[Boutique] Shareholder Cooperation Agreement Template

Part 1: Model of Shareholders Cooperation Agreement

Partner: A, male, × year × month × day was born, current address: × city × street × number

Partner: B, the content is the same as above

The partnership is based on the principles of fairness, equality and mutual benefit as follows:

Article 1 Party A and Party B shall voluntarily operate X××, with a total investment of ×10,000 yuan, A contribution of 10,000 yuan, and B contribution of 10,000 yuan, each accounting for x% and ×% of the total investment.

Article 2 This partnership forms a partnership enterprise according to law, and A is responsible for handling industrial and commercial registration.

Article 3 The term of operation of this partnership enterprise is ten years. If you need to extend the time limit, go through the relevant procedures six months before the expiration.

Article 4 The partners shall jointly operate and work together to share risks and jointly bear profits and losses.

Corporate earnings are allocated according to their respective investment ratios.

Corporate debt is borne by the proportion of each investment. After either party repays the debt externally, the other party shall pay off the part of the burden to the other party within 10 days.

Article 5 Others may enter the company, but only with the consent of both parties, and handle the procedures for increasing the amount of capital contributions and enter into supplementary agreements. The Supplementary Agreement has the same effect as this Agreement.

Article 6 The following matters occurred and the partnership was terminated:

The partnership expires;

The partners agree to agree;

The business of the partnership has been completed or cannot be completed;

Other legally prescribed circumstances.

Article 7 The parties may supplement the provisions of this Agreement, and the Supplementary Agreement shall have the same effect as this Agreement.

Article 8 This Agreement shall be in the form of one copy and one copy of each partner. This Agreement shall enter into force on the date of signature by the Partner.

Partner: ×××

Partner: ×××

×年×月×日

2. Description

An individual partnership refers to a voluntary association in which two or more citizens, in accordance with the agreement, provide funds, in kind, technology, etc., jointly operate, work together, share risks, and jointly assume profits and losses. The legal characteristics are: 1 the partnership must have two or more citizens; 2 the partnership is an economic unit united by a partnership contract; 3 the partners must jointly fund, jointly operate, work together, share risks; 4 partnership property All partners have a joint responsibility, and the partners are jointly and severally liable for the partnership debt. Individual partnerships should sign a partnership agreement. A partnership agreement is an agreement that clarifies the relationship of rights and obligations between partners. The General Principles of the Civil Law stipulates that a partner shall conclude a written agreement on the amount of capital contribution, surplus distribution, debt commitment, occupation, withdrawal, and termination of partnership. If the parties have not entered into a written agreement, but have the conditions for partnership, and more than two non-interested persons have proved that there is an oral agreement, the people's court may determine that they have a partnership. The issues that should be noted when signing a partnership agreement are:

Individual partnerships can be typed, approved and registered in accordance with the law, and engaged in operations within the scope of business approved for registration. The partner shall conclude a written agreement on the amount of the capital contribution, the distribution of the surplus, the debt commitment, the occupation, the withdrawal of the partnership, and the termination of the partnership. The rights of the partners are: (1) the management, decision and supervision of the partnership. The business activities of the partnership are jointly decided by the partners. Each person has the right to vote regardless of the amount of capital contribution; 2 the partner has the right to distribute the interests of the partnership; The partner's distribution of the partnership interest shall be based on the proportion of the capital contribution or the contract, and the property accumulated by the partnership shall be owned by the partners; 4 the partner shall have the right to withdraw from the partnership. The partners' obligations are as follows: (1) to maintain the unity of the partnership property in accordance with the partnership agreement; 2 to share the operating loss and debt of the partnership; 3 to assume joint liability for the partnership debt.

The business activities of individual partnerships are jointly determined by the partners, and the partners have the right to execute or supervise. The partner can recommend the person in charge. The business activities of the person in charge of the partnership and other personnel shall be subject to civil liability by all partners. The debts of the partnership shall be borne by the partners in accordance with the proportion of the capital contribution or the agreement. The partners bear joint and several liability for the debts of the partnership, unless otherwise stipulated by law. A partner who repays a partnership debt that exceeds the amount he or she should bear is entitled to recover from other partners.

Article 2: Model Shareholder Cooperation Agreement

Party A:

address:

identity number:

Party B:

address:

identity number:

Party A and Party B have reached the following agreement on the basis of friendly negotiations based on the "Contract Law of the People's Republic of China", the "Company Law" and other relevant laws and regulations.

Name of company to be established, domicile, legal representative, registered capital, business scope and nature

1, company name: limited liability company

2, residence:

3. Legal representative:

4, registered capital: yuan

5. Business scope: The project approved by the industrial and commercial department shall prevail.

6. Nature: The company is a limited liability company established in accordance with the relevant laws and regulations of the Company Law. Both Party A and Party B shall be responsible for the company within the limits of the capital contribution subscribed at the time of registration.

