On The Estoppel Behavior Of Shareholders In Limited Liability Company Share Transfer

A major feature of the modern corporate system is the free flow of corporate equity.In the equity transfer,the equity transfer of the shareholders,the exercise of the preemptive right of the shareholders and the interests of the third party of the non-shareholders are involved,and their relationships are complicated.In the equity transfer,it is necessary to balance the interests of the three parties,to protect the humanity of the limited liability company,and not to impede the freedom of equity transfer.Whether or not to allow equity transfer shareholders to disagree with the transfer of equity after other shareholders exercise the right of first refusal has always had two distinct views in the theoretical and judicial practice.Subject to Article 20 of the Provisions of the Supreme People's Court on the Application of Certain Issues Concerning the Company Law of the People's Republic of China(?),which came into effect on September 1,2017,there are articles on that,in the process of equity transfer,the shareholders express their reluctance to transfer the shares after the other shareholders exercised the preemptive right,and also articles on an avoidance attitude on some related issues.Therefore,the author takes the reluctance behavior of shareholder transfer of limited liability company as the research object,and discusses the repentance behavior of shareholder transfer of limited liability company.This article is divided into four parts.The first part is an overview of the reciprocal behavior of equity transfer shareholders.It discusses the meaning,legal nature and characteristics of the shareholders' retreat behavior of equity transfer,and proposes that the equity transfer shareholders' remorse behavior is a unique legal act in the equity transfer;the second part analyzes the reasons why the equity transfer shareholders should repent and allow the equity transfer shareholders to repent,and explores the theoretical basis of allowing the shareholders to revert to the equity transfer.It is a special right to form a shareholder's right to purchase.Equity transfer shareholders' remorse behavior,allowing equity transfer shareholders' remorse behavior is of great significance to maintaining the company's humanity,and is a supplement to the company's existing equity transfer system;the third part is the analysis of Article 20 of the Interpretation of Company Law(?).It is proposed that this article stipulates that the shareholders' retreat of equity transfer is a unique provision of China's company law.The article should be understood from four aspects and analyzes the two exceptions to the shareholder's reciprocal behavior of the equity transfer specified in the article;the fourth part is to make suggestions on the improvement of the legal system of equity transfer shareholders' remorse behavior,in order to balance the interests of all parties in the process of equity transfer through the improvement of the legal system of equity transfer shareholders' remorse behavior.