Chapter 40 Establishment of the Company

Monday, 28 October 1991.

After Yu Ming's afternoon class, he printed out the articles of association after the discussion of the four people, and went to the Administration for Industry and Commerce to check the name.

Since there is no capital verification procedure, it is time to go through the process of registering a company.

In the evening, Yu Ming gathered four company promoters to discuss the specific matters of incorporation.

Yu Ming: "The approval of the pre-name of the enterprise name has been completed, and there are still a few issues that we need to discuss, we will first determine the company's registered address, what are your opinions?" ”

Xue Jun: "You can rent an office building." ”

Feng Huali: "The company has just started, I think it should be based on the principle of saving in the early stage, and I think the matter of renting should be postponed." ”

Xu Zhiruo: "I agree with Sister Feng's opinion, our company is now in its infancy, and we have spent a lot of money to rent office buildings before the business has been launched, I think it is too hasty and inappropriate." ”

Xue Jun: "We are a music company, we must pay attention to face, I think, not only to rent an office building, but also to decorate it well, so that we can look tall and tall." ”

Yu Ming: "What you said makes sense, let me make a suggestion, what do you think?" ”

Feng Huali: "What suggestions?" ”

Yu Ming: "In the initial stage of our company, the primary goal is to enhance its reputation, there will not be too much business, there is business to talk about in cafes and restaurants, there is no need for magnificent office space, and the matter of renting an office building can be considered later, what do you think?" ”

Xu Zhiruo: "Agreed." ”

Feng Huali: "Agreed." ”

Xue Jun: "The minority obeys the majority, so be it, but where to choose the company's registered address?" ”

Xu Zhiruo: "Just rent an ordinary house." ”

Feng Huali: "The smaller the room you rent, the better, just to have a registered address when you register your company." ”

Xu Zhiruo: "Hmm. Wait for the company to grow and then change to a good place. ”

Xue Jun: "I'll see it!" If it weren't for the fact that the Company Law stipulates that a company must have a company domicile to set up a company, I don't think there is any need to rent a house. ”

Yu Ming: "Then it's decided, Xue Jun, you have a wide network, and the matter of renting a house will be handed over to you, remember to ask for a real estate certificate after signing the rental agreement, and you will need it when you register the company." ”

Xue Jun: "Yes. ”

The company's registered address was finally finalized, Yu Ming breathed a sigh of relief, and continued:

"The second thing is to improve the company's articles of association."

Yu Ming sent the printed document to everyone and said:

"This is the articles of association that I wrote based on the opinions of our last discussion, so let's take a look at it first, and then we will discuss it after reading it."

Ten minutes later, Yu Ming said:

"Let's first discuss the issue of the company's registered capital, I wrote 5 million yuan in the company's articles of association, which requires the sponsors to invest in the next two years according to the proportion of shares, of course, the registered capital can also be determined as 1.5 million yuan according to our actual capital contribution now, which becomes a one-time investment, no additional investment is required in the future, how much is the registered capital, what are the ideas?"

Xu Zhiruo: "It will be difficult for me to complete the additional investment within two years. ”

Feng Huali: "I also have difficulties"

Xue Jun: "Although I also have difficulties, I still agree to increase the registered capital, the music company wants to sign singers, buy music copyrights, and produce MVs. ”

Yu Ming: "I have two plans, one is to appropriately increase the registered capital so that everyone can smoothly put the additional funds in place, and the other is to introduce venture capital funds or find other investors. ”

Xu Zhiruo: "I agree with the second plan"

Feng Huali: "It's better to use the first plan, and I will accept the second plan." ”

Xue Jun: "If we directly introduce other funds, the number of our shares is bound to be greatly reduced, and the loss of interests is very large, I think the registered capital is set at 5 million yuan, and several of our promoters subscribe to a part first, and then introduce other investors in the remaining gap." ”

Feng Huali: "I seconded the proposal. ”

Xu Zhiruo: "I second. ”

Yu Ming: "I agree, our Ming Jun Ruohua Music Co., Ltd. registered capital is set at 5 million yuan, that is to say, the company's total share capital is 5 million shares, we several promoters first subscribe for a part of the shares according to their own situation, and then introduce other investors in the remaining gap, we will now contact the family to determine their own capital subscription amount." ”