Second, shareholders and their capital contribution

The company is jointly invested by the shareholders of Party A and Party B. The total investment amount is RMB, including the start-up capital and the registered capital, among which:

1, start the capital yuan

Party A's capital contribution, accounting for 50% of the start-up funds;

Party B's capital contribution, accounting for 50% of the start-up funds;

The start-up funds are mainly used for the company's up-front expenses, including leasing, renovation, purchase of office equipment, etc. If there is surplus as the liquidity after the company opens, the shareholders may not withdraw.

Before the opening of the company account, the start-up funds are deposited in a temporary account jointly designated by Party A and Party B. After the company is opened, the balance in the temporary account will be transferred to the company account.

Both Party A and Party B shall transfer the start-up funds payable to the above temporary account within the day of signing this Agreement.

2, registered capital

Party A uses cash as its capital contribution and contributes RMB in RMB, accounting for 50% of the registered capital;

Party B uses cash as its capital contribution and contributes RMB in RMB, accounting for 50% of the registered capital;

The registered capital is mainly used for company registration, and is used for liquidity after the company is opened. Shareholders may not withdraw.

Both Party A and Party B shall deposit the respective registered funds to be deposited into the company's account within the day of the opening of the company's account.

3. Any party who violates the above agreement shall bear the corresponding liability for breach of contract in accordance with Article 8.1 of this Agreement.

Third, the company management and functional division of labor

1. The company does not have a board of directors, and has executive directors and supervisors for a term of three years.

2. Party A is the company's executive director and general manager, responsible for the day-to-day operation and management of the company. Specific responsibilities include:

Handle the company registration procedures;

Recruit employees according to the company's operational needs;

Approval of daily matters.

Other duties required by the company's daily operations.

3. Party B serves as the supervisor of the company and is specifically responsible for:

Provide necessary assistance to Party A's operation and management;

Check company finances;

Supervise Party A's actions in performing company duties;

Other duties as stipulated in the company charter.

4. Party A's salary is RMB/month, and Party B's salary is RMB/month, which are paid from the temporary account or company account.

5, major issues

The company does not have a shareholder meeting. In case of major events as follows, it must be approved by both Party A and Party B.

It is proposed that the company provides guarantees for shareholders, other enterprises and individuals;

Determine the company's business policy and investment plan;

Other matters as stipulated in Article 38 of the Company Law.

For the decision on the above-mentioned major issues, if the opinions of both parties are inconsistent, the following measures shall be taken without prejudice to the interests of the company:

6. In addition to the above-mentioned major issues that need to be discussed, both parties agree to hold a weekly shareholder meeting to summarize the company's operations in the previous stage and plan the company's next phase of operations.

Fourth, funds, financial management

1. Before the establishment of the company, the funds shall be uniformly collected and paid by the temporary account, and shall be jointly supervised and used by both parties. If one party disagrees with the use of the other party's funds, the other party shall give a reasonable explanation, otherwise one party has the right to demand compensation from the other party. .

2. After the establishment of the company, the funds will be uniformly collected and paid by the opened company account, and the financial affairs will be handled by the financial accounting personnel jointly employed by both parties. The company's accounts should be settled in the day and the relevant statements should be promptly signed by both parties. Accreditation filing.

Five, profit and loss distribution

1. Profits and losses, both A and B share and bear in accordance with the paid contribution ratio.

2, the company's after-tax profit, in the company's previous quarterly losses, and the withdrawal of the statutory reserve fund, before the shareholder dividends. The specific system of shareholder dividends is:

Dividend time: The first quarter of the first month of each quarter is the last quarter profit.

The amount of dividends is 60% of the remaining profit of the previous quarter, and both parties are paid according to the paid contribution ratio.

The company's statutory reserve fund has accumulated more than 50% of the company's registered capital, and can no longer be withdrawn.

Sixth, the agreement to convert or withdraw shares

1. Conversion of shares: During the year of establishment of the company, shareholders may not transfer equity. Since the first year, with the consent of one shareholder, the other shareholder may transfer the equity. At this time, the untransferred party has the priority to transfer the equity to be transferred.

If a shareholder transfers its entire equity to another party and the nature of the company is changed to a one-person limited liability company, the transferor shall be responsible for handling the corresponding change registration procedures, but if the company loses legal personality due to the illegal transfer of the equity transfer, the transferor Should bear the main responsibility.

If the company intends to transfer the shares to a third party, the third party's funds, management capabilities and other conditions shall not be lower than the transferor, and the consent of the untransferred party shall be separately obtained.

