The Research On The Effect Of Equity Transfer Contract By The Foreign-invested Enterprises

For a long time, in order to attract foreign investment, expand the reform and opening up, China has formulated a large number of investment policies which gives the foreign investors’favorable. From the investment environment to tax policy, foreign investors in China are enjoying super-national treatment. With China’s accession to WTO, the sound of the appealing to make the market equal is higher and higher. Companies Act’s amendment, making the system of capital formation within foreign companies have basically achieve reunification. Due to the difference between domestic and foreign enterprises are getting smaller and smaller, the basis for cooperation is increasingly shaken, an increasing number of joint ventures go to split by way of equity restruction. Investors in foreign-invested enterprises in the practice of corporate equity restructuring operation, usually based on their own business objectives and operating conditions, by way of equity transfer to implement the restructuring of corporate equity. The class equity transfer is often related to the national macro-control policies on foreign investment and the interests of foreign investors in China, so the equity transfer is different from the purely legal person or natural person of our Chinese, the law applicable in the equity transfer of foreign-invested enterprises and the approval of the registration system are more complex. In this paper, starting from the point of view of the validity of the contract, and to explore the factors that affect the effectiveness of foreign-invested enterprises equity transfer contract, to integrate the insights of scholars at home and abroad, and raised important guiding significance point of view on the practical operation, in order to improve the relevant legal, regulations, better services for enterprises with foreign investment policy. The article mainly includes the following sections:From the perspective of the Companies Act, the first part make a comprehensive definition of the concept of equity transfer, because of its foreign factors and I will emphasis the differences between the general equity transfer and the foreign investment’s equity transfer;The second part, to explore the factors that should be considered in the foreign-invested enterprises between shareholder or to a third person; Such as the foreign proportion of equity transfer lead to normalization, how the validity of the contract after the transfer that the number of shareholders are more than the statutory number of shareholders;The third part introduced the relationship between the administrative examination and approval and foreign-invested enterprises equity transfer contract’s effect. And combined with the August2010the Supreme People’s Court on a number of issues on the trial of enterprises with foreign investment disputes provisions (a)’, to explore the not take effect contract and the legal resulting, and propose remedies to the foreign-invested enterprises equity transfer without the administrative examination and approval of.