents of the capital contribution certificate.
(5) the number and date of issuance of the capital contribution certificate.
The date of issuance of a capital contribution certificate is a very important legal fact. From the date of issuance of the capital contribution certificate, the shareholder can exercise the shareholder's right to the company.
Third, the company's investment certificate must be stamped with the seal of the company. The company's capital contribution certificate is not covered by the seal of the company, and it has no legal effect, that is, it is not protected by law. The company law stipulates that the company's seal is stamped on the certificate of investment, on the one hand, it indicates that the shareholder has paid the capital contribution to the company. Once the shareholders' rights and interests of the company are infringed, it is protected by law. On the other hand, it also proves that the company has received the property paid by the shareholders, which requires the company to fulfill its obligations, that is, to ensure the rights and interests of the shareholders of the company. Therefore, the company must issue a capital contribution certificate to the shareholders of the company after the establishment of the company. If a certificate of capital contribution is issued to the shareholders in advance, the company shall bear the corresponding legal liability.
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