If the transferor transfers the equity in violation of the above-mentioned agreement, the transfer shall be invalid and the transferor shall pay the defaulting party the non-transferable party.

2, withdrawal:

A shareholder must first repay its personal debts to the company and obtain the written consent of the other party's shareholders before it can withdraw the shares. Otherwise, the share withdrawal will be invalid, and the proposed shareholder should still enjoy and assume the rights and obligations of the shareholders.

Shareholders withdraw shares:

If the company is profitable, 60% of the company's total profit will be distributed according to the share of the company's actual contribution, and another 40% will be the company's asset depreciation expense. The sharer may not request the distribution. After the dividend is paid, the withdrawal party can The original total investment amount is refunded.

If the company has no profit, 80% of the company's existing total assets will be distributed according to the shareholder's contribution ratio, and another 20% will be the company's asset depreciation expense. The withdrawal party may not request the allocation. In this case, the withdrawal party may not request any further. Return the original total investment.

Any time the share withdrawal is settled in cash.

If the nature of the company changes due to the withdrawal of one party, the returning party shall be responsible for handling the change registration after the withdrawal of shares.

3. Capital increase: If the company's reserve funds are insufficient and need to increase capital, each shareholder will increase the capital contribution according to the proportion of capital contribution. If all shareholders agree, other capital increase measures may be determined according to the specific situation. If the third party shares are added, the third party should recognize this. The contents of the agreement and share and assume the rights and obligations of the shareholders under this agreement, and the shareholding matters must be unanimously agreed by all shareholders.

Seven, the termination or termination of the agreement

1. This Agreement shall terminate if: the company fails to be established due to objective reasons; the company's business license is revoked according to law; the company is declared bankrupt according to law; and both parties agree to terminate this agreement.

2. After the dissolution of this Agreement: Party A and Party B shall jointly conduct liquidation, and may employ Zhongcuo to participate in liquidation if necessary; if there is any surplus after liquidation, both parties shall pay back the capital after the company has paid off all the debts, and allocate the remaining assets according to the proportion of capital contribution. If there is a loss after liquidation, the parties shall share the capital contribution ratio. If the shareholders have to bear joint and several liability for the company's debt, the parties will repay the capital contribution ratio.

Eight, liability for breach of contract

1. If either party violates the agreement, if it fails to make full payment, it shall be replenished within the day. If the company fails to establish the company as scheduled or causes losses to the company, it shall be liable to the company and the observant party.

2. In addition to the above-mentioned capital breach, if any party violates the provisions of this Agreement and causes losses to the company's interests, it shall be liable to the company and pay the breach of contract.

3. Other liability for breach of contract as agreed in this Agreement.

Nine, other

1. This Agreement shall come into force on the date of signature and drawing by both parties. The unfinished matters shall be signed by the two parties separately, and the supplementary agreement shall have the same legal effect as this Agreement.

2. In the agreement stipulated in this Agreement, if the internal rights and obligations of Party A and Party B are involved, if it is inconsistent with the company's articles of association, this Agreement shall prevail.

3. Due to disputes arising from this Agreement, both parties shall resolve the dispute as far as possible. If the negotiation fails, the dispute may be submitted to the people's court of the company's domicile for settlement.

4. This Agreement is in duplicate. Each Party A and Party B shall hold one copy and have the same legal effect.

person A person B:

Signing time: XX year and month

Part 3: Model Shareholder Cooperation Agreement

Contracting partners:

Name ____, gender ____, age ____, address ______.

Article 1 Partnership Purpose

____________

Article 2 Partnership Projects and Scope

____________

Article 3 Partnership Period

The term of the partnership is ____ years, from ____________________ to ____

Year ____ month ____ day.

Article 4 Capital Contribution, Method, Term

1. Partner ____ is funded by ____, which is RMB ____ yuan.

2. The capital contribution of each partner shall be paid before ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Loss.

3. The total contribution of the partnership is RMB ____. During the partnership, the capital contribution of each partner is still shared property, and the division is not allowed to be arbitrarily requested. After the termination of the partnership, the capital contribution of each partner is still owned by the individual and will be returned at that time.

also.

Article 5: Earnings Distribution and Debt Commitment

1. Earnings distribution, based on ____, is distributed proportionally.

2. Debt commitment: the partnership debt is first repaid by the partnership property, and when the partnership property is insufficient, the partnership is

The ____ of the person is based on the proportion.

Article 6: Appointment, withdrawal, and transfer of capital contribution

1. Occupation: 1 need to recognize this contract; 2 need to be agreed by all partners; 3 the right to enforce the contract

obligation.

