Research On The System Of Good Faith Acquisition Of Equity In Limited Liability Companies

The "good faith acquisition system" is the shining jewel in the civil law.The good faith acquisition system tends to protect the third party's transaction safety in protecting the owner and transaction safety.It is the exception that property rights take precedence over creditor's rights.The bona fide acquisition system is stipulated in the property rights chapter of the Civil Code to regulate the ownership of movable and immovable properties.However,there are still certain disputes about the bona fide acquisition of equity,although the company law stipulates that "one share and two sales" and "nominal shareholders privately""Disposal of equity" applies to the relevant provisions of good faith acquisition,but there are still doubts about whether the system of good faith acquisition is applicable to equity,because although equity and property rights have certain similar characteristics,equity is still different from movable property and immovable property,including rights in the process of equity acquisition.There are certain differences in appearance,delivery registration system,and specific constituent elements.Specific issues should be analyzed in detail and cannot be generalized.In particular,the various components of the bona fide acquisition system are different from the determination of unauthorised disposition to the determination of the payment of reasonable prices for equity and real rights.For the equity of a limited liability company,the company's own personal relationships must also be considered.In response to some of the above issues,this article is divided into three chapters to discuss the corresponding issues.The first chapter starts from the difference between equity and real rights,and compares the appearance model of rights.It aims to filter out the pattern of equity rights changes,determine the time of equity rights changes,and help clarify whether there are any cases of equity disputes involving third parties.The premise of obtaining no right to dispose of in good faith applies.This chapter analyzes the selection and flaws of the appearance of equity rights and refers to German equity The appearance of rights system such as:opposition registration system,fairness system,etc.,guarantee the appearance of rights and the authenticity and accuracy of the corresponding equity information,and use this as a lesson in order to learn from the appearance of equity rights in my country.Sections 2 and 3 of this chapter make specific analysis on the determination of "good faith" and the determination of reasonable prices to improve the constituent elements of the equity acquisition system in good faith.In Section 4,the issue of the personal compatibility of a limited liability company is discussed.The specific procedures when the equity is transferred to an external third party and the shareholder's right of first refusal are all relevant to the external equity.Restrictions on transfer.The discussion on the constitutive elements of good faith acquisition of equity and the compatibility of company persons aims to clarify the specific application of the equity acquisition system.And the third chapter of this article determines whether this kind of situation is applicable to bona fide acquisition by discussing and analyzing the legal provisions and the application of bona fide acquisition in equity disputes in practice.Through the choice of the equity change mode and the determination of the constituent elements of the system of bona fide acquisition of equities,it is analyzed whether the bona fide acquisition system is applicable to the four situations of "one share two sale","disposal of equity by nominal shareholder",impersonation,and spouse's unauthorized transfer of equity.