Reasonable Restrictions On The Exercise Of Shareholders' Preemptive Right

Shareholder's preemptive right is one of the preemptive right systems in civil law system.It is essentially a civil privilege.It is a right granted by law to a particular group on the basis of certain considerations.According to the traditional theory,preemption is a kind of protection f or the obligee,and in practice,the scope of shareholder' s preemptive right has been inappropriately expanded,All these have led to the abuse of preemptive rights by rights shareholders.Because of its flex ible form,free management and limited liability as the basis,limited liability company has become the organizational form adopted by m any small and medium-sized enterprises.In recent ye ars,with the continuous developm ent of social economy,the characteristics of equity due to its free transfer welc omed by more and more investors in investm ent in many ways,for sharehol ders right of first refusal dispute cases also showed a trend of increased year by year,and along with the increase in equity disputes,and present a trend of increasing its co mplexity.We should note that blindly protecting the right holders is not conducive to the flow of capital,and to a large extent limits the investment enthusiasm of investors,but also provides a space for major shareholders to take advantag e of the oppression of sm all shareholders.Therefore,it is necessary to properly and reasonably restrict the right holders when they exercise the preemptive right,prevent the right holders from abusing this right to hinder the norm al equity transaction,safeguard the interes ts of investm ent shareholders,protect the reasonable expectation interests of the thir d party outside,and pr omote the facilitation of market transactions.this paper summarizes the focus of equity transfer in practice,and puts forward some pertinent suggestions,And hope th is will be help ful to judicial practice.Multi-interests converge in equity transfer.In pursuit of protecting the obligee,we should also pay attention to the interests of both the tr ansferring shareholders and the external third par ty,and balan ce the demands of all parties in the intr icate interweaving of interests.