Study On Limited Liability Company's Good Faith System

On February 20,2014 in the latest revision of the supreme people's court on some issues of applicable < company law of the People's Republic of Chi na regulations(3)> first introduced the shareholding system of good faith.In reality often appear equity has no right to dispose of phenomenon,the article25 of the judicial interpretation "nominal shareholders dispose equity" and arti cle 27 of the "for a second reference to the law of the People's Republic of China property law" article one hundred and six the provisions of the good fai th.However,the judicial interpretation is not applicable to reference the theory basis of good faith and make specific provisions shall be applicable to the sp ecific.Law is not clear and the theory of controversy at the same time also c aused the operating difficulties in the judicial practice.German relatively perfect good faith system,as a research starting point,a nalyzed the appearance,legal right to obtain equity,the assignee goodwill,regi stration error status can be classified three full years of accountability and ther e is no objection registration and so on five aspects discusses the constitutive requirements of the German equity in good.On this basis,from the special pr operties of equity,equity changes in the pattern and the good faith system the ory from three aspects,expounds the justification of the system of China's stak e in good.Then,put forward China's stake in good five aspects of the constit utive requirements of normative,including the right to dispose of behavior,the assignee of goodwill,the transfer of a reasonable price,complete the industria l and commercial registration,real right holder can blame.Finally,this paper expounds the nominal shareholders transfer of equity,and for a second case of goodwill in our country judicial cognizance standard,in order to maint ain equity transaction security.