1, agreement control law, concerted action agreement: the founder and all new shareholders sign a concerted action agreement to ensure control over the company, voting rights: the founder and all new shareholders sign a proxy voting agreement, which can also guarantee their own control over the company;
2. The board of directors should design a control law, stipulating in the articles of association that the founders should occupy more than two thirds of the seats, the increase of the board seats and the emergence of new directors must be approved by the founders, and the amendment of the articles of association must be approved by the founders. In this way, control can also be maintained.
3. Design AB sharing system. The AB share system is actually about voting rights, and the same share has different rights. A shares are ordinary shares, and 1 shares have 1 voting rights, but B shares 1 shares can be equivalent to 10 or even 20 voting rights. China's company law stipulates that the same shares have the same rights, although there was a news some time ago that for some innovative enterprises, the same shares can have different rights.
The relevant obligations of shareholders are as follows:
1. Abide by laws, administrative regulations and the Articles of Association;
2. Pay the capital contribution in full and on time, and may not withdraw the capital contribution;
3. Do not abuse the rights of shareholders to harm the interests of the company or other shareholders; Should be liable for compensation according to law;
4. Do not abuse the company's independent legal person status and the limited liability of shareholders to harm the interests of the company's creditors.
Shareholders of a company who abuse the independent status of a company as a legal person and the limited liability of shareholders to evade debts and seriously damage the interests of creditors of the company shall be jointly and severally liable for the debts of the company.
laws and regulations
Company Law of the People's Republic of China
Article 37 The shareholders' meeting shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) Electing and replacing directors and supervisors who are not employee representatives, and deciding on the remuneration of directors and supervisors;
(3) Examining and approving the report of the board of directors;
(4) Examining and approving the reports of the board of supervisors or supervisors;
(5) To examine and approve the annual financial budget plan and final accounts plan of the company;
(VI) To examine and approve the company's profit distribution plan and loss recovery plan;
(7) To make resolutions on the increase or decrease of the registered capital of the company;
(8) To make resolutions on the issuance of corporate bonds.
(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
(10) Amending the Articles of Association.
(eleven) other functions and powers stipulated in the articles of association.
Where the shareholders unanimously agree to the matters listed in the preceding paragraph in writing, they may make a decision directly without convening a general meeting of shareholders, and all shareholders shall sign and seal the decision document.