2. Withdrawal: 1 need to have a valid reason before you can withdraw from the partnership; 2 you must not withdraw from the partnership when the partnership is unfavorable;

Inform the other partners in the previous ____ month and agree with all the partners; 4 After the withdrawal, the property status at the time of withdrawal

Settlement, regardless of the way of funding, is settled by money; 5 withdraw from the partnership without the consent of the partners

If the loss is caused by the partner, compensation shall be paid.

3. Transfer of capital: Allow the partner to transfer his own capital. The partner has the first transfer right when transferring.

If a third party other than the transfer partner is employed, the third party shall be treated as an employer, otherwise the transferor shall be treated as a transferor.

Article 7 Rights of the person in charge of the partnership and other partners

1.____ is the person in charge of the partnership. Its permission is: 1 to conduct business abroad, to enter into a contract;

Daily business management; 3 sale of partnership products, purchase of common goods; 4 payment of partnership bonds

Business; 5______.

2. The rights of other partners: 1 Participate in the management of the partnership; 2 Listen to the person in charge of the partnership to conduct business

Report of the situation; 3 check the partnership book and business situation; 4 jointly decide the major issues of the partnership.

Article 8 Prohibition

1. It is forbidden for any partner to conduct business activities in the name of partnership without the consent of all partners;

Its business benefits from the partnership, resulting in losses based on actual losses.

2. Prohibit the business of partner management and partnership competition.

3. It is forbidden for partners to join other partnerships.

4. Prohibit partners from signing a contract with this partnership.

5. If the partner violates the above-mentioned articles, the actual loss shall be compensated according to the partnership.

The buddy decided to remove the name.

Article 9 Matters after termination and termination of partnership

1. The partnership is terminated by one of the following reasons: 1 the partnership period expires; 2 all partners agree to terminate the partnership

Relationship; 3 partnership is completed or cannot be completed; 4 partnership is violated by law; 5 court is based on

The party requested the dissolution of the judgment.

2. Matters after the termination of the partnership: 1 Recommend the liquidator immediately, and invite the ____ intermediary to participate in the liquidation; 2 If there is a surplus after the liquidation, the debt will be collected, the debt will be paid off, and the capital will be returned.

The order in which the remaining assets are distributed is carried out. Fixed assets and indivisible objects can be sold to partners or third parties at their prices.

The price is involved in the distribution; 3 If there is a loss after the liquidation, regardless of the amount of capital contributed by the partner, the property will be repaid in the joint property first.

The portion of the partnership property that is insufficiently paid off shall be borne by the partner in proportion to the capital contribution.

Article 10: Settlement of disputes

If there is a dispute between the partners, they should be consulted together and solved in accordance with the principle of facilitating the development of the partnership.

If the consultation fails, you can resort to the court.

Article 11 This contract shall come into effect and commence business from the date of its conclusion and approval to the approval of the industrial and commercial administration.

Article 12 If there are any unfinished matters in this contract, it shall be discussed or supplemented or supplemented by the partners.

The content of the change has the same effect as this contract.

Article 13 Other

______________________

Article 14 The original form of this contract is ____ copies, and each partner shall hold one copy and send one to each

Share.

partner:____

__year month day

Partnership Agreement II

Partnership agreement

1. Format partnership agreement

Partner: A, male, × year × month × day was born, current address: × city ×

Street × number

Partner: B, the content is the same as above

The partnership is based on the principles of fairness, equality and mutual benefit as follows:

The first one is a voluntary partnership between the two parties, XX, and the total investment is 10,000 yuan.

Capital × 10,000 yuan, B capital × 10,000 yuan, each accounting for x% of the total investment, ×%.

Article 2 This partnership forms a partnership enterprise according to law, and A is responsible for handling industrial and commercial registration.

Article 3 The term of operation of the partnership enterprise is ten years. If it is necessary to extend the time limit, six months before the expiration of the period

Go through the relevant procedures.

4. Article 4 The partners shall jointly operate and work together to share risks and jointly reduce profits and losses.

Corporate earnings are allocated according to their respective investment ratios.

Corporate debt is borne by the proportion of each investment. After either party repays the debt externally, the other party should

In the case of ten days, the party will pay off the part of the burden.

Article 5 Others may enter the enterprise, but only with the consent of both parties, and apply for the increase in the amount of capital contribution.

A supplementary agreement. The supplementary agreement has the same effect as this agreement.

Article 6 The following matters occurred and the partnership was terminated:

The partnership expires;

The partners agree to agree;

The business of the partnership has been completed or cannot be completed;

Other legal circumstances.

Article 7 The parties may supplement the provisions of this Agreement, and the Supplementary Agreement shall have the same effect as this Agreement.

Article 8 This Agreement shall be in the form of a copy of each of the partners. This Agreement shall be signed by the Partner.

Effective from the date.

Partner: ×××

Partner: ×××

×年×月×日