创业者通常采用两种方式确定公司的股权结构，一是按照股东的出资比例进行
山东企业股权分配，二是在股东之间平均分配。前者容易触发股东贡献和持股比例不匹配的问题，后者则会削弱核心创始人对公司的控制力，影响公司的决策效率。
Entrepreneurs usually use two methods to determine the equity structure of a company: one is to distribute the equity of Shandong enterprises according to the proportion of shareholders' contributions, and the other is to distribute it evenly among shareholders. The former can easily trigger the issue of mismatched shareholder contributions and shareholding ratios, while the latter can weaken the core founder's control over the company and affect its decision-making efficiency.
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股权分配的三大原则
The Three Principles of Equity Distribution
创业如逆水行舟，只有同行者目的明确、方向一致、公平和激励并存才能成就长远、稳定的关系。股权分配就是这么一个落实到“人”的过程， 它的目的不仅要通过“丑话说在前头”来确立规则，还要明确公司基因和价值观、达成股东间的共识。
Entrepreneurship is like sailing against the current. Only when the goals of fellow travelers are clear, the direction is consistent, fairness and motivation coexist, can long-term and stable relationships be achieved. Equity distribution is such a process that is implemented to "people". Its purpose is not only to establish rules through "putting ugly words at the forefront", but also to clarify the company's genes and values, and reach consensus among shareholders.
鉴于创业公司初期股东和管理层通常是重叠的，暂无须考虑股东与管理层之间的博弈，确立股权分配时需要考虑三个因素，分别是：股东于资源层面的贡献、股东于公司治理层面的把控以及公司未来的融资造血空间。
Given that the initial shareholders and management of start-up companies usually overlap, there is no need to consider the game between shareholders and management. When establishing equity distribution, three factors need to be considered, namely: shareholder contribution to resources, shareholder control at the corporate governance level, and the company's future financing and hematopoietic space.
当然上述三个因素仍有分解的空间，比如资源就可以按出资、投入时间细化，出资又可以按照是货币、实物、知识产权等对公司的价值进一步细化。
Of course, there is still room for decomposition of the three factors mentioned above. For example, resources can be further refined based on investment and investment time, and investment can be further refined based on the value of currency, physical objects, intellectual property, etc. to the company.
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选择实缴注册资本比认缴注册资本好
Choosing to pay in registered capital is better than subscribing to registered capital
创业公司要根据实际情况合理确定注册资本，选择实缴并进行验资，使得“公司”这种企业形式能够充分发挥它的风险隔离效果。
Entrepreneurship companies should reasonably determine their registered capital based on the actual situation, choose to pay in and conduct capital verification, so that the "company" form of enterprise can fully play its risk isolation effect.
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股权分配方案要终落地于工商登记
The equity distribution plan should be finally implemented in the industrial and commercial registration
出资是股权分配的必要依据，却非唯一依据，创业者终核算的股权分配方案往往与出资比例不一致，有些创业者会采用阴阳协议的方式，一方面签署投资协议固定真实的股权比例，另一方面按照出资比例完成工商登记。
Capital contribution is a necessary basis for equity distribution, but not the only basis. The equity distribution plan calculated by entrepreneurs often does not match the proportion of capital contribution. Some entrepreneurs may adopt a yin yang agreement, signing an investment agreement to fix the true equity ratio, and completing business registration according to the proportion of capital contribution.
但是，上述方式的法律风险很大，一旦涉诉，不仅创业者的股东权益难以获得保护，亦会消耗大量的时间成本，导致公司错失成长良机。
However, the legal risks of the above methods are significant. Once involved in litigation, not only is it difficult to protect the shareholders' rights and interests of entrepreneurs, but it also consumes a lot of time costs, leading to the company missing out on growth opportunities.
在此情形下，可考虑采股本溢价方式解决：首先，创业者之前签署投资协议，明确每位创业者的实际出资和股权比例;继而，由创业者按照确认的股权比例和换算后的出资额进行工商登记，把股东超出登记出资额的部分计入资本公积金。
In this case, a stock premium approach can be considered to solve the problem: firstly, the entrepreneur has previously signed an investment agreement that specifies the actual investment and equity ratio of each entrepreneur; Subsequently, the entrepreneur shall carry out business registration based on the confirmed equity ratio and the converted capital contribution, and the excess of the shareholder's registered capital contribution shall be included in the capital reserve fund.
That's all for the three principles of equity distribution and other matters. We hope to give you a new understanding and feel free to consult us for more details http://www.lushangyun.com ！
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