Limited Liability Company Flaws Equity Transfer Legal Analysis

The company capital system, capital system occupies very important position, reaction, simple portfolio is not very good credit capacity, credit ability more often and realizable assets hook. Even so, ensure that rely on basic management company with good credit, the Surety Company is still the capital contribution by shareholders, which brought together the capital of the company.In this paper, the first part is the introduction, research scope and the research purpose, mainly introduces the research topic.The second part, explain and illustrate the types and causes of defective equity concept, the defective stock right, is the existence of defective equity. Secondly, to explore the relationship between obligation and shareholder qualification, the capital contribution, the following points: the shareholders of shareholders’rights is a prerequisite for investment, which is also the most basic obligation of shareholders. But this does not mean that, in the shareholders did not actually perform the obligation of capital contribution, or not properly perform their obligations under the condition, will affect his shareholder’s qualification. Therefore, to conclude, defective equity is the transferability of the. Finally, the basic characteristics of the basic form of defects in the transfer of defective equity transfer contract is introduced.The third part is to study effect of defective equity transfer contract. This part of the contents of the defective share transfer contract effectiveness are briefly described, and the four kinds of theory is one of the most controversial:distinction said, effective, eclecticism and invalid said that are analyzed. Secondly, the determination of the validity of such a contract in judicial practice. Finally, for the identification of several specific conditions of validity of the defective equity transfer contract specific analysis.The main content of the fourth part is the related issues by the civil liability of defective equity transfer, how to bear, who bear. First introduced the defective share transfer dispute liability type, followed by the analysis of the basic principles of civil responsibility, should follow the again, related viewpoints such as transferor is fully assume civil liability for defective shares, or by the assignee bear completely, or jointly and severally liable for the analysis and draws the conclusion:should be agreed between the transferee of the said the meaning and the parties to determine whether the transferee shall bear joint and several liability and whether to transfer human recourse problems. In addition, after the defective equity transfer, how to deal with the civil liability object change, company, its creditors, shareholders should be how to take responsibility, all these problems in this part of the specific analysis.The fifth part mainly discusses the need to perfect the legal norms for the defective share transfer judicial disputes, legal norms and the prevention of defective equity transfer behavior, such as how to increase the company related personnel engaged in the responsibility and establish the right loss procedures were discussed.The sixth part is the conclusion.