The Adjudicative Interpretation Of The Personability Of Limited Liability Company

The limited liability company system started from the German company law in the early 19 th century.It absorbed the advantages of partnership and joint stock limited company,and had the advantages of combination of people and capital.The application of human compatibility in the management of limited liability companies makes ownership and management unified,thus giving birth to a series of governance rules belonging to limited liability companies.The Company Law has been amended for several times to expand the autonomy space of the company while the advantages of human compatibility have been highlighted.It brings about a series of corporate governance problems on the grounds of protecting enterprise ownership,such as share transfer disputes,judicial dissolution disputes,shareholder qualification disputes,etc.The design of the concept of personal compatibility of limited liability company runs through the legal system of limited liability company in the Company Law,but there is no provision of "personal compatibility".In judicial practice,human compatibility often acts as the reasoning basis,the source of judicial law,the case facts and other roles in the reasoning process of judicial documents.In the three fields of dispute adjudication of equity transfer,shareholder qualification and judicial dissolution,the examination of personal fitness often stays at the level of formal examination,which is due to the lack of interpretation of personal fitness adjudication of limited liability company.There are some problems in the theory,such as the unclear theoretical basis of human compatibility,the game between human compatibility and asset compatibility of limited liability company,and the logical relationship between human compatibility and autonomy of company.The weakness of these theories is the root cause of the difference in interpretation of human compatibility judgment,and the phenomenon of different judgments in the same case.It is the key to solve the problem of the difference in interpretation of the judgment of personal compatibility to perfect the theoretical basis of human compatibility,to clarify the leading role of personal compatibility and information compatibility in limited liability companies,and to explore the argumentation path of the intervention of judicial review in personal compatibility review in limited liability companies.The personal compatibility of limited liability company includes two levels of shareholder personal credit and shareholder trust relationship.The internal and external relationship of personal compatibility plays multiple roles in the governance and operation process of limited liability company.Improving the analysis of the multiple internal and external relationship of personal compatibility is an important basis for judges to use the personal compatibility clause in judgment.The criterion of the operation of the limited liability company is to determine the weight of the suitability of the limited liability company,on the basis of clarifying the nature of the suitability of the limited liability company,and avoid the mistake of blindly comparing the suitability of the limited liability company with that of the partnership at the level of corporate governance.To sort out the relationship between the autonomy of the articles of association of limited liability company and judicial review,and to consolidate the theoretical backing of human compatibility as the reasoning basis of judgment,is to bridge the theory of human compatibility of limited liability company and the application of judgment.On this basis,the paper explores the judgment interpretation path of the three types of company law clauses,so as to play a guiding role in the judgment rules of human compatibility,and responds to the dispute cases of the application of the three types of human compatibility clauses and puts forward guiding suggestions.Exploring the true meaning and scale range of human compliance governance of limited liability companies will help to grasp the content and scale of human compliance in the revision of the Company Law,clarify the judgment scale of corporate compliance in the judicial level,and improve human cooperative governance ecology of Chinese limited liability companies...