1. All shareholders of the acquired company make a shareholders’ meeting resolution to waive the right of first refusal or agree to the transfer, and change the articles of association. 2. The equity transferor and the transferee sign an equity transfer contract. 3. The transferee pays for the equity. Transfer money, the transferor pays relevant taxes and fees 4. With the tax payment certificate and equity transfer agreement, shareholders' meeting resolution, identity information of both parties, and amendments to the articles of association, go to the Industrial and Commercial Bureau to register shareholder changes 5. Changes to the company's internal shareholder list, and withdraw the equity transferor Proof of capital contribution, and issue a new certificate of capital contribution to the transferee shareholder
Purchasing a company is essentially purchasing the company’s equity from its shareholders. The first issue to note is the shareholder's right of first refusal. In the case of multiple shareholders, other shareholders of the company have the first right to purchase the equity for sale. Only after convening a shareholders' meeting and other shareholders clearly indicate that they will not exercise their right of preemption can non-shareholders purchase the equity for sale. The value of a company's equity lies in the assets owned by the company, including tangible assets and intangible assets. Tangible assets are easier to understand and are generally not ignored, including real estate, equipment, bank deposits, etc. Intangible assets are more complex, including the company's existing goodwill, the company's trademark rights, patent rights, and service contracts for special employees. Intangible assets that are crucial to the company's future operations should pay special attention to whether they belong exclusively to the company or whether they belong to the original shareholders who exited. When drafting a contract for the sale of equity, special attention needs to be paid to debt and tax issues
Equity is the rights of shareholders, which can be divided into broad and narrow senses. Equity in a broad sense generally refers to the various rights that shareholders can claim against the company; equity in a narrow sense only refers to the rights that shareholders enjoy based on their shareholder qualifications to obtain economic benefits from the company and participate in the company's operation and management.