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Corporate Service - China

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Q&A Regarding New Company Law of 2024 (10)

Answer
Q:
What should the company do with the equity lost by the shareholder?
A:
The equity lost by the shareholder shall be transferred according to law, or the registered capital shall be correspondingly reduced and the equity shall be deregistered; If it is not transferred or deregistered within six months, the other shareholders of the company shall pay the corresponding capital contribution in full according to the proportion of their capital contribution.

Q:
What should shareholders do if they object to the loss of rights?
A:
If shareholders have objections to the loss of rights, they shall bring a suit in a people's court within 30 days from the date of receipt of the notice of the loss of rights.

Q:
What is the capital contribution certificate?
A:
A capital contribution certificate shall be issued to the shareholders after the establishment of a limited liability company which shall record the following items:
  1. The name of the company;
  2. The establishment date of the company;
  3. The registered capital of the company;
  4. The name, the amount, method and date of capital contribution subscribed of the shareholder;
  5. The number and date of issuance of the capital contribution certificate;
The capital contribution certificate shall be signed by the legal representative and sealed by the company.

Q:
What is the register of shareholder members?
A: A limited liability company shall prepare a register of shareholder members, which shall record the following items:
  1. The name and domicile of the shareholder;
  2. The amount, method and date of capital contribution subscribed of the shareholder;
  3. The number of the capital contribution certificate;
  4. The date of acquisition and disqualification as a shareholder;
A shareholder recorded in the register of shareholder members may claim to exercise the rights of shareholders in accordance with the register of shareholder members.

Q:
What is the authority of the company?
A: The shareholders' meeting of a limited liability company shall be composed of all the shareholders. The shareholders' meeting is the authority of the company and exercises relevant functions and powers in accordance with the Company Law.

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