Paid-in capital refers to the capital actually invested in the enterprise by investors in accordance with the articles of association of the enterprise or the contract, coordination;
Enterprises receive the funds invested by investors in excess of their share of the registered capital, as a capital premium or equity premium, accounted for in the "capital surplus" account.
Can shareholders' contributions be recognized directly in capital surplus?
Shareholders' contributions cannot be recognized directly in capital surplus. However, the part donated by the shareholders can be directly recognized as capital surplus.
In accordance with the provisions of the accounting standards, the enterprise accepts the capital invested by the investor, debit "bank deposits", "other receivables", "fixed assets", "intangible assets", "long-term equity investment" and other subjects.
According to its share in the registered capital or share capital, credit the "paid-in capital" account, and according to the difference, credit the "capital surplus - capital premium or share premium" account. The difference is credited to "capital surplus - capital premium or equity premium".
Generally newly established companies, only part of the paid-in capital exceeding the payable capital is recognized as capital surplus;
Increase in the company's capital, the new shareholders because of enjoying the share of the enterprise has been realized in the business of the accumulated share, so it will be required to invest a certain proportion of investment (more investment, less), more investment is also recognized as part of the capital surplus;
Shareholders who are not free of charge to invest in the capital surplus. Can be directly recognized as capital surplus.
Capitalization of capital surplus needs to be transferred in proportion to the shareholders.
1, capital surplus includes capital (or share capital) premium, non-cash assets to accept donations, provision for equity investment, transfer of appropriations, related transactions, foreign currency capital translation differences and other capital surplus.
Of these, capital (or equity) premiums, transfer of appropriations, foreign currency capital translation differences and other capital surplus can be used directly to increase capital, while others cannot. The transfer is made in proportion to the shareholders' shareholding.
2, surplus reserves to capital, by resolution of the shareholders meeting, the surplus reserves can be converted to capital to shareholding ratio to transfer to the conversion of this reserve shall not be less than 25% of the registered capital of the limit.
According to the "Chinese people's *** and the State Company Law":
Article 27 shareholders may contribute in money, but also in kind, intellectual property rights, land use rights and other non-monetary property that can be valued in money and can be transferred in accordance with the law for the value of the capital;
But, laws and administrative regulations shall not be used as capital contribution of property, except.
The non-monetary property shall be evaluated and verified as a capital contribution, and shall not be over- or undervalued. Where laws and administrative regulations provide for the assessment of value, they shall apply.
Article 28 The shareholders shall pay in full and on time the amount of their respective contributions as stipulated in the articles of association. If the shareholders make contributions in money, they shall deposit the full amount of the monetary contributions into the account opened by the limited liability company in the bank;
If the contributions are made in non-monetary property, the transfer of their property rights shall be handled in accordance with the law.
Shareholders who do not pay the capital contribution in accordance with the preceding paragraph, in addition to the company shall be paid in full, but also to the shareholders who have paid the capital contribution in full on time shall be liable for breach of contract.
Article 29 After the shareholders have made full payment of the capital contributions stipulated in the articles of association, the designated representatives of all the shareholders or **** the same commissioned agents shall submit to the company registration authority the application for registration of the company, the articles of association and other documents to apply for the establishment of the registration.
Article 30 If, after the establishment of a limited liability company, it is found that the actual value of the non-monetary property contributed as capital for the establishment of the company is significantly lower than the amount set out in the articles of association, the shareholders who have delivered the capital shall make up the difference;
the other shareholders at the time of the establishment of the company shall be jointly and severally liable.