Answers to the case analysis questions of Economic Law, a planning textbook for higher vocational colleges, China Building Materials Industry Press, on May 1, 212, was approved by Company A, B, C and D. On May 1st, 212, Company A, Company B, Company C and Company D signed a contract through consultation, which stipulated that Sifang * * * and Company A jointly invested in the renovation of the microwave oven factory, and named the factory Hongda Microwave Oven Co., Ltd.; The registered capital is 42 million yuan, of which: Party A uses the old factory building as a price of 1 million yuan, and uses the trademark of Hongxing brand microwave oven as a capital contribution at a discount of 2 million yuan. B: 5.5 million yuan in cash and 4.5 million yuan in discount for microwave oven production technology. Party C and Party D each contribute 1 million yuan in cash; Within 1 days after the contract comes into effect, Sifang's funds must be in place, and Party A shall go through the company registration formalities. On May 5, 212, Party A, Party B and Party C all went through the formalities of capital contribution and property transfer according to the provisions of the contract, and Dante proposed to withdraw due to financial difficulties. Party A, Party B and Party C all agreed and re-signed a contract to change the registered capital of the company to 32 million yuan. On July 1st, 211, industrial and commercial registration registered Hongda Company was formally established. On August 1st, 212, C proposed to withdraw his capital contribution due to the lack of funds for the technical transformation of his company, and was willing to compensate other shareholders for economic losses of 5, yuan each. After research, the shareholders' meeting of Hongda Company did not agree to C's request. On November 5, 212, Company A proposed to transfer 1/3 of all its shares to E..

Thinking 1. Does the capital contribution agreed in the contract signed by Party A, Party B, Party C and Party D comply with the law? Why?

2. Should Party A, Party B and Party C accept the requirements of Party D?

3. Is the resolution of the shareholders' meeting of Hongda Company correct for the requirements of Party C? Why?

4. how to deal with the requirements of party a?

Answer:

(1) The capital contribution stipulated in the contract signed by Party A, Party B, Party C and Party D conforms to the relevant provisions of the Company Law. According to the provisions of the Company Law, shareholders of a limited liability company can make capital contributions in cash, in kind, non-patented technology, trademark rights, etc. The investment of trademark rights and non-patented technology by both companies does not exceed 2% of the registered capital of HTC; The registered capital of Hongda Company is 52 million yuan, which is also in line with the provisions of the Company Law.

(2) Ding's withdrawal request is a breach of contract, but with the consent of Party A, Party B and Party C, Ding's request can be accepted, and Dante shall compensate Party A, Party B and Party C for the losses caused by the breach of contract.

(3) The resolution of the shareholders' meeting of HTC Company is correct for the requirements put forward by C.. According to the provisions of the Company Law, a shareholder may not withdraw his capital contribution after the company is registered.

(4) According to the Company Law, the shareholders of a limited liability company can transfer all or part of their capital contributions to people other than shareholders, so it is ok for Party A to transfer one third of all its shares to E.. However, according to the Company Law, when transferring its capital contribution, Party A shall meet the following conditions: first, it must be agreed by more than half of all shareholders; Second, both Company B and Company C indicated that they would not buy the capital contribution that Party A wanted to transfer.