Research On The Application Of Laws To Cancel The Equity Transfer Contract By Installment Payment

In September 2016,the Supreme Law established an important adjudication rule by issuing Guiding Case No.67,that is,the limited liability company’s installment equity transfer agreement does not apply to Article 167 of the Contract Law regarding the statutory right of the seller to terminate the installment sale contract provisions.However,because this case conflicts with the adjudication grounds and results of similar cases in current legislation and judicial practice,it has caused a lot of controversy.This article agrees with the results of the judgment of the guiding case,but believes that the Supreme Law has problems with unexplained arguments and even some obvious errors.Earlier,criticism from academic circles focused on two points: first,the guiding case deviated from the basic case and the focus of the dispute;second,the judgments listed in the guiding case had many errors and omissions,and this point mainly centers on the legislative reflection of contract law on Article 167 and the Supreme Law’s interpretation of the improper restriction of this Article have begun.But most of the above opinions ignore the feasibility of judging the application of heterogeneous rules based on the properties of the behavior itself.Besides,in addition to reviewing the main points of the adjudication and its writing techniques,we should also pay attention to the reasons why this case has become a guiding case,the judicial guidance value,policy intent,and commercial adjudication thinking to be established.On the one hand,due to the particularity of the subject matter,the particularity of the conditions for the exercise of the right to release,and the particularity of the consequences of the exercise,the equity purchase and sale contract in installments has caused obstacles to its use of typical contract rules;on the other hand,here are important differences between civil activities and commercial transactions,and it is not appropriate to apply the same specification to machinery without distinguishing between adjustment objects.Based on the explanations of the reasons that Article 167 of the Contract Law is not applicable to the equity transfer transaction in installments,this article puts forward relevant suggestions for the construction of the equity transfer contract termination rules.