好的股权规划在税务层面的优势到底体现在哪里,做好股权设计啊,除了能强化创始人的控制权,和保障创始人资产安全之外,还有一个很特别的好处,就是能够帮助公司和创业者省钱,这什么意思呢,其实很多人不知道,一个优秀的股权设计,可以帮助公司和创业者,在完全合法的情况下,节省很多税负,那么通过股权设计来实现节税,有哪几个维度呢,主要是在分红和卖股这两个维度,当然啊，不是说只有这两个维度能够实现税务优化,不管是公司的设立、扩张和上市,还是公司的收缩、整合和重组,只要做好股权设计,都可以实现合法节税,从而为公司和创业者创造巨大的经济价值。

　　What are the advantages of good equity planning in terms of taxation? Well designed equity not only strengthens the founder's control and ensures the safety of the founder's assets, but also has a special benefit of helping the company and entrepreneurs save money. What does this mean? Actually, many people don't know that an excellent equity design can help the company and entrepreneurs save a lot of tax burden in a completely legal situation. So, what are the dimensions of tax savings through equity design, mainly in the two dimensions of dividends and stock sales? Of course, it's not just these two dimensions that can achieve tax optimization, whether it's the establishment, expansion, and listing of the company, or the contraction, integration, and restructuring of the company. Proper equity design can achieve legal tax savings, thereby creating enormous economic value for companies and entrepreneurs.

　　我们先来谈第一个维度就是卖股,对创业者来说啊,股权的买卖是个无法回避的问题,不管是融资还是套现,都要通过出让股权来实现,但同样是出让股权,不同的持股架构带来的税负影响很大,我们以最常见的三种价格,来对卖股的税负做一个对比,从上图我们就可以看出啊,同样是卖股,不同的架构需要缴纳的税赋能差到一倍,比方说，

　　Let's first talk about the first dimension, which is selling stocks. For entrepreneurs, buying and selling equity is an unavoidable issue. Whether it's financing or cashing out, they need to achieve it through selling equity. However, for the same type of equity transfer, different shareholding structures have a significant impact on the tax burden. Let's compare the tax burden of selling stocks at the three most common prices. From the above chart, we can see that for the same type of stock sale, the tax burden that needs to be paid by different structures can be doubled. For example,

　　第一个，如果是个人直接持股,那只需要缴纳20%的个税,可如果是公司持股,卖股的钱先要交25%的个人所得税,剩余的款项呢,还要再交20%的个税,才能到创业者手里,最后整体税负高达40%。

　　The first one is that if an individual directly holds shares, they only need to pay a 20% personal income tax. However, if a company holds shares, the money from selling shares must first pay a 25% personal income tax, and the remaining amount must also pay an additional 20% personal income tax before it can reach the hands of the entrepreneur, resulting in an overall tax burden of up to 40%.

　　第二个维度是分红,对于很多创业者来说,如果公司发展的不错,那么长期持有公司的股权,并通过股权分红来改善生活,也是一个很好的选择,那么不同的持股架构,同样对分红的税负有影响,我们可以看到,在上述不同的股权架构模型下,创业者的分红税负相同,都是20%,但是请注意,这里纳税的时间不一样。

　　The second dimension is dividends. For many entrepreneurs, if the company is developing well, holding the company's equity for a long time and improving their lives through equity dividends is also a good choice. Different shareholding structures also have an impact on the tax burden of dividends. We can see that under the above different equity structure models, the tax burden of dividends for entrepreneurs is the same, at 20%. However, please note that the tax payment time here is different.

　　如果是个人持股或有限合伙持股,只要 A 公司分红,只要立刻缴纳个税,可如果是控股公司持股,在 A 公司分红的时候,控股公司是不需要纳税的,只有当控股公司再分红给个人的时候,才需要实际缴纳个税,也就是说,这里的控股公司,实际承担了纳税缓冲电的功能,你可别小看了这一点,这可是能发挥很大作用的。

　　If it is an individual shareholding or a limited partnership shareholding, as long as Company A distributes dividends, they only need to pay personal income tax immediately. However, if it is a holding company shareholding, when Company A distributes dividends, the holding company does not need to pay taxes. Only when the holding company distributes dividends to individuals, they need to actually pay personal income tax. That is to say, the holding company here actually undertakes the function of tax buffer. Don't underestimate this, it can play a great role.

