The two partners set up a company, each holding 50% shares.

Two-person partnership shareholding contract

Party A: _ _ _ _ _ _ _ _ _ _ Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.

Party B: _ _ _ _ _ _ _ _ Address: _ _ _ _ _ _ _ _ _ Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _

In accordance with the Civil Law of People's Republic of China (PRC), the Company Law and other relevant laws and regulations, through friendly negotiation, Party A and Party B have reached the following agreement on the establishment of _ _ _ _ _ _ limited liability company (hereinafter referred to as "the company") by joint contribution.

I. Shareholders and their capital contributions

The Company is established by joint investment of shareholders of Party A and Party B, with a total investment of RMB, including start-up capital and registered capital, of which:

(1) Party A contributes RMB, accounting for% of the capital.

(2) Party B contributes RMB, accounting for% of the capital.

(3) Start-up funds are mainly used for the company's upfront expenses, including lease, decoration and purchase of office equipment. If the remaining funds after the company's opening are used as working capital, the shareholders shall not withdraw them.

(4) The registered capital is mainly used for company registration, and it is used for working capital after the company starts business, and shareholders may not withdraw it.

(5) The partners of Party A and Party B jointly set up a bank account:

2. The company does not set up a shareholders' meeting. In case of any of the following major issues, it shall be agreed by both parties:

1 Party A is responsible for the daily operation and management of the company, and its specific responsibilities include:

(1) Go through the formalities of company establishment registration;

(2) Recruit employees according to the company's business needs (financial and accounting personnel are jointly employed by Party A and Party B);

(3) Examination and approval of daily matters (major matters related to the development of the company shall be handled in accordance with the fifth paragraph of Article 3 of this Agreement; Party A's financial examination and approval authority is within RMB, and it shall be implemented after being signed and approved by both parties.

(4) Other duties required by the daily operation of the company.

2. Party B is the agent of the company, specifically responsible for:

(1) Provide necessary assistance for Party A's operation and management;

(2) check the company's finances;

(3) Supervise Party A to perform the duties of the company;

(4) Other duties as stipulated in the articles of association.

Three. Capital and financial management

1. Before the establishment of the company, the funds were received and paid by the temporary account, which was jointly supervised and used by Party A and Party B. If one party disagrees with the use of the other party's funds, the other party must give a reasonable explanation, otherwise, one party has the right to demand compensation from the other party.

2. After the establishment of the company, the funds will be received and paid by the opened company account, and the financial affairs will be handled by the financial accounting personnel jointly designated by Party A and Party B. The company accounts will be settled daily and monthly, relevant statements will be provided in time, and submitted to Party A and Party B for signature, approval and filing.

Fourth, profit and loss distribution

1. Party A and Party B shall share the profits and losses in proportion to the paid-in capital contribution.

2. The after-tax profit of the company can only be distributed to shareholders after making up the company's losses in the last quarter. The specific system of shareholders' dividends is as follows:

(1) Dividend time: Divide one year's profit every year.

(2) Dividend amount: 60% of the remaining profit of the previous year, which shall be divided by Party A and Party B in proportion to the paid-in capital contribution.

Verb (abbreviation of verb) liability for breach of contract

1. If either party violates this Agreement and fails to pay the capital contribution in full and on time, it shall make up for it within _ _ _ days. If the company fails to be established as scheduled or causes losses to the company, it shall be liable for compensation to the company and the observant party.

2. In addition to the above-mentioned breach of investment, if any party violates this Agreement and causes losses to the company's interests, it shall be liable for compensation to the company and pay a penalty of RMB _ _ _ _ _ _.

3. Other liabilities for breach of contract agreed in this Agreement.

Dissolution or termination of intransitive verb agreement

1. This Agreement shall be terminated in the following circumstances:

(1) The company was not established due to objective reasons;

(2) The business license of the company is revoked according to law;

(3) The company is declared bankrupt according to law.

(4) Both parties agree to terminate this Agreement.

2. After the termination of this Agreement: (1) Party A and Party B shall jointly carry out liquidation, and a neutral party may be hired to participate in liquidation if necessary; (2) If there is surplus after liquidation, Party A and Party B can only ask for the return of the capital contribution and the distribution of the remaining property in proportion to the capital contribution after the company has paid off all debts. (3) Losses after liquidation shall be shared by all parties in proportion to their capital contributions. If the shareholders are jointly and severally liable for the debts of the company, they shall be repaid by all parties in proportion to their capital contributions.

Seven. others

1. This agreement shall come into effect as of the date of signature and seal by both parties. For matters not covered, both parties shall sign a supplementary agreement separately, which shall have the same legal effect as this agreement.

2. If this agreement involves the internal rights and obligations of both parties, if it is inconsistent with the Articles of Association, this agreement shall prevail.

3. In case of any dispute arising from this agreement, both parties shall try their best to solve it through negotiation. If negotiation fails, a lawsuit may be brought to the people's court with jurisdiction at the company's domicile.

4. This agreement is made in duplicate, each party holds one copy, which has the same legal effect.

Legal objectivity:

Article 3 of People's Republic of China (PRC) Company Law An enterprise as a legal person has independent legal person property and legal person property rights. The company is liable for its debts with all its property. Shareholders of a limited liability company shall be liable to the company to the extent of their subscribed capital contribution; Shareholders of a joint stock limited company shall be liable to the company to the extent of the shares subscribed by them. Article 4 of the Company Law of People's Republic of China (PRC) stipulates that the shareholders of the company shall enjoy the rights to return on assets, participate in major decisions and choose managers according to law. The meaning of the following terms in Article 216 of the Company Law of People's Republic of China (PRC) (hereinafter referred to as the Company Law): (2) Controlling shareholders refer to shareholders whose capital contribution accounts for more than 50% of the total capital of a limited liability company or more than 50% of the total capital of a joint stock limited company; Although the capital contribution or the proportion of shares held is less than 50%, but according to their capital contribution or shares held, shareholders have enough voting rights to the shareholders' meeting and the resolutions of the shareholders' meeting.