On The System Of Expulsion Of Limited Liability Company

Limited liability company (LLC) owned co-financing with strong co-authored.It is important for the develop of the company in the terms of trust and cooperation among shareholders.If there are matters on the personal character of LLC,the benefit of trust among shareholders will lose,even the whole benefit of company and the common interests of shareholders will be damaged.The company can not regular management.Because of this situation,according to<The Company Law of the People’s Republic of China>(<The Company Law>),there are many relieves ways such as share transferring system,the withdrawing mechanism for shareholders,and the system of judicial dissolution in LLC etc.But there ways cannot handle all matters properly inside the company,and have some limitations in themselves in certain level.According to the needs of practice and joint the company law with other countries in the world,it is essential to establish the system of expulsion of shareholders of Limited liability company.It has superior trait than others,and it had been established in legislation and judicature in many countries and areas.In2011our country had published<Provisions of the Supreme People’s Court on Several Issues Concerning the Application of the Company Law of the People’s Republic of China (III)>(<Application of the Company Law (III)>),article18first stipulates the expulsion of shareholders of LLC in the form of judiciary explanation.The company has the right that can relieve the shareholders’ qualification who break the contract.It supply the lawful foundation in the plane of judicature,and this system is a break through in the system of company law.However,it is not enough to compare favorably with other countries in the form of judiciary explanation.The system of expulsion of LLC has significant theoretic meanings and practical value of the perfect in the system of the company law and the development of socialism marketing economy.Firstly,the system of expulsion of LLC can avoid the lack of capital because of shareholder can not pay enough finance,and then protect the creditors.In essence,it is another way to secede the company,and alleviate the contradiction inside company,and then consummate the management mechanism inside of company.Secondly,the system of expulsion of LLC can avoid big shareholders abuse right to revise expulsion article in company rules,and it can achieve the fair and justice of law.Thirdly,the system of expulsion of LLC could be prevention procedure of the system of judicial dissolution.The system of the expulsion of LLC can replace the system of judicial dissolution and be a peaceful method to solve contradictory between shareholders.Therefore,it can solve wastage of lawsuit resources and promote the whole social economy.In a word,the system of expulsion of LLC has its value of existence and development.However,the system of expulsion of LLC in China has been the preliminary development stage,there are many shortcomings at the moment.This thesis consists of three sections, the preface, text and conclusion,and research on the system of the expulsion of LLC through the ways of reading,comparison,analysis and conclusion.The whole text includes four chapters:Chapter one is about the general introduction of the expulsion of LLC.First of all,the thesis presents the essential conceptions,legal quality and then the theoretic basis,at last compare with related systems.Chapter two is about analysis the expulsion of LLC in Germany and U.S.A.This chapter recommends the establishment and growing in Germany and U.S.A,and includes successful experiences what can we leam.Chapter three is the present situation and problems of the expulsion of LLC in China.Through expounding the substance of the expulsion of LLC in the judicial interpretation of our country, there are many problems in that system.Chapter four is the suggestions about this system in our country.On account of the problems in the system in the chapter three,writer puts forward some suggestions with the experiences abroad and concrete national conditions.I hope these suggestions will be the impetus to improve the system of expulsion of LLC in China.