Equity Of Limited Liability Company Acquired In Good Faith In China

Equity acquired in good faith, which made the breakthrough in traditional civil lawapply in the company law. Supreme People’s Court promulgated the third "CompanyLaw" judicial interpretation on January27th,2011, the existence of goodwill acquiredequity transfer case with reference to applicable "Property Law" in good faith to achieveclearly defined. Equity acquired in good faith system protect the safe and efficient oftransactions, equity represents the property rights owned by the main market, and it isan important part of economic activity. At the present day, equity trading frequently,equity acquired in good faith existence in many cases of transfer dispute. Based on this,equity acquired in good faith system is very worthy of further study and discussion.Equity of limited liability company acquired in good faith in our country hasfar-reaching significance both in the theoretical and practical levels. China’s legislativeobtained from the goodwill "Property Law" provisions of the transitional jurisprudence,and finally establish the equity acquired in good faith in the judicial interpretation, hasgone through a process, and this case in developed country is a hard work as well. In theyear of2008, Germany revised the "Limited Liability Company Law" under the trend ofeconomic development. German equity transactions in the protection of bona fide thirdparties are also relatively well. We need to learn from their advanced experience tobuild our institutional equity acquired in good faith legal system. Based on the status ofthe equity acquired in good faith in our country and the shortcomings, we combinedwith the advanced experience of Germany, improving both elements and issues toanalyze this situation. Firstly, the elements of equity acquired in good faith include fourparts, unauthorized disposal party transferred the equity to the transferee, the transfereemust be in good faith, the equity was transferred at a reasonable price, the thirdtransferee who has been identified as equity. Secondly, I explain the problem of theabsence of shares acquired in good faith system in China, and propose perfectsuggestions including: a clear good faith criterion and good faith judgment point, theequity of commercial appearance, etc. In order to protect the legitimate rights andinterests of the parties to the transaction of equity, and make equity law dispute causeddue to equity acquired in good faith problem of the limited liability company to solvereasonably and efficiently.Through this research, preliminary results obtained in the following areas. First, with a comprehensive analysis, focusing on the causes of problems deepening study,from both theoretical and practical significance perspective of the equity acquired ingood faith affirmative legislation. Second, using the comparative analysis and drawingon the experience of Germany, this paper presents the constitutional elements of equityacquired in good faith, analyzes the shortcomings and improves the proposal. Thearticle raised some new ideas, such as the third person in good faith by the originalrights holders assume the burden of proof, etc. With such recommendations to promotefurther development of China’s equity the system in good faith.