Joint venture contract (semi-closed type)
Party A: _________
Economic nature: _________ ownership.
Party B: _________
Economic nature: _________ ownership.
Based on the principle of mutual benefit and common development, the two sides have unanimously decided to jointly fund the joint operation of the _________ company. This Agreement is entered into.
The first joint purpose: _________.
The second production project of the joint venture: _________.
Article 3 Name of the joint venture _________ City _________ Company.
address:_________.
Affiliation: _________.
Economic nature: _________ joint venture.
Accounting method: joint operation, unified accounting, and a total of profit and loss.
Article 4 The scope and mode of operation of the joint venture: _________.
Article 5 Joint Investment Method, Amount and Investment Term
The total investment of the company is RMB _________ yuan.
Party A's investment amount: _________ yuan, accounting for _________% of total investment. Among them, cash: _________ yuan; factory: _________ yuan, depreciation rate _________% per year; mechanical equipment: _________ yuan, depreciation rate _________% per year; special tools: _________ yuan, depreciation rate _________ per year %; land acquisition compensation fee: _________ yuan; patent right: _________ yuan; trademark rights: _________ yuan; technical achievements: _________ yuan.
Party B's investment amount: _________.
Investment payment date: _________ years _________ months _________ days.
Article 6 The increase or decrease of the company's funds shall be decided by the board of directors, and shall be reported to the associate members for consultation, and the provisions on the distribution ratio of this agreement shall be reasonably adjusted according to the increase or decrease of funds.
Article 7 The company's property is shared by all members of the joint venture. No party may dispose of all or any part of the company's property, assets, interests and liabilities without the unanimous approval of all members of the joint venture.
Article 8 The amount of capital contribution of the associate members and their rights and interests acquired by participating in the joint venture shall not be transferred.
Article 9 Rights and Obligations of Joint Members
Party A: _________.
Party B: _________.
Article 10 Taxation, Profit Distribution and Risk Taking
After the company's income, after paying the product tax and business tax according to the law, Party A and Party B shall pay income tax in the taxation department of their place.
The company's income, after the withdrawal of reserve funds, enterprise development funds and employee welfare incentive funds, is distributed according to the following price: Party A: _________%; Party B: _________%.
The two parties bear the loss or risk of the company according to the above ratio.
The withdrawal ratio of the reserve fund, enterprise development fund and employee welfare incentive fund listed in the preceding paragraph shall be formulated by the board of directors, but shall not exceed _________% of the gross profit.
Article 11 Organization of Joint Ventures
The company implements the manager responsibility system led by the board of directors. The board of directors is the company's highest decision-making body, and regular board meetings are held to determine all major issues of the company. In case of emergency, the board of directors may be convened from time to time.
The board of directors consists of _________ directors. Party A delegates _________ name, and Party B delegates _________ name. The chairman of the board of directors shall be appointed by Party A and the vice chairman shall be appointed by Party B. The term of the board of directors shall be _________ years, and the appointed party shall continue to be appointed for re-election. If there is a temporary change in the members of the Dongdi, the original unit of the director may be replaced by a suitable candidate.
The chairman, vice chairman and directors may concurrently serve as managers, deputy managers or other positions of the company.
Article 12 Management of the company
The company is sent and operated by the parties to the joint venture. The company's business policy and major decisions are adopted by the board of directors.
The company has an operation management organization responsible for the daily operation and management of the company. The management organization has one manager, which is recommended by the _________ party; the deputy manager _________ is recommended by the _________ party. The manager and deputy manager are employed by the board of directors for a term of _________ years.
The company's chief accountant is recommended by the _________ party, and the _________ party recommends _________ name assistance.
The company's financial accounting accounts are supervised and inspected by the associate members.
Article 13 Liability for breach of contract
1. If either party to the joint venture fails to submit the capital contribution in accordance with the provisions of this contract, the defaulting party shall deliver _________% of the amount of the capital to be paid to the observant party for every _________ days. If the overdue _________ days are still not submitted, in addition to the _________% of the liquidated damages, the observant party has the right to request the termination of the contract and the defaulting party to compensate the loss. If the parties agree to continue to perform the contract, the defaulting party shall compensate the company for the economic losses caused by the breach of contract.
2. Handling of force majeure conditions: _________.
3. In the event of a dispute arising from the implementation of the agreement, the parties shall send representatives to resolve the dispute or invite the competent authorities of both parties to arbitrate.
4. Joint members shall not withdraw from the joint venture halfway. If you withdraw from the middle of the journey, in addition to the total losses caused by the compensation, _________% of the additional amount of the capital is used as liquidated damages.
5. Joint members shall not join other semi-closed joint ventures during the duration of this joint venture. In case of violation of these regulations, it is deemed to be withdrawn from the middle, and the penalty is imposed according to the preceding paragraph.
Article 14 After being signed by the representatives of both parties, this contract shall be submitted to the relevant competent authorities for approval before it becomes effective. If there are any unfinished matters in the contract, the joint members shall jointly negotiate to make additional provisions.
Article 15 The effective date of this contract, that is, when the board of directors of the company is established. The company's board of directors is responsible for supervising and checking the performance of the parties.
Article 16 The original form of this contract is _________ copies, each party shall hold one copy and the company shall keep one copy. A copy of the agreement is _________ points, one for each of _________, _________, and _________.
person A person B:_________
Legal representative: _________ Legal representative: ______
Bank account: _________ Bank account: _________
Address: _________ Address: _________
Notary or attestation authority: _________
_________Year ____________________________________________
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