Research On Shareholders' Preemptive Right In Limited Liability Company

With the vigorous development of modern corporate enterprises,shareholders' disputes over the equity transfer are unavoidable,among them,the conflicts arising from the exercise of the preemptive rights of shareholders are numerous.Our "Company Law" in the face of complex cases involving shareholders' preemptive rights,it is inevitable that appearing time lag,which is reflected in the shareholders of the priority issues related to the issue is not clear and the provisions of the relevant content is lacking.On December 5,2016,the Supreme People's Court passed "Company Law Judicial Interpretation ?" and took effect on September 1.It is true that the timely introduction of "Company Law Interpretation ?" clarifies the procedural conditions and exercise period of shareholders' preemptive rights and defines the specific elements of"equal conditions",giving them the perspective of protecting the interests of transfer shareholders,the right of "regretting" and broadening the remedies under the preemptive right from the perspective of protecting the priority right,these bright spots are to some extent make up for the loopholes in law,filled the legal gap and conformed to the development needs of the modern company,and has practical guiding significance in judicial practice.However,the new judicial interpretation does not address the issue of shareholder preemption and indirect acquisition benefits,restrictions on the preemptive rights of shareholders,how to apply under the enforcement procedure,giving a positive response,and judicial practice is also hard to form a unified referee standards also make it difficult to deal with the relevant issues;and for the nature of the priority stockholder's rights and the effectiveness of equity transfer and prejudice the rights of shareholders and other related issues specific.It has also been arguable that failure to give adequate and timely answers to these questions is controversial in theory.Thus,our country's shareholder preemption system still needs improvement.From here,on the basis of the theoretical analysis of the preemptive right of the shareholders,the author focuses on the application of the preemptive right of shareholders under the special circumstances.Combining with the domestic and foreign legislation cases and related cases,the author affirms the problems related to the preemptive right of shareholders Put forward shallow opinions,with a view to the theory and practice of the handling of relevant legal issues a little guiding significance.