Not Fully Invested Equity Transfer And Subsequent Obligations

In order to encourage the development of the company, our existing corporate capital system paid-in capital system to an installment payment of the capital system, the shareholders of a limited liability company can choose to be paid by installments funded the establishment of the company, pay the first minimum amount invested, the remaining contribution in accordance with the provisions of the companies in two years (an investment company can be paid off in five years). The remaining subscribed capital contribution in the time prescribed by law, belong to the scope of the shareholders of autonomy. Installment payment of the capital system lead to a result that is not paid in full after the establishment of the company funded abound. China not paid in full funding equity transfer and follow-up obligations, provisions exist legal gaps, resulting in not paid in full funding equity after the transfer of dispute resolution that are all sorts of difficulties. To seek the solution of the problem, with empirical, historical and comparative measure, take the limited liability company for example, discuss the not paid in full funding equity transfer and the subsequent obligations.The whole paper is divided into four chapters, except the preface and the epilogue. The title of the first chapter is not paid in full overview of the funded. The second is not paid in full funding options may be transferred to the theoretical basis of analysis.The third is not fully fundedthe equity transfer of the force of law. The fourth is not fully invested equity transfer follow-up obligations commitment and distribution.The first chapter describes the concept of not paid in full funding, showing the form and characteristics to analyze the reasons for not paid in full funded.The second chapter tells that the nature of the equity is the most appropriate members the right to the basis of the equity of exercise should be based on the qualifications of the shareholders to explore not paid in full funding shareholders of the eligibility of that is not the full amount invested shareholders should be given to shareholders'qualifications, but not fully funded, for certain shareholders, the actual investment is closely related to shareholders'rights should be limited. At the same time, not full funded shareholders analysis of the qualification as a shareholder, not paid in full funding of the equity should have transferability.The third chapter talk about that not fully invested equity transfer process, transfer and the transferee both sides mean that the true, and does not violate the law and of public order and good morals, not fully funded the equity transfer contract becomes legally effective, the analysis is not the full amount invested equitystakeholders involved in the transfer (including the assignee, transferee, the company, shareholders and other third party) shall bear the legal consequences.The fourth chapter analyzes the current situation of our country not fully invested equity follow-up to the transfer of obligation to introduce foreign legislation not fully funded the equity transfer follow-up obligations and foreign legislative What are the implications for our country, due to China's Company Lawnot on the transfer of the corresponding obligations of commitment to provide for, leading to disputes not fully invested equity transfer is difficult to solve the problem. Therefore, based on the exposition of the first three chapters, the last part of the focus in the fourth chapter discusses the not fully invested equity transfer, the assignor and the assignee of the company, other shareholders and creditors follow-up obligations should be how to be commitment and allocation issues. in order to be able to provide some measures for the solution of this problem.