| In the civil procedure of forcible execution, the people's court frequently handles such case of the forcible disposal of the stock equity held by the executed person in the limited company to discharge the legal obligations of the executed person to the execution applicant. At present, the process of this kind of executive procedure principally takes the relevant articles in the Company Law of the People's Republic of China and the Regulation Regarding the Certain Problems of the People's Court by the Supreme People's Court as the instruction. However, since the relevant provisions in the above two legal regulations are more fundamental, insufficiently clear, concrete and operational, the forcible execution in the judicial fulfillment on the stockholder's rights of the limited company has the conditions which is unable to have no provision to refer to in a certain degree. Each people's court, due to lack of the unified execution regulations, has the phenomenon of arbitrariness and breaching in the execution. Through the analysis and elaboration on the relevant problems of the forcible execution of the stockholder's rights, and the elaboration of the relevant procedures of it, this paper will propose the proper criterion in the author's personal opinion on the foundation of analyzing the non-criterion in the measures of some people's courts'forcible execution on the stock equity of the limited companies.The paper is divided into three parts.Part-1 discusses the validity of the forcible execution of the stock equity held by the executed person in the limited company. First, it introduces the concept and the basic characteristics of the limited company, and briefly analyzes and elaborates its characteristic connotation. Next, it briefly summarizes the stockholder's rights of the limited company, introduces two different concepts, broad sense and narrow sense, and exhaustively analyzes the stockholder's rights'nature, especially has the concrete introduction of several viewpoints, such as the Title Theory, the Credit Theory, the Theory of Associator Right and the Theory of Complex Right and so on, which exists in the academic circle at present. At the same time, it indicates that the author prefers the viewpoint of the Theory of the stockholder's rights Independent on Civil Right on the foundation of three proofs: first, the stockholder's rights has also the natures of the right of claim and the right of dominion; Second, it has also the natures of the property rights and the non-property rights; Third, it has transferability. Afterwards the paper discusses the problems related to the ex-transference of the stockholder's rights in the limited company. It explains clearly that France, Japan, South Korean and Taiwan area in our country of the continental law countries has generally stipulated shareholder's agreement provision and the first-buy provision for the ex-transference of the stockholder's rights in the limited company. It has both guaranteed limited company's closeness and the harmoniousness of workers, and provided the possibility for the company shareholders to exercise the free transfer right. It also introduces the stipulations in which the common law countries prescribe to endow the board of directors with the right to reject the free transfer and other shareholders with the first-buy right. And it also emphatically introduces our country's legal rule on the conditions related to the ex-transference of the stockholder's rights in the limited company. Next, before the discussion of the validity that the people's court has forcible execution on the stock equity held by the executed person in the limited company, it elaborates the several different theories concerning the natures of the civil enforcement rights. The author believes that the civil enforcement rights have the passivity and conditionality. Therefore, the civil enforcement rights conforms to the jurisdiction characteristics, but whatever the theories are, they all realize that the civil enforcement rights is the right origin in the activities which the people's courts perform the civil enforcement execution. For the executed person who has failed to fulfill the obligation which prescribed by the legal effective documents, the basic precondition of the forcible execution on his stock equity in the limited company by the people's court, is the civil enforcement rights owned by the people's court. Therefore, the stock equity held by the executed person in the limited company, the author thinks, could be the subject matter in the forcible execution by the people's court. At last briefly analyzes and elaborates the executed person in limited company characteristic connotation. Part-2 is about the author more comprehensively argues the viewpoint of the stock equity in the limited company which could be the subject matter in the forcible execution. First, from legal basis for the forcible execution on the stock equity held by the executed person in the limited company, through understanding Article 53 and Article 54 in the Regulation Regarding the Certain Problems of the People's Court (Trial) and Article 73 in the Company Law, the paper expounds the existing law and the judicial interpretation, and confirms the viewpoint of the possibility of execution on the stockholder's rights in the legislation stratification plane. Second, with the theoretical analysis method, it further elaborates the viewpoint of the stock equity held by the executed person in the limited company which could be the subject matter in the civil forcible execution. The reasons mainly are: (1) The autonomous principle of the private law does not eliminate the legitimate intervention of the country; (2) Equity investment (stockholder's rights) is one kind of the property right, and it itself has the transferability, and the stipulation of its transfer limit should not be the condition to deny its transfer, and it also can not constitute the condition of the resistance execution; (3) From the view of the limited company, by no means the forcible execution constitutes directly the condition to violate it the harmoniousness of workers. Third, from