On Legal Problem Of Transfer Of Equity

[Abstract]Shareright is a new comprehensive right different from other commodity in company law.It is available to individual as shareholder as well as to the company.Shareholders get management power and owership interests from the pooling of capital.At the same time,they lose the ownership of capital.Shareright has distinct character in aspect of the object,the content and the function.The value of shareright is indistinct.The transferability of shareright is one of the most important characters.Because the regulation about the transference of shareright is ambiguous,it is difficult to deal with the problems in justice.The study takes aim to shape the validity of all kinds of the transference of the shareright.(1)The validity of out-shareholder transference without consent of shareholder depends on the accession from the board of shareholders.(2)The register of the transference of shareright is not necessary to the validity of the agreement of tranference of shareright.Once the register is open,it is effective to the third party.(3)The transference of shareright leading to one-peron company is valid.It is a duty to seek new shareholders or transform the character of company.(4)Because the shareright can be transferred compulsorily and can be substituted for debt,the transference of shareright in enforcement by court is valid.(5)If the register capital is out,the duty will be allocated between the original shareholders and the new ones.Unless the new shareholders are deceived to pay for the shareright,the original shareholders and the new ones will have to answer for the company and the creditors.(6)The transferee is not regulated by the restrict articles set by the original shareholders and the new ones,so the transferee is valid unless it violates the forbidden regulations of the law.The study is based on the comparison between the standing Chinese law and the foreign ones,also the regulation about the judge of corporation disputes promoulgated by the supreme court is concerned.At the end of the study,suggestions such as accelerating the legisture of one-person compay,swelling the articles of shareright transference in the company law and amending the related articles in the standing law are presented.It is helpful for the construction of legal system of shareright transference.