　　比方说你很多创业者自己暂时不想分红,但其他合伙人坚持要分,可一旦分红,自己就要缴纳20%的个税,很肉痛,那么这个时候就可以在经营公司上面,加一个公司架构,然后分红给这个控股公司,由于此时不需要交税,所以很多开支就有了转还的余地,这里呢，就不适合展开讲了,大家明白我的意思就行了,另一方面,如果公司想在体外独立孵化一个新项目,用公司持股架构来进行税务优化,也是非常好的选择,比方说经营公司 A 想要在体外独立运作一个新项目,那么 A 先分红给控股公司 B ,B 再投资给新公司 C ,这样全程都是免税的,而其他两种架构都要交税,大家可不要小看了这一点。

　　For example, many entrepreneurs do not want to distribute dividends temporarily, but other partners insist on distributing them. However, once dividends are distributed, they have to pay a 20% personal income tax, which is very painful. At this time, they can add a company structure to the operating company and distribute dividends to the holding company. Since there is no need to pay taxes at this time, there is room for many expenses to be repaid. Here, it is not suitable to elaborate on this. As long as everyone understands my point, it is enough. On the other hand, if a company wants to independently incubate a new project outside the body and use the company's shareholding structure for tax optimization, it is also a very good choice. For example, if operating company A wants to independently operate a new project outside the body, A first distributes dividends to the holding company. B, B reinvests in the new company C, which is tax-free throughout the entire process, while the other two structures are subject to taxation. Don't underestimate this.

　　公牛集团的两位创始人在上市前,不惜额外缴纳近8000万的个税,也要把自己个人持有的股权装到控股公司里,就是为了这一个优势,总结一下不同的股权架构设计,在股权转让和股息分红两方面的差异十分巨大,这也更体现出股权设计的重要性,其实也还有其他方面的情况,比方说持有的是上市公司股权,但是我们这里就很难在短视频里说的太细了,除此之外,好的股权设计啊,不单单是节税这一个功能,还能同时实现强化控制权、维护个人资产安全,便利融资、放大团队、激励效果等多个功能,所以说，没有最完美的股权设计,只有最适合的股权设计,盲目抄袭网上的模板,不考虑自己和公司的实际情况,大多数情况下都会陷入刻舟求剑的尴尬局面,甚至会带来很麻烦的后果。

　　Before going public, the two founders of Bull Group spared no expense in paying nearly 80 million yuan in personal income tax and also had to transfer their personal equity holdings to the holding company, in order to gain this advantage. To summarize, different equity structure designs have significant differences in terms of equity transfer and dividend distribution, which further highlights the importance of equity design. In fact, there are also other situations, such as holding equity in a listed company. However, it is difficult for us to go into too much detail in this short video. In addition, good equity design not only saves taxes, but also strengthens control, maintains personal asset security, facilitates financing, amplifies teams, incentivizes, and other functions. So, there is no perfect equity design, only the most suitable equity design, blindly copying online templates, Without considering the actual situation of oneself and the company, in most cases, one will find themselves in an awkward situation of seeking help, and even bring very troublesome consequences.

　　那么作为一名贯穿法律、商业、财税的专业股权导师,我陪伴了多家创业公司发展壮大,也帮助过上市企业,如果你有股权设计方面的问题,欢迎来找我聊一聊,我们来综合找到一条更适合你的企业发展道路,这是我们能提供的专业股权规划的价值

　　As a professional equity mentor who covers law, business, finance, and taxation, I have accompanied multiple start-up companies to grow and helped listed companies. If you have any questions about equity design, please feel free to talk to me. We can comprehensively find a more suitable path for your enterprise development. This is the value of professional equity planning that we can provide