英语翻译公司上市前职工（员工）持股问题的解决方案公司上市前,往往由于企业改制或施行股权激励计划原因,造成持股员工数量超出《公司法》所规定的股份有限公司股东数量的限制,如何

英语翻译公司上市前职工（员工）持股问题的解决方案公司上市前,往往由于企业改制或施行股权激励计划原因,造成持股员工数量超出《公司法》所规定的股份有限公司股东数量的限制,如何
英语翻译
公司上市前职工（员工）持股问题的解决方案
公司上市前,往往由于企业改制或施行股权激励计划原因,造成持股员工数量超出《公司法》所规定的股份有限公司股东数量的限制,如何合法地解决呢?
一、信托持股
所谓信托,是一种转移财产并加以管理的制度设计.《信托法》的出台与实施为解决企业内部职工持股问题提供了一种有效的途径.信托虽然是一种民事关系,通过信托设计可以有效地规范市场经济行为,保障受益人的利益,使我国企业职工持股的许多现实问题得到顺利解决.
二、职工持股会或工会持股
该方式的最大问题是主体存在法律上的障碍.根据《工会法》和《社会团体登记管理条例》等法律、法规的规定,社会团体不得从事赢利性的经营活动,同时企事业单位在本单位内部活动的团体不属于社团登记范围,而职工持股会是一种注重投资收益的主体,其职责恰恰是主要管理企业内部的股份工作,不从事对外业务.
三、壳公司代持股
即由持股职工先成立壳公司,再由这公司作为直接持股主体对实际运营公司投资,职工间接持股.但每一个壳公司仍然受50名股东的限制,即使设立股份有限公司.仍有200名股东限制的问题存在,且设立股份有限公司成本高昂.
根据上述分析,笔者认为,采用信托持股方式是一种较为平衡的方案,会得到信托投资机构的大力配合,但同时也面临着一定的未来法律修改的不确定性.
请不要用翻译软件翻译，没用的

英语翻译公司上市前职工（员工）持股问题的解决方案公司上市前,往往由于企业改制或施行股权激励计划原因,造成持股员工数量超出《公司法》所规定的股份有限公司股东数量的限制,如何
公司上市前职工（员工）持股问题的解决方案
Solutions to the Employee Share-holding Problem before Listing of the Company
公司上市前,往往由于企业改制或施行股权激励计划原因,造成持股员工数量超出《公司法》所规定的股份有限公司股东数量的限制,如何合法地解决呢?
Owing to the restructuring or implementation of equity incentive plan by a company,the number of employees holding company stocks often exceeds the limit set by provisions in the ‘Company Laws’ regarding the number of stockholders in a company limited by shares; so how to legally solve the problem before the company is listed on the stock exchange?
一、信托持股
所谓信托,是一种转移财产并加以管理的制度设计.《信托法》的出台与实施为解决企业内部职工持股问题提供了一种有效的途径.信托虽然是一种民事关系,通过信托设计可以有效地规范市场经济行为,保障受益人的利益,使我国企业职工持股的许多现实问题得到顺利解决.
1.Stock ownership by trust (ESOT)
Trust is a system design for property transfers and management.The introduction and implementation of the ‘Trust Laws’ offers an effective way for solving the employee stock ownership problem within the enterprise.Even though trust is a kind of civil relations,a proper arrangement of trust can regulate the behaviors of market oriented economy and safeguard the interests of beneficiaries; it can satisfactorily solve a lot of practical problems concerning employee stock ownerships of enterprises in China.
二、职工持股会或工会持股
该方式的最大问题是主体存在法律上的障碍.根据《工会法》和《社会团体登记管理条例》等法律、法规的规定,社会团体不得从事赢利性的经营活动,同时企事业单位在本单位内部活动的团体不属于社团登记范围,而职工持股会是一种注重投资收益的主体,其职责恰恰是主要管理企业内部的股份工作,不从事对外业务.
2.Employee stock ownership by association or labor union
The Major problem of this method is that there is a legal impediment to the principal.According to the provisions of the laws and regulations in the “Labor Union Act” and the “Administrative Regulations of Register for the Mass Organizations”,social groups and associations cannot engage in profitable business activities,and the activity groups within the enterprises and public institutions are not included in the scope of social group registration.The employee stock ownership association is a principal that concerns itself with equity earnings,its main responsibility is no other than to manage the enterprise’s internal stock affairs and never involves with external operations.
三、壳公司代持股
即由持股职工先成立壳公司,再由这公司作为直接持股主体对实际运营公司投资,职工间接持股.但每一个壳公司仍然受50名股东的限制,即使设立股份有限公司.仍有200名股东限制的问题存在,且设立股份有限公司成本高昂.
3.Employee stock ownership by a shell company
A shell company is first established by the stock-holding employees,and this company acts as a direct stock-holding principal and invests in the actual operation company,so the employees are indirect stock holders.However,every shell company is still limited to 50 shareholders,even by changing it to a company limited by shares,the problem still remains as the number of shareholders permitted is only 200; moreover,the company setup costs are very high.
根据上述分析,笔者认为,采用信托持股方式是一种较为平衡的方案,会得到信托投资机构的大力配合,但同时也面临着一定的未来法律修改的不确定性.
Based on the analysis above,it is the author’s opinion that the more balanced scheme is to adopt the trust ownership method.It will receive strong support and coordination from the trust investment institutions,but at the same time,it also faces uncertainties of future law amendments.
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Pre-listing employee (employee) ownership solution to the problem
Company prior to listing, often due to enterprise restructuring or the implementation of equity incentive plan causes of the numb...