the practical view, thought in the situation that it has other property for the execution, stockholder's rights and equity investment held by the executed person in the limited company could not be first carries out. According to the consideration to the principle of equality and efficiency, it must act according to the different situation in the practice, and handle nimbly.Part-3 is about the stockholder's rights executive procedures of the limited company and its related legal matters. In the present judicial practice, it is quite chaotic to dispose the limited company's stockholder's rights. The reason is that it has not clear and concrete standard laws and regulations. In this part, through the discussion of the related legal matters, the author proposes a set of he regulations in the academic plane, which the operation of the forcible execution on the stockholder's rights the limited company could be carried our according to. The first step of the forcible execution is to freeze the stockholder's rights. It may be divided into two parts in details: the freezing procedure and the noticing procedure. In the analysis of the freezing procedure, it mainly aims at the situation existing at present, in which the partial courts attaches more importance to the freezing procedure delivered to the executed person or the regulatory registration department of the executed limited company, but neglect the deliverance the limited company whose stock is held. Through the analysis and proof, the paper believed that, the stockholder's rights have already been shifted after the limited company's shareholder register of names has changed. The business registration is the registration of declaration, only playing the role of showing. If it does not deliver the freeze procedures hold the stock the company to the limited company whose stock is held, it may possibly have the third person of good intentions to accept the transfer of the stockholder's rights to cause failure of the freeze measure of the people's court. Therefore, in the execution work of freezing stockholder's rights in the limited company, it must deliver the freezing procedure to this company. In the process of freezing the stockholder's rights, another question is the noticing procedure after freezing. Aiming at the present situation for some courts neglecting the noticing procedure, the author, through the analysis of the relevant provision in the Law of Litigation and the Regulation of Execution, believes that only after the freezing the executed person is informed the freezing time, the types of the stockholder's rights, the share and its the right and duty, it can lay the foundation for the further to take the exestuation measure. The second step of the forcible execution is to do forcible disposal to the stockholder's rights which has been frozen. First is the appraisal procedure. In the aspect of confirming the appraisal organization, it must carry on according to three ways which are provided in the Regulation of Execution. For the company refusing to provide appraisal material such as the financial report form and so on, author's viewpoint is not to appraise by the existence information. From the fair principle, it could withdraw the correlation resources to carry on the appraisal again. In forcible execution on the stockholder's rights, the most major problem disputed at present is the procedure to win all approval of more than half in shareholder majority. The paper is divided into two levels to carry on the elaboration. First is Article 73rd of the Company Law had not stipulated whether needs half of other shareholder majorities to agree, but according to Article 54th the Regulation of Execution and Article 72nd of the Company Law, it may infer to transfer the stockholder's rights which need the agreement of the shareholder majority. The second level is how the objection shareholder purchases its objection transfer of the stockholder's rights The author believes, because of the shareholder's the different intention, non-shareholder transfer of the stockholder's rights to purchase and shareholder's first-buy power are the different rights. Some court requests other shareholders who disagree transferring stockholder's rights participated in purchase and realize the objection purchase when auction, which the procedure is wrong. The standard method should be that, after making the appraisal report of the stockholder's rights price, the people's court may separately send out the notice to the limited liability company and other various shareholders, desire them to make the answer to the forcible execution on the stockholder's rights. For the shareholders do not agree to transfer, it then may estimate to purchase this stockholder's rights or the investment rights. The final step of forcible execution procedure on stockholder's rights is the auction, sells-off procedure. The author believed that, the people's court must inform the company shareholders which enjoys the first-buy power to participate unexpectedly buys before the auction. From the present judicial practice, the people's court only informs the limited company to the matters concerning auction. The request of requiring company to inform other shareholders should be abandoned. After the final deal of the auction, the people's court must rule the form and confirm the shift of stockholder's rights. When the judge is delivered to buyer, the property rights shift. The article at last discusses the situation in which the population of shareholders in limited company surpasses 50 persons because of forced enforcement. First it illustrates the related legal rule of Korea, France and Japan. And then the author demonstrates his own opinion according to the knowledge of the laws in our country. That is the right of execution which must be exerted lawfully and the result of the execution must be according to the law. Therefore the direct action of juridical execution can not lead to the population of shareholders in limited company which surpasses 50 persons. In the practice other executing methods can be adopted.
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