Research On The Determination Of Shareholders' Qualification Of Limited Liability Company

Qualification of shareholders can be clearly defined, involves the third party and creditors’rights and interests of the orderly and harmonious relationship maintenance, companyorganization, is smooth and economic order. In numerous company disputes resolution process,determine the qualification of shareholders be settle disputes must rely on prepositional procedure.Since modern British company law began, the development history of nearly400years ofcompany law, numerous shareholders qualification case history, theory of company law ofshareholder’s qualification and confirm the debate more schools of thought contend, making manyhas the theoretical principles of consensus at the same time, also there are many areas are fuzzy,defining the need according to the specific judicial situation, based on the predecessors about thebasis of the theory of limited liability company shareholder qualification, combined with their ownlearning and explain the analysis, has great practical.Breakthrough in our country, since1993, when the "company law" according to differentownership legislation to form on the basis of liability and capital formation, a limited liabilitycompany type, to2005, the company law and the supreme people’s court explain a company law,company law interpretation2, the emergence of the company law to explain three validation rulesabout the qualification of a limited liability company shareholder from scratch, from coarse to fine,reflect and embody the company with the development of our country brings the increase in thenumber of equity dispute the reality and needs. Since the18th, the central for administrativeexamination and approval system reform, prime minister li keqiang stressed unity to simplify theregistration procedures, the actual will let more real-life case, and accordingly, the shareholderqualification in solving the dispute of shareholders and company case has considerablesignificance, the vast majority of companies case is related to the qualification of shareholders.In legislation and the court system in China has not yet formed a unified set rules limitedliability company shareholder qualification system, combined with the qualification ofshareholders obtain way, including the original shareholders, having been made, and some specialcircumstances, such as, shareholders, the flaws capital contribution, impersonate shareholders, etc.,combined with the essence of the dispute reason, such as incomplete management, industrial andcommercial registration organ failure, the third person without knowing, shareholders or maliciouscollusion between the company and so on, according to the regulation of our country current lawand judicial interpretation, to explore investment certificate, the company’s articles of association,register of shareholders and form important document, such as industrial and commercialregistration and the actual exercise of shareholders’ rights such as the nature of the substantialrequirements and proof method, comprehensive balancing of interests, such as appearance of socialist principles, analysis the shareholder qualification effective logical basis and practicesystem.Article will with the judicial practice and the relevant qualification of a limited liabilitycompany shareholder dispute cases as the foundation, in2014the new "company law"(revised in2013) and the new "company law explanation" revised in2014), the supreme people’s court on thebasis of research results of experts and scholars at home and abroad for reference, the first, caseanalysis and theoretical analysis, the combination of legal theory analysis combined withdialectical logic analysis, combined with a practical case of law research methods, the thesis makeskin type analysis, this paper on the basis of summarized my shareholders of limited liabilitycompany qualified to determine the way of various kinds of cases. The defects in judicial practiceat the end of the article is mainly to the shareholders and dormant shareholders and impersonatethe specific situation is analyzed, the existing problems and the method has carried on theinduction.