On The Validity Of Shares Transfer Of Limited Liability Company

The limited liability company is based on the aggregation of capital and persons. Followed the order of the procedure of shares transfer, the thesis analyses this characteristic and discuss the validity of shares transfer.The thesis consist five chapters. The chapter one defines the concept of shares and shares transfer, discuss the subject, kind, conditions and procedure of shares transfer and the validity of the contract of shares transfer which breached the articles of association of the company and the duty of capital contribution. The chapter two discusses the validity conditions for the contract of shares transfer, analyses the validity of the contract which has breached the article of association of the company and the duty of capital contribution, and discuss the validity of inside shares transfer which lead to a single-person company and put forward disposal suggestions to this situation. The chapter three discusses two problems in the shares transfer. The first is the voting principle of over fifty percent or more shareholder's consent, focus on its legal basis, legislative purpose and safeguard. The second is the preferred purchasing procedure, mainly discusses its legal nature, subject, exclusion period and, based on these research, discussed the feasible condition for outside transfer. The chapter four discusses the nature and validity of the registration in the company and in the industrial and commercial administration bureau, and conduct a comprehensive research on the whole procedure of share transfer from contract sign to registration. The chapter five defines the nature of capital reception and qualification for the receptor, and analyses the legal nature, conditions and procedure of enforcement of shares.