As long as more than two-thirds of the shareholders with voting rights vote to pass it.

In accordance with the provisions of the Company Law, capital increase and share expansion should be decided by the shareholders' meeting. First, the board of directors proposes a capital increase proposal, and then convenes and votes on the shareholders' meeting in accordance with legal procedures. The resolution of the shareholders' meeting to increase the company's registered capital must be approved by shareholders representing more than two-thirds of the voting rights (if the company's articles of association have higher requirements, the company's articles of association shall prevail).

If you hold 90% of the company's shares, the shareholders' meeting should be able to legally pass a resolution to increase capital, unless the company's articles of association stipulate that the capital increase must be unanimously approved by all shareholders. However, investment should follow the principle of voluntariness, and majority shareholders should not force minority shareholders to increase capital.

Even if a shareholder is unwilling to increase capital, his equity cannot be expropriated. If other shareholders increase their capital, the equity of the shareholder who has not increased their capital will be diluted. However, the shareholder will still have the right to enjoy shareholder rights and assume shareholder obligations based on the proportion of his diluted equity.

Extended information:

Shareholders refer to individuals or units that have limited or unlimited liability for the debts of a joint-stock company and enjoy dividends and dividends by virtue of holding stocks.

Shareholders who contribute capital to subscribe for stocks in a joint-stock company not only have certain rights, but also bear certain obligations. The main rights of shareholders are: the right to participate in shareholders' meetings and vote on major company matters; the right to elect company directors and supervisors; the right to distribute company profits and enjoy dividends; the right to request for the issuance of stocks; the right to request stock transfer; and the right to request that unregistered stocks be changed to registered stocks. ; The right to dispose of the remaining property when the company fails and declares bankruptcy.

The size of shareholders’ rights depends on the type and number of stocks held by shareholders.

Legal status

1. Regarding the relationship between shareholders and the company, according to the "Company Law", shareholders enjoy the rights of asset returns, participation in major decisions and selection of managers.

2. In terms of the relationship between shareholders, all shareholders have equal status. In principle, the same shares have the same rights and the same benefits. However, other provisions may be made in the company's articles of association.

Capital increase

Stock market terms. The issuance of new shares by an established joint-stock company is called a capital increase. Listed companies often increase capital (paid allotment) or increase capital reserves (free allotment) for business needs.

The concept of capital increase: the act of an enterprise increasing its registered capital in accordance with the law in order to expand its operating scale, broaden its business, and improve its credit rating.

Process

1. The authorized person in charge of the capital increase company should bring the original and copy of his company license and his or her ID card to the branch of the Industrial and Commercial Bureau that issued the license to collect the corresponding form. Collect it at the domestic investment consultation counter. Completed on the same day

2. When collecting the form, the relevant personnel from the Industrial and Commercial Bureau will inform you of the materials and objects required for processing and the content that needs to be filled in the form.

Required information:

(1) Application for company change registration.

(2) Proof of designated representative or *** and authorized agent.

(3) Capital verification report.

(4) Company shareholder resolution.

(5) Amendment to the Articles of Association.

(6) Original and duplicate of the license.

(7) Agent’s ID card.

3. Fill in the company change registration application form, the certificate of the designated representative or the ***’s authorized agent, and the relevant personnel shall sign and stamp the official seal. Prepare shareholder resolutions and amendments to company articles of association. Can be made in multiple copies for keeping. Signed by relevant personnel and stamped with official seal. (This step can be completed successfully in 1 working day)

If you have any doubts about whether the company's shareholders' resolution or the amendment to the company's articles of association can be passed, you can bring these two documents and the license to the branch of the Industry and Commerce Bureau that issued the license. , consult first. Counter that excludes domestic investment.

4. Contact the accounting firm and bank, transfer the amount to be increased to the company’s temporary account for capital verification, and the bank where the account is located shall issue a certificate (receipt receipt, statement and bank confirmation letter reply) ( 3-4 working days).

Send the certificate (mailed by the bank to the firm), business license and previous capital verification report to the accounting firm, and the firm will issue a capital verification report (1-2 working days). (If you need to save the time when funds are frozen, you can open a zero-hour capital verification account after completing the third step).

Fees: The accounting firm charges one thousandth of the registered capital. (Capital increase report of import and export companies).

5. After the required preparation materials and equipment are completed, the agent will submit them to the branch of the Industrial and Commercial Bureau that issued the license for on-site review. If approved, the "Enterprise Registration Application Receipt Certificate" will be issued.

6. After the review is completed within 5 working days, you can use the date indicated on the "Enterprise Registration Application Receipt Receipt" to receive a new business license with this document.

7. Fees: If the sum of the increased registered capital (registered capital) and the original registered capital (registered capital) does not exceed 10 million yuan, a cost of 0.8‰ for the increase and a full cost of 10 yuan will be charged. (For detailed charges, please refer to the "Administrative Charges Catalog").

8. After receiving the new license, use the legal person ID card to unfreeze the company's temporary capital verification account and transfer the funds to the corresponding account.

A summary of the capital increase process:

1. Each shareholder agrees to the resolution of the shareholders’ meeting to increase capital (passed by votes of shareholders with more than two-thirds of the voting rights).

2. Modify or supplement the articles of capital increase.

3. Invest capital increase (or hire an appraisal company to conduct physical/intangible asset appraisal).

4. Hire an accounting firm to issue a capital verification report.

5. Handle a series of changes in industrial and commercial, taxation and other registration changes.

Significance

1. Raise operating capital.

2. Maintain existing operating funds and reduce shareholder income distribution.

3. Adjust the shareholder structure and shareholding ratio.

4. Improve the company’s credit and obtain legal qualifications.

5. Let enterprises obtain higher benefits.

Baidu Encyclopedia (shareholder) Baidu Encyclopedia (capital increase)