Study On The Establishment Of Share Pledge Of Limited Liability Company

Based on the five parts of this thesis for the topic research,the introduction part mainly includes the source,research value,the innovation place and the difficulty.The first chapter is an overview of the share pledge of Limited Liability Company.One the one hand,through the introduction the difference between share pledge and other pledges,and the difference between share pledge of Limited Liability Company and of Corporation,the share pledge of Limited Liability Company is specialized and distinct.On the other hand,the subject of share pledge is introduced.It points out that the subject of share pledge include the management right and property right of share,and the pledgee enjoys pledged rights rather than ownership of the share fruits.The second chapter is the change and application of the establishment requirements of the share pledge of Limited Liability Company.First,it introduces the theoretical basis and legislative background of the formation of the share pledge system.By introducing the theory of Pendection's jurisprudence and property rights behavior,it is pointed out that the formulation of the Guarantee Law is a superficial acknowledgement but in fact negates the Pendection jurisprudence.Secondly,it pointed out that the Guarantee Law confused the establishment of share pledges and the effect of the share pledge contract.Under the legislative environment,it focused too much on the provisions for the effect of contract,neglected the effective rules of the establishment of the share pledge itself.And,the Property Law about when the pledge established and the design of the registration carrier system is worth agreeing.Finally,on the one hand,the application of the law of two law is analyzed,and it is proposed that the Property Law should be implemented if the share pledges that have been signed but not yet realized when Property Law implemented.On the other hand,in view of the fact that judicial personnel still apply the relevant provisions of the Guarantee Law in practice,it is proposed that the relevant articles be repealed.The third chapter is the study of the special issues in the establishment of share pledge of Limited Liability Company.First,for the issue of whether it is necessary to obtain the consent of other shareholders during the establishment of share pledge,by analyzing the reasons of the limited conditions,the nature of share pledge,the cost of restrictions,and the operability of the restriction,to negate the restrictions on the establishment of share pledges.Secondly,for the effect of shareholder pay-in contribution on the establishment of share pledges,by negating the relationship of the capital and the share,analyzing share can be achieved even if the capital contribution had a flaw,to points out that both the capital contribution had a flaw or not can establish a pledge.Thirdly,by analyzing the particularity of fruits in share pledge,two elements are proposed for the establishment of share fruit pledge,namely specificization and transfer ownership,and suggestions are put forward for the actual operation of the two requirements.