The Effectiveness Of Transfer Contract

With the advancement and development of economy, changes in equity becomes increasingly common. In the company and judicial practice, the most controversial issues is equity transfer contract effectiveness.Although the equity transfer system is more perfect in the current Company Law, part of problems are vague.Besides, it is too priciple of transfer system mentioned in current law provisions, leaving disputes and questions of equity transfer contract effectiveness in the judicial practice.Based on legal cases, this paper mainly analized two of the most common equity transfer contract disputes in limited company, which are “without the approval of majority of other equity” and “without the approval of examining and approving organization”.Through the discussion on related legal law concepts of equity transfer contract and analysis of two cases combing with related laws and regulation from the perspective of law hermeneutics, this paper may help practice of limited company in equity transfer contract issues.Except the introduction and conclusion, this paper divides into four parts:The first part introduces the cases and their disputes. Extracting controversial focus from two typical cases of share transfer dispute by reviewing cases and combining with facts and court decision.The second part is the legal problems caused by the two cases. Elaborating the concept and necessity of equity transfer and the legal nature of the equity transfer contract, as well as the difference between formed and effect equity transfer contracts from aspects of basic theories.Combined with related theory, conducts a preliminary analysis on the case.The third part analizes the the effectiveness of the equity transfer contract from the perspective of law hermeneutics.The third part is important in this paper, combing and explaining with material case facts and laws, which are the Company Law, the Contract Law, the Foreign Enterprise Law and other related laws and regualations. Further more, this paper uses law hermeneutics methods such as semantic interpretation, system interpretation,historical explanation and objective interpretation approach to make deeply analysis.The fourth part identifies the advice of improving the equity transfer system in limited company.Insufficiency of existing equity transfer system is exploring from the analysis of two cases. The adviceproposed for the insufficiency are perfecting the legal system and seeking accusing mechanism.