Study On Legal Issues Of Shares Transfer Of Limited Liability Company

Recently, there is a trend that cases of company disputes heard by Soochow two-level courts have been increased year after year, among which the dispute of shares transfer accounts for considerable proportion. Although the current Company Law has made a relatively detailed institutional arrangement on shares transfer, there are some shortcomings for further improvement on practice level. Based on the collection of effective judgements relevant to company disputes decided by Soochow two-level courts from 2005 to 2007, the author makes an analysis on types of shares transfer issues of aforementioned cases. The author found that issues of shares transfer relatively concentrate on following three aspects: firstly, correct scale to the restriction of shares transfer, including the due scale of legal restriction to the external shares transfer and the reasonable scale of conciliative restriction of shareholders to shares transfer; secondly, the correct procedure to shares transfer, including the implementation of consent procedure by shareholders, the execution of preemptive right of shareholders and the completion sign of shares transfer; thirdly, special requirements for particular forms of shares transfer, including special requirements on procedures and restrictions of four commonest particular forms shares transfer, namely, the shares transfer resulted from compulsory enforcement, transfer of state-owned shares, succession of shares and shares division for divorce. This thesis makes a comparatively systematic study in the aforementioned shares transfer issues from practical perspective, not seeking its profoundness but to provide a practical and effective thinking path for judges engaged in company case dealing with such issues.