On The Reasonable Restrictions Of The Preemptive Right In The Limited Liability Company

Preemptive right system is restricted to the free transfer of stock rights. It isbecause of protecting the characters based on shareholders of Limited LiabilityCompany, avoiding the transfer rights to maintain stability of the company. But thereare still some reasonable benefits limits to preemptive right system in order to avoidstockholders abuse preemptive right system and harm the profits of the transferringstockholders and the whole company.The first part in the thesis is to have a discussion of the related question of thepreemptive right based on some cases, and to find some problems which can behappened during the process of exercising the preemptive rights.The second part aims to analyze the preemptive right system in our laws. Itcontains six aspects----identical terms, right of agreement, articles of association,problem of partial exercise of preemptive rights, disposing time and restrictingabusing preemptive rights, which helps find the shortage of the restriction ofpreemptive rights in our laws.The third part makes a comparison of civil law countries and common lawsystem. And it set a good example for improving the reasonable restriction of thepreemptive right in our laws.The fourth part raises some suggestions to the reasonable restriction of thepreemptive right. It can have some specific provisions to the substantive conditionsand procedural conditions of preemptive right, complete the accountability system ofexercising preemptive rights, consolidate articles of associations to the normalizeusage of exercising the preemptive right of stockholders.