Identification Of Shareholder’s Qualification Of Limited Liability Company

The important mission of the company law is to protect shareholders’ rights,theprotection of the rights of shareholders, the first thing is to solve the recognition ofshareholder qualifications. Limited by Share Ltd is a typical capital company, theestablishment of a higher threshold, the government regulation is more stringent, thetheoretical research and judicial practice are believed to hold Limited by Share Ltdissued shares of the people that have the qualification of shareholder. In contrast, therecognition of shareholder qualifications in limited liability company is particularlycomplex. First of all, according to the provisions of the overly broad recognition ofshareholder qualifications in limited liability company, there is no clearly identified onthe basis of the effect between levels. Furthermore, The limited liability companyestablished, the operation of non-standard operation, resulting in the company’s articlesof association, the actual expense, register of the shareholders, business registration andcertificate of contribution often appear inconsistent condition. The legislation is notclear and the practice is not standardized, resulting in the court in dealing with the samequalification of shareholder disputes, appear different results. Therefore, the limitedliability company shareholder qualification cognizance of systematic and theoreticalresearch, both between the shareholder and the company is clearly the rights andobligations, it is of great significance or to provide a uniform and operational standardsfor judicial practice.Based on shareholder qualification of limited liability company as the researchobject, the whole thesis is divided into6chapters.Chapter first is the introduction. This chapter introduces the qualification ofshareholders of limited liability company that the research background and significance,literature review, the main work and innovation, research methods and the basicstructure of. The literature review, the main work and innovation, research methods andthe basic structure and so on.The second chapter introduces the basic theory of the shareholder qualification oflimited liability company.Firstly, put forward the definition of shareholder qualification,and discusses the shareholder qualification and related concepts, relations and combinginvestment, shares, shareholders, ownership, clear the qualification of shareholder is thefoundation and condition of equity enjoyed. Secondly, there are two ways ofshareholder’s qualification of a limited liability company: one is the original acquisition, the other one is made by the following.The third chapter introduces the shareholder qualification cognizance of stomachlimited liability company value concept and basic principles. Different value conceptsderived from different mode of shareholder qualification cognizance.This chapterexplains the influence of the value idea of the company law of each period ofshareholder qualification system.In the theory of balance of interests under the guidance,limited liability company shareholder qualification cognizance principle should reflectthe basic spirit of company law and commercial law.The limited liability companyshareholder qualification cognizance principle:the principle of publicity appearance,forbidding circumvention of legal principle, the interests of the third priority protectionprinciple and maintenance of company of limited liability principle.The fourth chapter introduces the original acquisition case, the recognition ofshareholder qualifications in limited liability company.First of all, introduce and analyzethe mainstream theories about the identification of shareholder qualification at homeand abroad. Secondly, combined with the implementation of the new company law,analysis, elaborated the limited liability company shareholder qualification cognizancebasis. Finally, the validity of proposed in the original acquisition of conflict evidencecognizance standard and form of shareholder qualification of limited liability companyunder the level.The fifth chapter introduces the made by the following situations, the recognitionof shareholder qualifications in limited liability company.Made by the following,limited liability company shareholder qualification substantial evidence does notinclude the actual capital contribution or subscription, is more through the civil legalacts such as equity transfer contract, equity grant contracts as a source of evidence ofchanges in ownership.This chapter focuses on the transfer of shares in limited liabilitycompany and shareholder qualifications inheritance occurs, register of the shareholders,the investment certificates and other legal documents in the effectiveness of changes inequity.The sixth chapter introduces the special case of a limited liability companyshareholders’ qualification.This chapter of the anonymous investment, false capitalcontribution, the concept of shareholders and features are expounded, explores theanonymous investment contribution, shareholders, false occurrence reason and theshareholder eligibility rules.The innovation of this paper lies in the limited liability company shareholder qualification cognizance research is not limited to the technical provisions related toshareholder’s qualification, deep thinking on the concept but hidden behind thecompany law.In the background of2014new "company law" the implementation andthe industrial and commercial registration system reform, the limited liability companyshareholder qualification cognizance basis with new changes: the subscription or actualinvestment, parallel identified as shareholder’s qualification of a limited liabilitycompany evidence; acquisition of shareholder’s qualification is the inevitable result ofthe actual enjoyment of the rights of shareholders, but shareholder qualification,actually enjoy the rights of shareholders is the condition or reason and so on.The important conclusion of this paper belongs to the category of company law forlimited liability company shareholder qualification cognizance, influenced by the valueconcept of company law and control. The influence of the concept of balance ofinterests under the limited liability company shareholder qualification cognizanceshould insist on giving priority to the appropriate forms of evidence, exceptionapplicable substantive evidence standard.