Study Regime Limited Liability Company Shareholder Pre-emptive Rights

Limited liability company appeared, within the German《the law of limitedliability company》promulgated in1892, because of its low cost, convenientorganization, operation efficiency and flexible management, and well evaluated by alot of rational man of the capital market. In our country, It is the unity of the generalagreement that the Limited liability company has the characteristics of humanresource integration and information integration. Due to the existence of humanresource integration, exercising the priority of shareholders’ purchasing right candirectly refused the third person to join in the company so as to maintain the trustrelationship between the original shareholders and avoid new shareholders to join thedestruction of the original and maintain the normal operation and the stability of thecontrol of company.The priority of shareholders’ purchasing right of the limited liability companyequity transfer is the important constituent part of the company system. But in the reallife, limited liability company shareholder faced a series of problems when theyexercised the priority of shareholders’purchasing right.The author in this article aimed at expounding the priority shareholders’purchasing right, through the case analysis. First of all, the author summarized itsdefinition, legal nature and setting meaning; Second, explored the exercise conditionsof the right, namely formal conditions and substantial conditions; Third, analyzed theeffect of contract when the priority shareholders’purchasing right are violated and putforward the ways to relieving; Last, In the light of present law of corporation, theseventy-second regulation of priority shareholders’ purchasing right, compared withthe extraterritorial legislation and proposed the perfect measures.