A Comment Of Mr.Suen V.R Company By A Real Equity Transfer Dispute

There is relatively little research on equity transfer in joint-stock companies in the academia,especially the legal provisions regarding the transfer of shares in non-listed companies are ambiguous.This paper takes the case of Mr.Suen v.S company equity transfer as an example to examine the changes in the equity of unlisted joint stock limited companies.The focus of the dispute in this case is twofold:(1)the mode of equity transfer of non-listed joint-stock companies,and(2)whether the business freeze may block the changes in equity.The complete chain of success of equity transfer should include three links:the effective entry of basic legal acts,the delivery of stocks,and public announcements.After completing these three links,the equity can be transferred and become effective,and it has the effectiveness of external confrontation and the effectiveness of publicity.According to the provisions of the current law,the registration of changes to the company's register of shareholders is an indication of the transfer of shares in non-listed joint-stock companies.For the transfer of shares of non-listed joint-stock limited companies,the external business registration is not an element of confrontation.Even if the equity freeze has been business registration,it will not be able to resist the transfer of relevant stock rights without commercial registration.However,the law stipulates that the list of shareholders of non-listed Corporations is relatively small.In practice,the management of Corporations' shareholder list by is more confusing in different regions.With regard to the lack of relevant provisions of the duty agencies concerning the freezing of shareholders,the countervailing effectiveness of the shareholders' freeze needs further exploration.Therefore,in the first place,we should standardize the management of shareholder lists.First,the reserve agencies of the shareholders' register should be clarified and a perfect management system for the shareholder roster should be established.Second,it clearly specifies the materials that should be submitted for registration of change in the register of shareholders.Third,the time for the registration of changes to the shareholder register should be clarified.Fourth,clarify the effectiveness of the shareholder roster.Fifth,it clearly violates the responsibility for registration of the register of shareholders.Then,for non-listed Corporations,a sound and unified share transfer registration system has been established,and an equity transfer registration authority has been established to be able to respond to the determination of an equity freezing authority and to further promote the unlicensed Corporation' s share transfer laws and regulations in line with practice.