Research On Equity Transfer And Guarantee System Of Limited Liability Company

Equity transfer and guarantee is an atypical form of security.It appears because the traditional guarantee is difficult to satisfy the financing guarantee mode of commercial society.In recent years,the frequency of occurrence in practice is increasing.However,this kind of security right is not regarded as a legal security right in the Civil Code.Let and guarantee academic discussion has a long history,but in the effectiveness of the guarantee contract has not reached agreement.The legal relationship between equity concession and guarantee involves the transferee,the transferee,the target company and the third party other than the parties.At the same time,the balance between the interests of all parties should be taken into account,which is worthy of us Do systematic research on this.The author divides this article into four parts,the first part is the attribute definition of equity transfer and guarantee.In the first part,the author first introduces the nature of let and guarantee and the effect of let and guarantee,analyzes the relationship between let and guarantee,that is,the relationship between general and particularity,and then discusses the concept of equity transfer and guarantee.The difference between equity transfer and guarantee system and other guarantee systems such as equity pledge and equity transfer.Secondly,the author discusses the nature of equity transfer and guarantee,the nature of equity transfer and guarantee academic circles have two mainstream views,mainly ownership theory,security interest theory.In the second part,from the judicial practice,the validity of equity transfer and guarantee contract is analyzed,and the reasons for the invalidity and validity of the contract are analyzed.In order to further clarify its effectiveness characteristics,the author discusses the internal and external angles of equity transfer and guarantee.The internal effect mainly discusses the relationship between creditors,debtors and target companies under the joint conflict of equity holders,and the external effect mainly discusses the relationship between equity transferor and other creditors,as well as the relationship between equity transferee and other debtors.The third part mainly attempts to construct a universal trading system from the transaction of equity transfer and secured contract.It is clear that the construction of equity transfer and guarantee system is mainly based on the existence of effective contracts,and must be publicized and set up repurchase terms.The rights and obligations of the transferor,the transferee and the target company are discussed from the perspective of interest balance.In the fourth part,the author discusses the realization of equity transfer and guarantee in bankruptcy proceedings,starting from different subjects of transferee,transferee and target company,mainly from two aspects.First,the author discusses the two modes of recovery right and division right when the transferee goes bankrupt.Second,the author discusses the relief of other obligees in the bankruptcy of the transferee and the target company...