Research On The Legal Issues Of Shareholder Be Expelled In Limited Liability Company

The expelling of shareholders in a limited liability company refers to the legal system in which shareholders in a limited liability company are deprived of their shareholder status by legal procedures due to certain specific reasons,and lose their rights and interests in decision-making,income distribution,and other aspects of the company.Article 17 of the Judicial Interpretation of the Company Law(III)in China simply stipulates the basic content of shareholder expelling,but there are still shortcomings compared to other countries and regions.In addition,there is relatively little discussion in the academic community in China on the concept of the expelling of shareholders,the legislative and judicial status,various reasons for shareholder expelling,matters related to expelling procedures,and suggestions for improving the expelling of shareholders system.Therefore,in-depth analysis of academic theoretical research and practical cases,drawing on relevant legislative and judicial practices from abroad,is of great significance for improving and developing the expelling of shareholders system of limited liability companies in China.Firstly,clarifying the meaning,legal characteristics,and relationship between the expelling of shareholders in limited liability companies and the shareholder loss of rights system,exploring the legislative purpose and significance of shareholder expelling system,can provide a theoretical basis for improving the shareholder expelling system in limited liability companies;At the same time,by analyzing the legislative and judicial status of the shareholder expelling system,it is possible to clarify the important significance of the shareholder expelling system in limited liability companies for social economy and judicial practice.Secondly,through case data analysis,in the context of China’s capital subscription model,there are still many shortcomings in the provisions regarding the identification of defective capital contributions and the withdrawal of all capital contributions,how to define the scope of rights for specific reasons,and whether other situations emerging in judicial practice can be used as the legal basis for the expelling of shareholders.It is necessary to examine the relevant provisions on the reasons for shareholder expelling outside the region and apply them locally;It is worth mentioning that China’s Company Law does not provide for voting rights rules in the front procedure for shareholder expelling and the resolution procedure.By collecting trial cases in China and comparing them with existing regulations in foreign expelling procedures,corresponding legislative suggestions are proposed.Finally,on how to improve the shareholder expelling system of limited liability companies in China,it is recommended to expand the reasons for the loss of qualifications of expelling shareholders to meet practical needs,and to establish statutory reasons through legislation;In terms of procedures,it is recommended to refine the provisions on the company’s obligation to urge shareholders,choose a reasonable procedural model,and determine the mechanism for expelling voting rights,in order to build a systematic and detailed system for shareholder expelling.