Partner: _ _ _ _ _ _ _ _ _
Name _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
(Other partners should fill in the above items in the order)
Article 1 Purpose of partnership
Article 2 Project and scope of partnership operation
Article 3 Term of Partnership
The term of the partnership enterprise is _ _ _ _ _ _ _ _ _ years.
Article 4 The amount, mode and duration of capital contribution
1. Partner _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
(Other partners are listed in the same order as above)
2. The capital contribution of each partner shall be paid in full before _ _ _ _ _ _ _ _ _.
3. The contribution of this partnership is RMB _ _ _ _ _ _ _ _ _. During the partnership, the capital contribution of each partner is * * * property, and it is not allowed to ask for division at will. After the termination of the partnership, each partner's capital contribution will still be owned by the individual and will be refunded at that time.
Article 5 surplus distribution and debt commitment
1. Income distribution, based on _ _ _ _ _ _ _ _ _, distributed in proportion.
2. Debt commitment: the partnership debt shall be repaid in priority by the partnership property. If the partnership property is insufficient to pay off, it shall be borne in proportion based on the _ _ _ _ _ _ _ _ _ of each partner.
Article 6 Access, Withdrawal and Transfer of Capital Contribution
1. Occupation: ① This contract needs approval; (2) With the consent of all partners; (3) to implement the rights and obligations stipulated in the contract.
2. Quit the partnership: ① You can quit the partnership only if there are justified reasons; (2) Do not quit when the partnership is unfavorable; (three) to quit the partnership, it is necessary to notify the other partners _ _ _ _ months in advance and get the consent of all partners; (4) After withdrawing from the partnership, the settlement shall be made according to the property status at the time of withdrawing from the partnership, and the settlement shall be made in currency no matter how the contribution is made; (5) If the withdrawal of the partnership without the consent of the contractor causes losses to the partnership, it shall be compensated.
3. Transfer of capital contribution: Partners are allowed to transfer their own capital contribution. At the time of transfer, the partners have the priority to be assigned. If a third party other than the partner is transferred, the third party will be regarded as joining, otherwise the transferor will be regarded as quitting.
Article 7 Rights of the person in charge of the partnership and other partners
1._ _ _ _ _ _ is the head of the partnership. Its functions and powers are: ① to handle foreign business and sign contracts; (2) the daily management of the partnership enterprise; (3) Selling partnership products (commodities) and purchasing commonly used commodities; (4) Paying off the partnership debts; ⑤____________。
2. Rights of other partners: ① Participate in the management of the partnership; (two) to listen to the report on the business development of the person in charge of the partnership; Check the account books and operating conditions of the partnership; (4) * * * to decide on major issues of the partnership.
Article 8 prohibited acts
1. Without the consent of all partners, it is forbidden for any partner to conduct business activities in the name of partnership without permission; If the profits from its operation belong to a partnership, it shall compensate for the losses according to the actual losses.
2. Partners are prohibited from engaging in businesses that compete with the partnership.
3. Partners are prohibited from joining other partnerships.
4. It is forbidden for partners to sign contracts with this partnership.
5. If a partner violates the above terms, he shall make compensation according to the actual losses of the partnership. Discourage those who refuse to listen can be decided by all partners to be removed from the list.
Article 9 Termination of partnership enterprise and matters after termination
1. The partnership is terminated for one of the following reasons: ① the partnership term expires; ② All partners agree to terminate the partnership; (3) The partnership enterprise has been established or cannot be established; (4) The partnership enterprise is revoked in violation of laws. The court decided to dissolve according to the request of the parties.
2. Matters after the termination of the partnership: ① Immediately nominate liquidators and invite _ _ _ _ _ _ _ _ _ intermediaries (or notaries) to participate in liquidation; (2) If there is surplus after liquidation, it shall be carried out in the order of collecting creditor's rights, paying off debts, returning capital contribution and distributing surplus property in proportion. Fixed assets and inseparable items can be sold to partners or third parties at a fixed price, and the price participates in the distribution; (3) In case of losses after liquidation, no matter how much the partners have contributed, the partnership property shall be used to pay off first, and the part of the partnership property that is insufficient to pay off shall be borne by the partners in proportion to their contributions.
Article 10 Settlement of disputes
Disputes between partners shall be settled through consultation on the principle of being conducive to the development of the partnership. If negotiation fails, you can go to court.
Article 11 This contract shall come into effect and commence business as of the date of approval by the administrative department for industry and commerce.
Article 12 If there are any matters not covered in this contract, the partners shall discuss, supplement or modify it collectively. The supplementary and revised contents have the same effect as this contract.
Article 13 Others
Article 14 The original of this contract is in duplicate, with each party holding one copy.
Partner: _ _ _ _ _ _ _ _ _
Partner: _ _ _ _ _ _ _ _ _
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _
-
Party A (company name): _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Economic nature: _ _ _ _ _ Ownership: _ _ _ _ _ _
Party B (company name): _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Economic nature: _ _ _ _ _ Ownership: _ _ _ _ _ _
(If there are more than two joint ventures, they are called Party C and Party D in turn ...)
