Equity Transfer Of A Limited Liability Company

Limited liability company was born in Germany in the 19th century, so far, it has become the basic national economic and social forms of economic organization, both based limited liability company co-owned and co-author of the unique charm of nature, "Company Law" in the legislation, we must consider how cooperation in the maintenance of its people under the premise of the transfer of its equity to make reasonable and appropriate regulation. This article examines the basic theory of transfer of shares, based on the combination of the existing "Company Law", on the limited liability company in the process of share transfer of several key controversial issues of research and analysis. I want to take this opportunity to sort out the process of share transfer limited liability company in the complex legal relationships in order to obtain an effective solution to solve the problem. Text by the introduction, body, conclusion of three parts, which the body is divided into four chapters.The first chapter introduces the limited liability company the basic theory of share transfer. First described the characteristics of limited liability companies and share the meaning and nature of equity is clearly a new type of civil rights. Second, the study foreign limited liability company share transfer system and found that despite the national legislation of its stock transfer restrictions in the choice there is a big difference, but the values are the same: to maintain people together, balance the interests of shareholders. Then, tracing sources of domestic legislation. From both horizontal and vertical, of the limited liability company to inspect the equity transfer system, which improve the transfer of shares of limited liability companies are an important reference system.Chapter II, a limited liability company share transfer system analysis. First, the definition of equity and value transfer system. Then, on the equity of the internal and external transfer form and the two theories, the specific analysis. And analyzed on this basis, the transfer occurred outside the number of shareholders exceeds the legal limit application of the law, the right to revoke the right of the line, articles of association and shareholder agreements and the impact on the share transfer contract with the effect of changes in ownership relations and other issues.Chapter III, Analysis of Limited Liability Company Right of First Refusal. Shareholders of the limited liability company in order to exercise pre-emptive rights issue of legal analysis, the value of consideration and analysis of the exercise path. On "equal terms" to consider, to determine the "same conditions" applicable principles. I pre-emptive rights of shareholders to exercise some consideration, support and opposition on the part of the exercise of the privilege issues and analyzed the different grounds, and put forward their own ideas: some privilege should not be allowed to exercise.Part IV,transfer of shares in limited liability companies and improvement of the legislative proposals. In concluding remarks, based on the proposed transfer of shares the author proposed the legislation in principle. The "Company Law" a brief analysis of the seventy-second Article, the provisions of the legislation put forward their own suggestions for improvement.