The Research On The Transfer Of Stock Right Contributed In Term

Capital contributed in term is one of the lawfully regulated capital contribution ways. It is a very special way which not only affects the regulation of a company's full capital contribution as it is registered,the shareholder's withdrawal of a company and the interests of the company itself,the interests of the shareholders and the interests of the creditors of the company etc. This paper focuses on the validity of the contract of the transfer of stock rights and the liabilities incurred after the transfer when the capital is contributed in term but hasn't finished all the terms.The first part of this paper starts from the qualification required for a shareholder and the nature of a shareholder's capital contribution action, then it analyzes whether a shareholder who hasn't finished all his contribution is a qualified shareholder and the limits of the scale of his rights. And then this paper concludes that stock rights contributed in term but hasn't finished all the terms will have no effect on its transfer from the aspects of the trend of the capital regulation of companies and the transferability of the shareholder's liability of capital contribution. The second part of this paper analyses the validity of the contract with the content of the transfer of stock rights contributed in term. The analysis is conducted in two ways, one is from the aspect of the Highest People's judicial suggestions and some related real cases, and the other is from the aspect of jurisprudence and the value of maintaining the validity of contracts. The conclusion is that the transfer of stock rights whose capital contribution is paid in term but hasn't finished is valid. This part also involves the analysis of the effect of different subjective recognition of the two parties upon the validity of the contract. The third part of this paper focuses on the distribution of liabilities upon each party when the contract for the transfer of stock rights is valid. It includes the analysis of whether the money which is the consideration of the stock be contributed to the company and the two parties and other shareholders'liabilities to the company,the company's creditors and other shareholders. The last part of this paper analyses the liabilities incurred when the validity of the contract with the content of the transfer of stock rights contributed in term is invalid or revocable.