The Studies On Inheriting The Stock Rights Of A Limited Liability Company

In the limited liability company, shareholder’s rights are one civil right whichthe property right and the non-property right unify, nature of shareholder’s rights isproperty right, the object belongs to the succession law relationship. shareholder’srights as an important part of civil property, it can be incorporated into the heritagerange, be inherited by the heirs.The current "company law" the seventy-sixthregulation, subject to the provisions of the articles of association of the company, if anatural person shareholder in its death, his legal heir may inherit the shareholder’squalifications, also is to inherit shares, and then become the new shareholders of thecompany.At present, only in the "company law" article seventy-sixth only brieflyabout the rights of a limited liability company succession，other provisions do notinvolve the question, and seventy-sixth of inherit of stock rights provisions are tooprinciple and abstract, and no heir to inherit the shareholder’s rights and thecompany’s articles of which can be made special provisions to regulate and guide oflegislation, make it difficult to resolve the shareholder’s rights is increasing injudicial practice inheritance disputes. Therefore, this paper will be of limited liabilitycompany the shareholder’s rights inheritance issues in-depth discussion and research,in order to solve some of the puzzles and problems we encounter in the theory andjudicial practice. This paper consists of four chapters. The first chapter，Firstly, this paper expounds the concept and power of theshareholder’s rights in the limited liability company, and further expounds theconcept, legal nature and types of the shareholder’s rights inheritance. Secondly,introduced the domestic and about two kinds of academic viewpoints inherit theshareholder’s rights in the limited liability company, namely “theory ofshareholder’s rights can not be inherited” and “theory of shareholder’s rights can beinherited”. Finally, starting from the legal nature of shareholder’s rights and therelationship between the limited liability company people together and shareholder’srights inheritance, analysis of the shareholder’s rights limited liability companyeligibility inheritance.The second chapter，From the introduction of major countries of the two law onlegislative situation inherit shareholder’s rights limited liability company to learn,they in the law on the shareholder’s rights inheritance to be sure, but, because of thetwo legal systems in different historical tradition and heir to inherit the shareholder’srights and inherited conditions still have bigger difference. Then introduces thestatus of legislation to amend the existing company law of our shareholder’s rightslimited liability company inherited, then elaborated on China’s current company lawon legislation to inherit shareholder’s rights limited liability company and makecomments.The third chapter，Analysis of the impact of the articles of association ofthe company and limited liability company shareholder’s rights inheritance.Firstly,analysis of the relationship between the articles of association of the company and will shareholder’s rights in the inheritance, in the articles of association of the company and the wills of the shareholder’s rights inheritance stipulated or arrangement, how to effect between the two. To this question, two cases were analyzed. One is shareholder wills first, formulate or revise the articles of association of the company; another is the opposite situation. Secondly,analysis of the articles of association of the company may be separately stipulated content, is the exclusion of the shareholder’s rights inheritance, limit and limit heirs inherit of shareholder’s rights. The fourth chapter，Some problems of inheritance of the limited liabilitycompany shareholder’s rights research. First of all, analyzed the problems of thespecial subject of the shareholder’s rights inheritance, it contains two aspects, one isthe special subject of the shareholder’s rights inheritance problems, two is theshareholder’s rights inheritance leads to change the number of shareholders.Secondly, Analysis of the major shareholder of death the share equity inheritanceproblems, inheritance and shareholders do not agree with the heir to inherit theshareholder’s rights, shareholder’s rights disputes processing.