Based on the principle of mutual benefit and common development, the parties to the joint venture have decided to jointly establish _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 1 The purpose, project and scope of a joint venture
Purpose of the joint venture: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Joint production (operation) projects: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Production (business) scope: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 2 The name of the joint venture company is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Accounting method: independent accounting.
Article 3 Joint venture mode, amount and investment period
The total investment of the company (or factory, the same below) is RMB _ _ _ _ _.
The investment of Party A is RMB Yuan, accounting for% of the total investment.
Party A makes the following investments:
Cash: _ _ _ _ _ _ yuan;
Factory building: _ _ _ _ _ _ Yuan, with an annual depreciation rate of _ _ _%;
Machinery and equipment: _ _ _ _ _ _ Yuan, and the depreciation rate is _ _ _ _ _ _% per year.
Special tools: _ _ _ _ _ _ Yuan, with the depreciation rate of _ _ _% per year;
Raw materials: _ _ _ _ _ _ yuan;
Land acquisition compensation: _ _ _ _ _ _ _ Yuan;
Patent right: _ _ _ _ _ _ yuan;
Trademark right: _ _ _ _ _ _ yuan;
Technical achievements: _ _ _ _ _ _ yuan. (The technical inspection standard shall be indicated, and whether it can be transferred again)
Investment of Party B: (omitted ...)
Date of investment payment:
(If the investment includes fixed assets, materials, patents, trademarks, etc. , shall go through the formalities for registration of ownership change on schedule. To participate in the joint venture with the land use right, the certificate of land use right transfer shall be handled according to law. Land acquisition compensation will be transferred to the company's name as the contribution share on schedule. )
Article 4 Rights and obligations of the parties to a joint venture
Party A: _ _ _ _ _ _ _ _ _ _. (omitted)
Party B: _ _ _ _ _ _ _ _ _. (omitted)
Article 5 Taxation, profit distribution and risk taking
After paying taxes in accordance with the law and withdrawing the reserve fund, production development fund and employee welfare incentive fund, the rest will be dividends, which will be distributed by shares:
Party A: _ _ _ _ _ _%;
Party B: _ _ _ _ _ _%.
(After the profits are distributed according to the agreed proportion, the members of the remote joint venture shall pay the income tax to the local tax authorities. )
The company operates independently, accounts independently and is responsible for its own profits and losses. Members of a joint venture shall bear losses and dividends in proportion to their capital contribution to the company's debts within the scope of capital contribution.
Article 6 The organization of a joint venture
The company implements the manager responsibility system under the leadership of the board of directors. The board of directors decides the following major issues of the company:
1. Decide on production projects, business policies and long-term development plans;
2 review the business plan and financial budget, and supervise and inspect their implementation;
3. Decide on the appointment and dismissal of company-level cadres, rewards and punishments, employee treatment and the employment and dismissal of temporary personnel;
4. Examine and approve technical transformation measures and decide on the treatment scheme of major accidents;
5. Listen to the manager's work report;
6. To decide on the modification or termination of the joint venture contract;
7. Decide on matters that the manager submits to the board of directors for discussion and decision;
8. To decide the remuneration of directors and have the right to absorb and replace directors.
The board of directors is composed of _ _ _ _ _ _ _ directors. In which, Party A appoints _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
The term of office of the members of the board of directors is _ _ _ _ _ _ _ _ _. If there is a temporary change in the members of the board of directors, the original unit of the director may send another suitable person to replace it, but it must be approved by the board of directors.
The chairman, vice-chairman and directors may concurrently serve as the company manager, deputy manager or other positions.
The company has one manager and _ _ _ _ _ _ _ _ managers.
The management organization of the company is decided by the board of directors.
Article 7 Labor management, number of employees, salary, training and welfare _ _ _ _ _ _ _ _ _ (omitted).
Article 8 Liability for breach of contract:
1. If any member of the joint venture fails to pay the capital contribution in full and on time in accordance with the provisions of Article 3 of this Agreement, the breaching party shall pay _ _ _ _% of the capital contribution to the joint venture company as liquidated damages for each overdue period.
2. If this agreement cannot be performed or can not be fully performed due to the breach of contract by any member of the joint venture company, the observant party has the right to demand that the agreement be terminated, and require the defaulting party to pay liquidated damages in addition to _ _ _% of the capital contribution, and compensate all economic losses. If both parties agree to continue to perform the agreement, the breaching party shall compensate the company for the losses caused by its breach of contract.
3. Handling of force majeure.
4. If there is any dispute during the performance of this agreement, both parties shall send representatives to settle it through consultation.
Article 9 This Agreement shall come into force after being signed by the representatives of both parties and submitted to the relevant competent authorities for examination and approval. If there are any matters not covered in this agreement, both parties shall make supplementary provisions through consultation.
Article 10 On the effective date of this Agreement, that is, the date when the board of directors of the company is established, the board of directors of the company shall be responsible for the preparatory matters such as company registration and opening a bank account.
Article 11 The original of this agreement is in duplicate, one for each party, one for the company, and a copy of this agreement is sent in _ _ _ _ _ _ _ _.
Party A (official seal): _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Bank account: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Party B (official seal): _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Legal Representative: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Bank account: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _
You can delete the selection as needed!