Study On Shareholders' Priority Purchase Right Of Limited Liability Companies

In a limited liability company,each shareholder is the owner of the company,which determines the company 's business direction and development plan.The basis for each shareholder to exercise his rights is the shareholding he enjoys.Changes in shareholding will affect the change in shareholder status It even affects the company's operating policies,so if the shareholding changes,the priority purchase rights enjoyed by each shareholder are particularly important.How to regulate the exercise of this right is restricted by Articles 71 to 73 of the current "Company Law",but it is more general and lacks in specific content.With the implementation of the "Company Law Interpretation IV" in 2017,detailed regulations have been made on the procedural and substantive conditions for shareholders 'preemptive purchase rights and the time limit for the exercise of rights.These highlights have filled the legal loopholes Legal gaps.In September 2019,the "Minutes of the Civil and Commercial Trial Work Conference of the National Courts" was issued to clarify issues related to equity changes,such as the criteria for determining equity changes and the effectiveness of equity transfer contracts,which are important in judicial practice.Guiding significance.This article has conducted in-depth research on shareholders' preferential purchase rights through literature research and case analysis.This article is divided into five parts: The first part is an introduction,which mainly introduces the background,significance and current research situation of the topic at home and abroad;the second part is an overview of shareholders' preemptive right,and analyzes its connotation,characteristics,classification and significance;The nature of shareholders 'pre-emptive rights is expounded.The fourth part analyzes the current legislative and judicial status of shareholders' pre-emptive rights in China,and analyzes the problems in China's legislation and judicial practice in combination with typical cases.On the basis of the above discussion,the fifth part puts forward suggestions to perfect the legal system of the shareholders' preferential purchase right in China.Based on the legislative and judicial status of shareholders 'preemptive rights inChina,the thesis proposes to improve the system of shareholders' preemptive rights,which should clarify the content and objects of the notice of preemptive rights,the conditions of execution,the duration of the exercise,the effectiveness of the transfer contract,and the exercise of the right to repent Conditions,seek to achieve a balanced and restrictive relationship between the assignor,the assignee and the priority shareholders,and effectively protect the legitimate rights and interests of small and medium shareholders.