Research On Shareholder De - Listing System Of Limited Liability Company

Because of the close cooperation between the shareholders of a limited liability company, the close cooperation of the shareholders will increase the extent of the corporate deadlock. The law should be solve the biggest contradiction in minimum cost, in order to maintain the integrity of the company instead of the dissolution as a mean to solve the company’s internal contradictions finally. Company law of the People’s Republic of China interpretation of third stipulate that shareholders would not fulfill the obligation of capital contribution can be removed. It is meaningful for the company law, but also have many limitation. The keys to strengthen the expulsion system are the reasons of expulsion and procedure of expulsion. With the reduction of the "threshold" of market, we should pay attention to the internal contradictions of the limited liability company, in order to maintain the stability of the company and the market.This paper is divided into three parts. The first part is the first chapter, mainly introduce the expulsion of shareholder theory foundation and the necessity of the shareholder expulsion system in our country. Through the analysis of the concept and characteristics,we can have basic understanding of expulsion of shareholder system. Through the comparison with other domestic system to highlight the particularity and the necessity of constructing. The second part is the second chapter, mainly introduce the expulsion of shareholder in the United States as the representative of the Anglo American law system and Germany,Japan as the representative of the Civil law legal system. Through the analysis of the foreign shareholder expulsion system to construct and lay the foundation for perfecting the expulsion system of our country. The third part is the third chapter, mainly introduce how to construct and perfect our legal system of expulsion and relief protection of the shareholder. In the discussions of the construction of the shareholder expulsion system, the article will focus in two aspects: substantive and procedural elements. At the aspect of relief protection mainly introduce the protection of shareholder and creditor.