Research On The Share Transfer In The Limited Liability Companies

In recent years, the share transfer dispute Co., Ltd. has gradually become one of the main types of company law cases, as it relates to the protection of the interests of minority shareholders, the public attention to their degree of increasing social and economic changes so that our companies share transfer and its dispute resolution in a more difficult situation.Defective contribution shareholder equity transfer of shares of the company's behavior in reality our country has a certain universality, and relevant laws and judicial interpretations also lacks the kind of behavior clearly Regulation. Defective contribution does not affect the company's shareholders eligible to obtain, and defective contribution shareholder may transfer ownership of the defect. Defective contribution of shareholders of the Company recognized equity transfer contract is a prerequisite for the effectiveness of solving problems related to civil liability, and civil liability determination and responsibility of the relevant body of the bear, it is possible to provide a theoretical basis for unity around the penalty the court.The company is divided into specific shares of listed companies, non-listed public companies and non-listed non-public companies. For listed companies and unlisted public companies, such companies have a strong co-owned property. Articles of association may sponsor, company directors, supervisors and senior management share transfer was restricted, but restrictions on the transfer of shares of the other shareholders should not be recognized as valid. Non-public non-listed companies with a certain degree of co-author of the articles of association of shareholders to limit the transfer of ownership is legal, which may be applicable by analogy limited liability company shall limit the share transfer provisions.Limited changes in equity for the delivery of effective elements stock, change of registration of shareholders equity changes effective against signs. This view has been accepted by legislators. But need to be clear that the effectiveness of share registration and equity transfer contract are not necessarily linked, to a third person, "sold more than an" issue for the registration of shares defective responsibility, internal and external registration Registration difference to equity deal with. Specifically, that is to be divided into three cases: in the assignee has been handled internally registration of shares, but not for the equity liability of external changes registration; assignee has handled external equity change registration, but not for equity internal change registration of responsibility; responsibility and internal and external registration Upon registration neither bear. The assignee of theinternal and external equity change registration change registration were handled, we should see whether the company is at fault, if the company is at fault, not be against the assignee.AG dissenters equity transfer request to the company's requirements, to a certain extent, protect the legitimate interests of dissent shareholders. However, because the company will request shareholder opposition to the company's equity transfer procedures is not clear enough, and the provisions of the dissenters to request the transfer of shares of the subject company's scope of application is also more vague, likely to occur insider trading and price manipulation and other acts, damage the legitimate rights and interests of creditors and certain shareholders. This article will address these shortcomings, combined with the relevant provisions of foreign law, put forward a sound related to equity shareholders of Joint Stock Company Repurchase Request Rights Objection legislative proposals.New "Company Law" restrictions on the transfer of equity shares of the company's continuous relaxation. In principle, the enforcement can break through the share transfer restrictions, but shares of the company's promoters, directors, supervisors and senior executives may have deliberately circumvent the provisions of Article 141 of the "Company Law" artificially "create" the respondent, with the power of the State to enforce the transfer of its shares in advance, or to limit the proportion of shares outside. In this case, under the provisions of the law can only be enforced is sponsor, other property directors, supervisors and senior executives is insufficient to pay off their outstanding debt under the premise of applying for enforcement to be enforced restrictions on the transfer of shares...