The following is the rule I am looking for, I hope it will help you.
Establishment of partnership enterprises
Article 14
To establish a partnership enterprise, the following conditions shall be met: (1) There are two or more partners. Partners who are natural persons shall have full capacity for civil conduct; (2) Having a written partnership agreement; (3) The amount of capital contribution subscribed or paid by the partners; (4) Having the name of the partnership enterprise and the place of production and business operation; (5) Other conditions stipulated by laws and administrative regulations.
Article 15
The name of a partnership enterprise shall be marked with the words "general partnership".
Article 16
Partners may contribute their capital in cash, in kind, intellectual property rights, land use rights or other property rights, or they may contribute their capital in labor services. Where a partner contributes capital in kind, intellectual property rights, land use rights or other property rights, it may be determined by all partners through consultation, or it may be entrusted by all partners to a statutory appraisal agency for appraisal. Where the partners contribute capital by labor services, the evaluation method shall be determined by all partners through consultation and agreed in the partnership agreement.
Article 17
Partners shall fulfill their capital contribution obligations in the manner, amount and payment period agreed in the partnership agreement. Where capital contribution is made by non-monetary property, it shall be handled in accordance with the provisions of laws and administrative regulations. If it is really necessary to go through the formalities of property right transfer, it shall go through the formalities of property right transfer.
Article 18
The partnership agreement shall specify the following items: (1) the name of the partnership enterprise and the location of its main business place; (2) the purpose and business scope of the partnership; (3) the name and domicile of the partner; (4) The mode, amount and duration of capital contribution of the partners; (five) the way of profit distribution and loss sharing; (six) the implementation of partnership affairs; (7) Joining and quitting the partnership; (8) dispute settlement methods; (9) dissolution and liquidation of the partnership enterprise. (10) Liability for breach of contract.
Article 19
The partnership agreement shall come into effect after being signed and sealed by all partners. Partners shall enjoy rights and perform obligations in accordance with the partnership agreement. Modifying or supplementing the partnership agreement shall be unanimously agreed by all partners; However, unless otherwise agreed in the partnership agreement. Matters not stipulated or clearly stipulated in the partnership agreement shall be decided by the partners through consultation; If negotiation fails, it shall be handled in accordance with the provisions of this Law and other relevant laws and administrative regulations.
Section 2 Partnership Property
Article 20
The capital contribution of partners, income obtained in the name of the partnership and other property obtained according to law are the property of the partnership.
Article 21
Before the liquidation of the partnership, the partners may not request the division of the partnership's property; However, unless otherwise provided for in this Law. Before the liquidation of the partnership, if the partners privately transfer or dispose of the property of the partnership, the partnership may not use the property against a bona fide third party.
Article 22
Unless otherwise agreed in the partnership agreement, when a partner transfers all or part of his share of property in the partnership to a person other than the partner, it must be unanimously agreed by the other partners. When transferring all or part of the property share in the partnership between partners, the other partners shall be informed.
Article 23
Where a partner transfers his share of the property in the partnership to a person other than the partner, other partners have the preemptive right under the same conditions; However, unless otherwise agreed in the partnership agreement.
Article 24
If a person other than a partner receives a partner's share of property in the partnership enterprise according to law, he will become a partner of the partnership enterprise after the partnership agreement is amended, and enjoy rights and perform obligations in accordance with this Law and the amended partnership agreement.
Article 25
If a partner pledges his share of the property in the partnership, it must be unanimously agreed by the other partners; Without the unanimous consent of other partners, the behavior is invalid and causes losses to a bona fide third party, and the actor shall be liable for compensation according to law.
Section III Implementation of Partnership Affairs
Article 26 Partners shall enjoy equal rights in the execution of partnership affairs. According to the partnership agreement or the decision of all partners, one or several partners may be entrusted to perform partnership affairs on behalf of the partnership enterprise. If a legal person or other organization acts as a partner to carry out partnership affairs, it shall be carried out by its designated representative. Article 27 If one or more partners are entrusted to carry out partnership affairs in accordance with the provisions of the second paragraph of Article 26 of this Law, the other partners will no longer carry out partnership affairs. A partner who does not perform partnership affairs has the right to supervise the executive partner to perform partnership affairs. Article 28 Where one or more partners carry out partnership affairs, the partners who carry out partnership affairs shall regularly report to the other partners on the implementation of the affairs and the operating and financial conditions of the partnership enterprise. The profits arising from the implementation of partnership affairs shall be owned by the partnership enterprise, and the expenses and losses incurred shall be borne by the partnership enterprise. Partners have the right to consult the accounting books and other financial materials of the partnership to understand the operation and financial status of the partnership. Article 29 Where a partner carries out partnership affairs alone, the partner who carries out partnership affairs may raise objections to the affairs carried out by other partners. When an objection is raised, the execution shall be suspended. Disputes shall be decided in accordance with the provisions of Article 30 of this Law. If the partner entrusted to carry out the partnership affairs fails to carry out the affairs in accordance with the partnership agreement or the decisions of all the partners, the other partners may decide to cancel the entrustment. Article 30 Partners shall make resolutions on matters related to the partnership enterprise in accordance with the voting method agreed in the partnership agreement. If the partnership agreement is not stipulated or clearly stipulated, the voting method of one person, one vote and more than half of all partners shall be implemented. Where there are other provisions on the voting method of partnership enterprises in this Law, those provisions shall prevail. Article 31 Unless otherwise agreed in the partnership agreement, the following matters of a partnership enterprise shall be unanimously agreed by all partners: (1) Change the name of the partnership enterprise; (2) Changing the business scope and the location of the main business premises of the partnership; (3) Disposing of the real estate of the partnership enterprise. (4) Transferring or disposing of the intellectual property rights and other property rights of the partnership; (5) Providing guarantee for others in the name of partnership; (6) employing persons other than the partners as the management personnel of the partnership enterprise. Article 32 A partner shall not engage in business competing with the partnership on his own account or in cooperation with others. Unless otherwise agreed in the partnership agreement or unanimously agreed by all partners, partners may not conduct transactions with the partnership enterprise. Partners shall not engage in activities that harm the interests of the partnership. Article 33 The profit distribution and loss sharing of a partnership enterprise shall be handled in accordance with the partnership agreement. If the partnership agreement is not stipulated or clearly stipulated, it shall be decided by the partners through consultation; If negotiation fails, the partners shall allocate and share the capital contribution in proportion to the paid-in capital; If the proportion of capital contribution cannot be determined, it shall be equally distributed and shared by the partners. The partnership agreement shall not stipulate that all profits shall be distributed to some partners or all losses shall be borne by some partners. Article 34 Partners may increase or decrease their capital contribution to the partnership enterprise in accordance with the partnership agreement or upon the decision of all partners. Article 35 The designated management personnel of the partnership enterprise shall perform their duties within the scope authorized by the partnership enterprise. If the management personnel appointed by the partnership enterprise perform their duties beyond the scope authorized by the partnership enterprise, or cause losses to the partnership enterprise due to intentional or gross negligence in the course of performing their duties, they shall be liable for compensation according to law. Article 36 A partnership enterprise shall establish financial and accounting systems in accordance with the provisions of laws and administrative regulations.
If it's just a small shop. That shouldn't be so complicated. Just discuss everything according to the proportion of capital contribution.