Xue Jun: "I borrowed some from relatives and friends, and I should be able to raise some funds within two years, and I subscribed for 1 million yuan." ”

Feng Huali: "I subscribed for 600,000 yuan. ”

Xu Zhiruo: "I subscribed for 400,000 yuan. ”

Yu Ming: "The three of you subscribed for 2 million yuan, and the remaining 3 million yuan, in order not to let foreign funds control, I subscribed 1.6 million yuan, so that the distribution of our company's shareholder shares is 20% of Xue Jun, 12% of Feng Huali, 8% of Xu Zhiruo, 32% of me, and 28% of the shareholders introduced." ”

After telling everyone the card number of Huaxia Bank, the company account handled in advance, Yu Ming said:

"Please be sure to put the start-up capital into the company's account before this Sunday, and so on Xue Jun after renting a house, next week I will start to go through the relevant procedures, before the company's additional investment, we will distribute shares according to the company's total start-up operating capital of 1.5 million yuan, specifically I and Xue Jun account for 26.667%, Feng Huali and Xu Zhiruo account for 20%, I account for 33.333% after the additional investment according to the actual amount of capital contribution to distribute shares, below we determine the company's legal representative and the company's general manager, we express your opinions."

Xue Jun said: "Yu Ming is the main promoter of the company and the largest shareholder of the company, and the legal representative and general manager of the company are none other than Yu Ming. ”

Yu Ming's ideal was to build a strong economic empire, and it was impossible to focus on this one company, so he said:

"I can accept the legal representative, but I don't accept the general manager of the company, because I want to focus on music creation, there is a specialization in the art industry, we should have invited a professional manager in the music industry to be the general manager of the company, but our company is a start-up, and we can't afford to hire a professional manager, so we have to take up our internal personnel first, I propose Xue Jun to be the general manager of our Mingjun Music Co., Ltd."

Feng Huali: "Agreed." ”

Xu Zhiruo: "Agreed." ”

Then the candidates for the board of directors of the company were decided, and the supervisors of the company were determined.

Chairman: Yu Ming;

Directors: Xue Jun, Xu Zhiruo;

Supervisor: Feng Huali.

Then, according to the actual situation of the company, the company's leadership and organizational structure were determined, and four departments were established in the initial stage, namely the publicity and personnel department, the business department, the operation department and the finance department.

General Manager: Xue Jun;

Personnel Manager: Yu Ming, concurrently Director of the Publicity and Personnel Department;

Business Manager: Xue Jun (concurrently), concurrently serving as the head of the business department;

Operations Manager: Feng Huali; He also serves as the head of the operation department;

Financial Manager: Xu Zhiruo, concurrently serving as the head of the accounting department.

The functions of each department are as follows:

Publicity and Personnel Department: responsible for contacting various media so that all media can appear the news of the company's artists to achieve the purpose of publicity, responsible for radio, television, newspapers, magazines, and publishing the news of its artists; Responsible for the company's personnel induction registration, salary, insurance, annual leave, employee activities, on-the-job training and employee resignation, etc.; Responsible for handling matters related to the signing of artists; Responsible for the company's chores such as cleaning, stationery, simple printing, forms, access control (staff on duty at the door) switchboard and air conditioning. Management of hardware facilities such as food, telephone, color printing machines, etc.

Business Department: Responsible for the implementation of publicity activities, that is, specializing in the signing of concerts, press conferences, autograph sessions, concerts and other large and small software and hardware facilities; Responsible for the contact (advertising, filming, concert) and marketing cooperation (product endorsement) of its artists' commercial performances. media endorsements), etc.; Responsible for inviting songs, receiving, selecting songs, producing records, product planning, etc., including album packaging design, music video production, filming artists' costumes and styling design, etc.

Operation Department: responsible for the company's warehouse management, network management, sales analysis, purchase, sales, return management and external contact; Responsible for the company's legal and contractual issues, documents and consultations, and the protection of intellectual property rights such as sound recordings, music works, etc.

Finance Department: Responsible for the company's financial information, accounting processing, statement design and settlement royalties, etc., and pay the record income to domestic and foreign artists royalties, agent royalties, songwriting royalties, etc.

Finally, the recruitment and initial operation plan of the company after incorporation were discussed.

……