Enter Passcode wrote:
可以參考 LLC 的結構...(恕刪)
有限公司好像就只是看出資額，沒有所謂的股權，而且出資額還不能隨意轉讓
股份有限公司在發放股權給員工這部分，似乎有限制要用年度資本公積和盈餘才能轉增資
也就是公司不能用帳面現金按期轉成股權給員工(公司的現金=股東的現金，攸關其權益)
簡單說，股票(股權)不是說發就能發的，公司法有其限制，還得過股東會那一關
或說在創立公司有技術股的部分(不出資、貢獻技術)，屬於創始股東(或出資者)
這些都比較複雜，還需要專業人員(會計師等)作規劃
NEI0527 wrote:
有限公司好像就只是...(恕刪)
United States[edit]
A Limited Liability Company (LLC) is a relatively new business structure authorized by state statute.[51] The LLC is chiefly inspired by the GmbH ("Company with limited liability"), a type of business organization in Germany, and by the limitada, a type of business organization available in many Latin American countries.[25]
In the United States, the first limited liability company act appeared in Wyoming in 1977 as special interest[52] legislation for an oil company.[53] In 1980, the Internal Revenue Service issued a private letter ruling to an LLC formed under the Wyoming LLC Act, indicating that the IRS would treat the LLC as a partnership for federal tax purposes.[54] However, later that year, the IRS proposed regulations that would deny partnership classification to any business entity in which no member bore personal responsibility for the entity's liabilities.[55] In 1982, Florida adopted an LLC act modeled on Wyoming's LLC Act.[56] Due to uncertainty over the tax treatment of LLCs, no other states introduced LLC legislation until after 1988.[57] In 1988, the IRS issued a revenue ruling stating that it would treat a Wyoming-style LLC as a partnership for tax purposes.[58] By 1996, nearly every state had enacted an LLC statute.[59] The National Conference of Commissioners on Uniform State Laws adopted the Uniform Limited Liability Company Act in 1996 and revised it in 2006.[60]
A potential disadvantage specific to the United States is that LLCs are not considered to be corporations for the purposes of federal civil procedure; they are instead treated as partnerships. This affects the applicability of diversity jurisdiction in cases involving LLCs, barring application of diversity jurisdiction when even one member of the LLC is a citizen of the same state as one of the opposing parties. Should one member of an LLC be a citizen of a state of which one of the opposing parties is a citizen, any case between the LLC and those parties must be heard in that state's courts; corporations enjoy a more complete legal personhood that only denies diversity jurisdiction when the opposing party is a citizen of the state in which the corporation is incorporated (most commonly Delaware for large corporations, which has a small population) or has its principal place of business.
AOL was set up as an LLC during its ownership by Time Warner from 2001 to 2008. There is a similar setup for BMW's American subsidiary, BMW of North America, LLC. Chrysler has been an LLC since restructuring during the auto industry bailout of 2009, with a majority stake held by Fiat Chrysler Automobiles N.V..
shiori wrote:正規化，看到這三個字就害怕。
教科書上是這麼教的沒錯
當實際在Run專案時有時就不一定是這麼一回事了
有些應用其實不需要那麼嚴謹的資料
有一次我花了一周時間把開發中的專案做DB正規化
測試後馬上就改回來了嘆氣
正規化所造成的DB Query時間是我們不能接受的...
然後最後到客戶那邊
又在大改了一次
什麼TRANSACTION客戶根本不需要
重點是效能 效能 效能
必要時客戶還接受資料回朔...
公司以前有一群死念書的老是笑我的DB Layout亂七八糟，結果他們的版本一上線就被客戶打槍，光運算個兩萬筆資料可以跑到Timeout加Table Lock，後來還是摸著鼻子乖乖把Table打散重做.......
君顏甚厚，汝母知否？
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