Can non-patented technology be funded?

We know that if you want to set up a company, you need shareholders to make capital contributions, which can be in kind, money, or rights. So, can non-patented technology be funded? Today, the editor of Legal Savior Network has compiled the following content to answer your questions, and I hope it will be helpful to you.

Can non-patented technology be funded?

Can non-patented technology be funded. According to the provisions of Article 27 of the Company Law, shareholders can make capital contributions in currency, or in kind, intellectual property rights, land use rights and other non-monetary properties that can be valued in currency and transferred in accordance with the law; however, laws and administrative regulations Exceptions are made for property that is stipulated not to be used as capital contribution.

Non-patented technology, also known as proprietary technology, refers to a certain product or a certain process as well as its design, process flow and formula that have not yet been disclosed and protected by industrial property laws. , technical knowledge in quality control and management. The company laws of various countries recognize shareholders' investment in non-patented technologies, and our country's company law has also confirmed this in an abstract and general form.

Non-patented technology meets the provisions of my country's Company Law. Non-monetary property as a shareholder's investment must meet two major conditions: evaluability. That is, the property used for investment not only has property value, but this value can be determined and evaluated in currency; transferability. The amount of capital contribution shall not exceed 70% of the registered capital of the limited liability company. After completing the property rights registration procedures in accordance with the law, the company enjoys ownership of the technology.

If investment is made with non-patented technology, in addition to submitting the materials specified in the "Company Registration Regulations" and the State Administration for Industry and Commerce, other corresponding materials should also be submitted, mainly For:

(1) All shareholders (or the highest authority) of the invested company unanimously agree to the resolution to invest in non-patented technology (this resolution is mainly used to confirm the proposed investment amount and the method of non-patented investment), the company's articles of association must specify the non-patented technology investment method, investment amount, etc.;

(2) Capital verification report, Generally, it is necessary to clearly state the method and content of the investment, explain the asset appraisal results, appraisal agency and appraisal report number, confirm the appraisal results, specify the appraisal price as the amount of investment, and the transfer of non-patented technology.

(3) Documents in which all owners of non-patented technology unanimously agree to invest and non-patented technology investment transfer agreement (If the company has not yet been established, the owner of the non-patented technology shall sign an agreement with all shareholders; if the company has been established, the owner of the non-patented technology shall sign an agreement with the company). The capital contribution agreement generally needs to reflect the following contents: ① The non-patented technology It is indeed owned by the proposed investor (or company) and is the only proprietary technology ② The amount has been confirmed after the technology has been evaluated by a professional organization (Sino-foreign joint ventures can also negotiate a price or hire a third party to evaluate), and all Invest in the company. ③After the proprietary technology becomes an asset of the target company, all legal rights to the proprietary technology belong to the invested company.

(4) Notarization documents are notarized by the notary authority, which mainly notarizes the ownership of non-patented technology owners and technology investment transfer agreements, etc., and confirms it through statutory third-party notarization The issue of non-patent ownership and investment in place will be of great help in reducing disputes and conflicts over non-patent investment.