Limited Liability Company Share Transfer Study

In these days, the corporates become more and more important and Influence people's life in all sides. As the most important things of the corporates, the shares, especially the share transfer, draw more and more researches of people, In our country, it is to be regretted that there are only a few articles about them in our current corporate law and the researches are not enough. Under these conditions, the thesis chiefly studies the share transfer of limited corporate in our country.This paper has five parts.The first part is the preface: It mainly introduces the reasons of the author writing the paper and the structure of the paper.The second part is the study of the concept of share transfer and how to understand it. The paper thinks that there are a few errors about the understanding the concept of share transfer. In this part ,the author put forward his views: (1) The act of share transfer is a civil act of law;(2) The subject of the act of share transfer is particular;(3) The act of share transfer must obey the law;(4) The act of share transfer is different from the act of asset transfer in the limited corporates;(5) The contract into force of the act of share transfer is different from the act of share ownership transfer into force.The third part is the analysis of the theory of share transfer. It have three parts: (1) the theory of share free transfer. It includes: Share right is one of people's assets; The act of share transfer is an act of contract; the assumption of rational economic person; the balance of the share holder's benefits. (2) the theory of share restrictive transfer. It involves: keeping the good relations of the share holders ; the limited corporate is closed. (3 ) comprehensively analyzing. This paper thinks the law should encourage share free transfer. It should not make too many restrictions on it.The forth part is the judgment of the force of the act of share transfer. It has two parts:(1) the common standard of judgment. It includes: The body of the act of share transfer is accord with the law; The object of the act of share transfer is accord with the law; The means and procedure of the act of share transfer areaccord with the law; The meanings of the parties are true. (2) the special standard. It involves: the force judgment of the act the share holder's share transfer when their invests are defect; the force judgment of the act the share holder's share transfer when half-number holders object the act of share transfer; the force judgment of share transfer when it infringes on other share holder's preemptive right; the force judgment of the act the share holder's share transfer when the act is contrary to the articles of in- corporation; the force judgment of the act the share holder's share transfer when the act is contrary to other's engagement of the parties; the relation between the change of share holder register and the force of the act of share transfer; the relation between the change of industrial and commercial register and the force of the act of share transfer.The last part is the criticism and perfect about our law on share transfer about the limited corporate. It has five parts: on the nature of the corporate law; on the thirty-fifth article of our current corporate law; making the rules on the general meeting of share holder and the share holder designated purchasers; making the rules about the inheritance of share right; making the rules of restrictions of the act of share transfer of directors and supervisors .