Research On The Transfer Of Equity Of Company With Limited Liability

Company with Limited liability is an important corporate form on company law. Since the company can be registered with simple procedures, low requirement on registered capital and flexible form, it's widely welcomed by medium and small investors. Equity Transfer system provides faster and more investment opportunities for investors, which becomes an important system on Company Law. While the system involves the interest of many civil entities such as company, transfer shareholders, other shareholders and the assignee, comprehensive and careful considerations should be given to the specific design of the content of legislation. However, because of existing many problems and shortcomings, equity transfer system of Company Law in China needs to be reviewed and amendmented further. This essay discusses the transfer system of equity, which aims to provide reference for legislation. The main content is divided into four chapters:Chapter I is to introduce and demonstrate the basis of equity transfer theory. Firstly, this chapter introduces the concept of company with limited liability, equity and transfer of equity, and then demonstrates the legal basis for the transfer of equity from four aspects of the nature of equity, the profit-making quality of shareholders, the withdrawal mechanism of shareholders and special character of company of limited liability.Chapter II discusses the general transfer of equity. Firstly, this chapter defines the nature of the transfer of equity. Secondly, from the theoretical foundation and comparative law, the comprehensive and in-depth anatomy and analysis is given to the restriction system on the transfer of equity. Thirdly, on the basis of legislation and practice, brief discussion is given to the procedures for the transfer of equity. Finally, in-depth analysis is made on the legal effect of the transfer of equity.Chapter III analyzes the special circumstances of the transfer system of equity. According to jurisprudence and theory, further studies is made on special circumstances of the transfer of equity, based on which a review is conducted on the provisions of corporation law. Firstly this chapter elaborates several special circumstances of the transfer of equity that is explicitly stipulated on the law, including the enforcement of equity, equity repurchase, inheritance of equity and division of joint equity at the while of divorce, Then, pursuant to theory and practice focuses on two special circumstances of the transfer of equity inexplicitly provided on corporation Law of China, such as the transfer of defective equity and the transfer of equity in the circumstance of dormant investment.Chapter IV, on the basis of the previous chapters, sums up deficiencies of transfer system of equity of Corporation law of China and targets to the revision opinion of this paper on it, which includes the content such as defining the concept of equity, establishing and improving the restrictions system of transfer of equity, improving the transfer system of equity of the special circumstances, adding provisions on the transfer of defective equity and the transfer of equity in the circumstance of dormant investment, formulating the perfect registration system for the transfer of equity and establishing trading centre for the transfer of equity with flexible and diverse means.