Legal Analysis Of The Right To Purchase Right Of Shareholders

With the deepening of reform and opening up to promote in our country,the country vigorously encourage the entrepreneurial innovation,encourage the development of the non-public sector of the economy,a limited liability company as an important driving force of social development is playing an increasingly role.Way of shareholders' equity transfer more and more frequent and more diverse,the resulting increase of dispute over the case,including how to ensure the smooth transfer of limited liability company shareholder equity shareholders right of first refusal as safeguard citizens' lawful rights and interests of the focus problems in practice and academic debate.Since China announced the company law,system of limited liability company shareholder's preemptive right after past revisions,the provisions in the revised version,however,compared with other developed countries,our country set up shareholders preemptive right system has a relatively short time,the development degree of the system with the current our country economic development level is not completely match.Though four have implemented company law explanation,to solve the complex variety of real cases,limited liability company rules of priority right of shareholders still needs to improve.This article embarks from the case,through the method of legal interpretation,the case analysis,comparative analysis methods such as involved in the case analysis of the core issues of priority right of shareholders in order to obtain relevant Suggestions to perfect the system.This paper is divided into three parts to discuss:First,by outlining the being a certain,li mou,Feng Mou and Qu pre-emption rights dispute the basic case,summed up the shareholders the way and the time of exercise is preferential buy right,buy used in the “equal terms” to determine whether,equity transfer,belong to malicious collusion behavior of these three cases controversial focus.Secondly,based on the related legal theory and legal basis of the comparison,further mode of exercise of the right of first refusal and time respectively,in the same conditions and shareholder trading equity on a summary if there is a malicious collusion and judge cases related situation is in line with the relevant provisions,and the rationality of the court.Finally,from co,LTD,is the integration and information integration,analyzes the development of the case and handle the behavior point of view,and on the basis of the above about the case and disputes arising in the course of practice and shareholder's preemptive right system of the status quo,it is not difficult to find that our country current law of the rights norms are still imperfect,can not meet the needs of the increasingly complex disputes of the judicial practice,so the former part of the case and analysis,the author puts forward two Suggestions of perfecting this system in order to help solve such contradiction,namely the company's articles of association be preset pre-emption rights trading rules,the equity transfer allegedly colluding with land and enjoy the preemptive right of shareholders share the burden of proof.