The virtual shares entail certain economic rights (profit participation rights) for the investors. These individual economic rights are explained in more detail below.
Dividends allow investors to participate in the current profits of your company. In order for dividends to be distributed, there must first be a shareholder resolution regulating the appropriation of profits for a specific financial year.
In addition, in the case of virtual shareholders, it must be proven that they were or are owners of the virtual shares at the time of publication of the shareholder resolution. Only investors who held the virtual shares in their wallet at this time are entitled to receive dividends.
To be able to identify the holders of the virtual shares entitled to dividends, a "snapshot" of all wallets holding virtual shares is created at the time of publication of the shareholder resolution. This snapshot can be easily created by an admin of the company account on our platform. In the course of the snapshot, another smart contract is automatically set up to which all dividends to be paid are deposited. The holders of the virtual shares are entitled to dividends can now log in via their account and withdraw their dividends from the smart contract.
GBA=GR/VGK*VG
The profit participation entitlement (GBA) is the target figure sought and corresponds to the amount distributed to investors in the form of dividends.
To calculate this target figure, the number of profit participation rights (GR) is divided by the virtual total capital (VGK) and then multiplied by the available profit (VG).
The number of profit participation rights (GR) corresponds to the virtual shares held. The virtual total capital (VGK) is the sum of the shares of all shareholders who are entitled to a share in the profits of your startup. This includes the traditional shareholders and investors, as well as the holders of the virtual shares. The available profit (VG) is the sum that is distributed to all shareholders participating in the profit and results from the shareholder resolution on the appropriation of profits.
Assume that a GmbH has a share capital of € 25,000, which is divided equally between two shareholders. In addition, 5,000 virtual shares have been issued to investors. There are no options on shares or shares to be issued in any other way. The shareholder resolution on the appropriation of profits provides for € 100,000 to be distributed as a dividend. The investor Alice holds 1,000 virtual shares at the time of the shareholder resolution.
This results in: GR = 1,000, VGK = 30,000 (25,000+5,000) and VG = €100,000. Substituting these values into the formula results in a dividend payment to Alice of €3,333.33.
If your company is liquidated, e.g., through insolvency proceedings, all shareholders and holders of the virtual shares with profit-sharing rights will receive the liquidation proceeds in proportion to their stake in the company. Please note that all of your company's liabilities will be paid from the liquidation proceeds first. The shareholders and virtual shareholders are only paid subsequently. The amount of the liquidation proceeds is calculated according to the same principle as the calculation of dividends.
In the event of an exit, the virtual shareholders have three years to return the virtual shares and to be paid out in proportion to the total exit amount. The three-year period begins from the time at which the virtual shareholders become aware of the exit (e.g. publication on the website).
An exit is deemed to have taken place if one of the following conditions is met: