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Shareholders Of A Limited Liability Company To Exit Mechanism

Posted on:2014-12-04Degree:MasterType:Thesis
Country:ChinaCandidate:H YinFull Text:PDF
GTID:2266330422966977Subject:Law
Abstract/Summary:PDF Full Text Request
Stock repurchase request right and company dissolution litigation system hasbeen in our new "company law" in the confirmation, which provides a new way forthe intention to withdraw from the company’s shareholders, however, legislation is notperfect, so that the system has the disadvantages of. In the process of practice, theprotection of the rights and interests of shareholders is not enough. For investors, it isa blow to investment of their enthusiasm, which is disadvantageous to China’scommercial activities. In view of this situation, this paper based on the protection ofthe rights of shareholders to exit point to comprehensive use of comparative analysis,literature research, law and legal analysis method, carries on the elaboration to thesystem of shareholder exit mechanism, by learning from the advanced legislation ofthe law on behalf of the state, based on the actual situation of our country, learn fromeach other.Based on the concept of shareholder withdrawal is introduced as thebreakthrough point, mainly on the importance of improving the exit of shareholdersare described, and then gives the commercial legal basis of shareholder exit thecompany--the company contract theory and its derivative theory--the expectationsright theory, the theory of interests balance. Based on the basic theory is introduced,the description of the status quo of China’s legislature, has enumerated the presentlegislation in four countries, the United States, Germany, Britain, Japan. According toseveral national shareholder exit mechanism study, to find problems existing inChina’s legislation, provide reference for our country’s company law. Based on theinvestigation of current situation of foreign legislation, combined with China’s actualsituation, summed up the experience is worth learning. Finally, the articles ofassociation of the company, to strengthen the role of substantial equity transfer system,improve the shareholder equity repurchase objection and litigation dissolutionsystems were proposed in the paper.Perfecting shareholder limited liability company exit mechanism is the objective requirement of commercial activities, and inevitable requirement of economic andsocial development. Effectively protect the investor’s freedom is one of the purposesof the commercial law, the liquidity of capital abundant, is to promote the optimalallocation of resources is the basis of the premise, continue to promote economicprosperity, and smooth exit channels of the company is the fundamental guarantee toachieve these aspirations. Thus, the Shareholder Exit Mechanism of the limitedliability company research and perfect be imperative, set up more perfect now is whatwe want to see.
Keywords/Search Tags:Shareholders to exit, Equity transfer, Share repurchase, Judicial relief
PDF Full Text Request
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