The Research On The Execution Of Preemptive Right Of The Limited Liability Company’ Shareholders

The legal disputes about the limited liability company is also more and more inreal life.In the laws and regulations related to limited liability company, theshareholders right of first refusal is a system that easy to cause thedispute.Shareholders preemptive right system is set up in order to maintain humanjoining co., LTD., the legislative purposes consistent with the nature of the limitedliability company, but because of a limited liability company also has thecharacteristics of capital joining at the same time and the current company lawrelating to priority right of shareholders is relatively simple, leading to controversialoften when the system the shareholders right of first refusal is used.This articleanalyze and discuss the shareholders right of first refusal from the current companylaw, hoping to provide some help to related legal disputes.This article is divided into three parts, the first part discusses in theoreticalsystem of the shareholders right of first refusal, It makes a detailed analysis aboutthe rule related to the shareholders right of first refusal in the second part, thespecial circumstances of priority right of shareholders are discussed in the third partthis paper, and put forward my own views.In the process of writing the article,combined with relevant legal theory, similar to the contrast and comparison betweenChinese and foreign related legal system and combining with the legislative purposeof shareholder’s right of first refusal to analysis it.The first part of the article first embarks a brief analysis and introduction fromthe concept of shareholders right of first refusal t, and then analyzes the nature ofthe shareholders right of first refusal, scholars have different understanding of itsnature, this paper deals with the theory simply analysis and evaluation, explaining itsrationality and irrationality.Finally, for a better understanding and using ofshareholder’s right of first refusal, its theoretical foundation has carried on the briefexplanation. The conditions of the shareholders right of first refusal is discussed indetail in the second part of article, thinking that the main body of he shareholdersright of first refusal should be all shareholders except the transfer shareholder and thatthe same conditions should be affirmed according to particular case.In terms ofexercise program, the article puts forward to some Suggestions for inform obligation,exercising period and exercising way.The third part of the paper analyze three kindsof special circumstances about the shareholders right of first refusal,that arecompulsory execution,the restriction of the articles of association and withoutpayment,views are given on the its exercise.