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I am going to start my tech company (private limited). The authorized capital of the company is $100K with 100k common shares ($1 per common share). I issued 10k common shares for me. Later, I got an investor who wants to pay $50k for 10% of the company's shares.

How many shares should I issue for this? And what percentage ownership will I have after this? Should I increase the authorized capital?

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    Are you having trouble calculating 10% of 100k? Or 100%-10%?
    – JohnFx
    Nov 22, 2021 at 19:13
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    If this isn't a homework question, hire an accountant + lawyer who should be responsive to questions like this. Taking on an investor for 50k without professional guidance is a recipe for disaster. Nov 22, 2021 at 20:43
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    @JohnFx I want to be clear whether the 10% will be counted on common share or on issued share on me ?
    – John
    Nov 22, 2021 at 22:26
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    That depends on whatever you decide to do.
    – JohnFx
    Nov 28, 2021 at 4:15

1 Answer 1

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If the partner gets 10K shares for $50K and the founder has 10K shares then the partner is accounted as 50% of $150K. Percentage of un-issued shares is no problem to the partner because the partner now has 50% voting.

If the founder gets an additional issue of 10K shares and the partner gets 10K shares for $50K then the founder is accounted 66.67% of $150K while the partner is accounted 33.33% of $150K.

If the founder gets an additional issue of 80K shares and the partner gets 10K shares for $50k then the founder is accounted 90% of $150K while the partner is accounted 10% of $150K. Of course the business might have a business practice which produces upcoming and ongoing revenue and have value beyond liquid book value.

The founder could sell a percentage of their current holding but in that case the founder gets the money while the company doesn't get any additional funding.

I suppose, or obviously, it would be a breach of fiduciary duty to issue new shares for inadequate value when not negotiated with partners or shareholders.

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