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Pre-listing employee (employee) ownership solution to the problem
Company prior to listing, often due to enterprise restructuring or the implementation of equity incentive plan causes of the number of employees holding exceed "Company Law" under the Corporation limits the number of shareholders, how to make the solution?
First, the trust holdings
The so-called trust, is a transfer of property and manage the system design. "Trust Law" promulgated and implemented to address the issue of internal employee stock ownership provides an effective way. Although trust is a civil relationship, through a trust designed to effectively regulate the market economy and guarantee the interests of the beneficiaries, so many of our employee stock ownership enterprises real issue is resolved smoothly.
Second, ESOP shares will be or unions
The biggest problem is the main mode of existence of legal obstacles. Under the "Trade Union Law" and "Regulations Governing the Registration of social groups" and other laws and regulations, social groups may not engage in profitable business activities, enterprises and institutions in the activities of the Internal registration groups do not belong to the scope of society, and workers who shares would be a main focus on investment income, its function is precisely the shares of the enterprise key management work, do not engage in outside business.
3, shell companies on behalf of shareholders
From holding employees to set up shell companies, then the main holding company as a direct investment in the actual operating companies, trade unions indirect holdings. But every shell company still limited by the 50 shareholders, even though a Corporation. 200 shareholder limit still problems, and establishing a company limited cost.
Based on the above analysis, I think, a trust holding a more balanced approach is one kind of proposal will access to trust investment agencies of Dalipeige, also face Yi Ding's Weilaifalv modify uncertainty.

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Just before the company goes on the market, the staff (staff) to own stocks the question the solution company to go on the market, often as a result of the restructuring of enterprise or the execution...

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Just before the company goes on the market, the staff (staff) to own stocks the question the solution company to go on the market, often as a result of the restructuring of enterprise or the execution stockholder's rights drive plan reason, creates owns stocks the staff quantity to surpass the Limited liability company shareholder quantity limit which "Law of corporation" stipulated that how to solve legitimately? First, the trust owns stocks the so-called trust, is system design which one kind of transfer property and manages. "Trust Law" releasing and the implementation owned stocks the question for the solution enterprise interior staff to provide one effective way. Although the trust is one kind of civil relation, through the trust design may the standard market economy behavior, safeguard beneficiary's benefit effectively, enables many realistic questions which Our country Enterprise staff own stocks to obtain the smooth solution. Second, the staff owns stocks meets or the trade union owns stocks this way the most major problem is in the main body existence law barrier. And "Social group Registers Act of administration" according to "Trade union law" and so on legal, the laws and regulations stipulation, the social group do not be engaged in the profit earning operative activity, simultaneously the Enterprises and institutions does not belong to the mass organization in this unit interior activity's association to register the scope, but the staff owns stocks can be one kind pays great attention the investment yield the main body, its responsibility is the main management enterprise internal stock work exactly, is not engaged in the foreign service. Third, the shell company generation owns stocks namely by owns stocks the staff to be first tenable the shell company, then takes the direct holding main body by this company to the actual operation corporate investment, staff indirect holding. But each shell company still received 50 shareholder's limits, even if sets up the Limited liability company. Still some 200 shareholders limited the question exists, and sets up the Limited liability company cost to be soaring. According to the above analysis, the author believed that uses the trust to own stocks the way is one kind of more balanced plan, will obtain the trust investment organization coordination vigorously, but simultaneously also will be facing the uncertainty which certain future law will revise.

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Pre-listing employee (employee) ownership solution to the problem
Company prior to listing, often due to enterprise restructuring or the implementation of equity incentive plan causes of the numb...

全部展开

Pre-listing employee (employee) ownership solution to the problem
Company prior to listing, often due to enterprise restructuring or the implementation of equity incentive plan causes of the number of employees holding exceed "Company Law" under the Corporation limits the number of shareholders, how to make the solution?
First, the trust holdings
The so-called trust, is a transfer of property and manage the system design. "Trust Law" promulgated and implemented to address the issue of internal employee stock ownership provides an effective way. Although trust is a civil relationship, through a trust designed to effectively regulate the market economy and guarantee the interests of the beneficiaries, so many of our employee stock ownership enterprises real issue is resolved smoothly.
Second, ESOP shares will be or unions
The biggest problem is the main mode of existence of legal obstacles. Under the "Trade Union Law" and "Regulations Governing the Registration of social groups" and other laws and regulations, social groups may not engage in profitable business activities, enterprises and institutions in the activities of the Internal registration groups do not belong to the scope of society, and workers who shares would be a main focus on investment income, its function is precisely the shares of the enterprise key management work, do not engage in outside business.
3, shell companies on behalf of shareholders
From holding employees to set up shell companies, then the main holding company as a direct investment in the actual operating companies, trade unions indirect holdings. But every shell company still limited by the 50 shareholders, even though a Corporation. 200 shareholder limit still problems, and establishing a company limited cost.
Based on the above analysis, I think, a trust holding a more balanced approach is one kind of proposal will access to trust investment agencies of Dalipeige, 但 also face Yi Ding's Weilaifalv modify uncertainty.

收起