鹦鹉:大律师,我可能上当了。
大话王律师:怎么回事?
鹦鹉:麻雀要出国,我用20万买下了他60%的股份,他说,我就是大股东和大波斯老板了。
大话王律师:那公司都有哪些财产呀?
鹦鹉:这是财产清单,有电话机、美容床、窗帘、柜子、笔筒、花瓶等共30多项呢!他说做美容院可是少不了这些的。
大话王律师:那公司出现什么问题了?
鹦鹉:年检没通过,说账上连注册资本金都没了。
大话王律师:都让麻雀给拿走了?
鹦鹉:您说得没错!他全给拿走了,说那注册资金是他的。
大话王律师:注册资本金都拿走了,还算啥公司啊?
鹦鹉:他说有财产清单就算公司,那都是公司财产呀。
大话王律师:那你不等于花了20万只买了那些破烂吗?
鹦鹉:我还以为我就是大股东了呢。
大话王律师:那你应该找他谈一谈!
鹦鹉:我找他谈过了,他还强硬的说,你这不是大股东了吗,你得把注册资金存到帐上啊!
大话王律师:那你还不如自己新设立公司了呢!
鹦鹉:是啊,但他说:买公司股份都这样,不这样“股”,那你还想咋"股" 啊?这就叫股份公司!
大话王律师:嘿!这个“公司法专家”,还真会骗人!
解说:《公司法》第36条规定:公司成立后,股东不得抽逃出资。本案例中的麻雀是抽逃出资的行为。
Parrot: The barrister ,, I think
I have fallen in a trap!
King of talking lawyer: what’s wrong?
Parrot: I spend
2,00,000 dollars to buy sparrow’s 60% shares because he will go
abroad, then he said I have been the major shareholder and boss of
the company.
King of talking lawyer: what properties does the
company have?
Parrot: this is
property list. There are telephones、beauty
beds、curtains、cabinets、pen tubes and vases that aggregate to over
30 items. He said these items are
King of talking lawyer: what’s wrong with the
company?
Parrot: the company
did not pass the annual inspection because even the register
capital is not in account.
King of talking
lawyer: yes, he took away it and said that the register capital is
his .
King of talking lawyer: if there is no register
capital, what should the company
as?
Parrot: he said
that the property list can be seen as the company’s property, so it
certainly is a company.
King of talking lawyer: so it means that you spent
2,00,000 dollars to buy these garbage.
Parrot: I have been
believed that I am the major shareholders.
King of talking lawyer: you need have a talk with
him.
Parrot: I had
talked with him,
King of talking lawyer: so you should prefer to
establish a
Parrot: you are
right. But he said this is the corporation. If you don not do this,
what will you do?
King of talking lawyer: This so called “expert of
company law” is a good swindler!
Explanation: The
regulation of 36th clause of company law: the
shareholder shall not take away his capital after the company has
established. The action of Parrot is the said action in this
case.
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