Advances in Economics, Management and Political Sciences

- The Open Access Proceedings Series for Conferences


Proceedings of the 3rd International Conference on Business and Policy Studies

Series Vol. 67 , 05 January 2024


Open Access | Article

Analysis and Feasible Solution for Legislative Gaps in Notification Procedures in External Equity Transfer

Wang Erdong * 1
1 China Agriculture University

* Author to whom correspondence should be addressed.

Advances in Economics, Management and Political Sciences, Vol. 67, 1-6
Published 05 January 2024. © 05 January 2024 The Author(s). Published by EWA Publishing
This article is an open access article distributed under the terms and conditions of the Creative Commons Attribution (CC BY) license, which permits unrestricted use, distribution, and reproduction in any medium, provided the original work is properly cited.
Citation Wang Erdong. Analysis and Feasible Solution for Legislative Gaps in Notification Procedures in External Equity Transfer. AEMPS (2024) Vol. 67: 1-6. DOI: 10.54254/2754-1169/67/20241250.

Abstract

In 2005, the Company Law stipulated the transfer of equity for the first time. However, in the subsequent amendments, the notification procedure for external transfer has always been unclear. As a result, there have been disputes about the time and method of the shareholder notification of the transferor in practice. This paper analyzes the disputes in case judgments before and after the entry into force of 2017 judicial interpretation, as well as the characteristics of asset and person compatibility of Limited Liability Company, and tries to find a feasible solution to alleviate the impact of legislative gaps and strengthen notification obligations. Lastly, the paper gives suggestions for improvement in the company’s articles of association and for legislation, which is possible to strike a balance between the trust relationships within companies and the efficiency of business transactions.

Keywords

Limited Liability Company, Equity transfer, the Preemption Right, Notification Procedure

References

1. Company Law of the People's Republic of China (2018 Amendment).

2. Chen Fengming. (2022). Rethinking and Reconstruction of the Restriction Norms on Limited Liability Companies' Stock Rights Transfer. Journal of Henan University of Economics and Law, (5), p115.

3. Cao Shibing. (2006). The Status of Decisions and Judicial Interpretations of Supreme People's Court, Chinese Legal Science. (3), p175.

4. Several Issues Concerning the Application of the Company Law of the People's Republic of China (4).

5. Huang Xiaolin. (2023). The Bias and Correction of the Value Orientation of Limited Liability Company Equity Transfer Restriction, Private Law Review, 21.(1), p173.

6. Book Two Contract Law, Civil Code of the People's Republic of China.

7. Zhang Qijian. (2018). The Legislative Evolution and Misplacement Correction of Restriction Mode on Transfer of Equity Interests in China——Analyzing Article 16-22 of [2017],No.4 Judicial Interpretation of Company Law. Modern Law Science, (4), p176.

8. Shen Wenjun. (2022). The Validity of Restricting the Equity Transfer by the Articles of Association of a Limited Liability Company——From the Perspective of the Classification of Articles of Association. Social Scientist. No.2, General No.298, p129.

9. Thomas Raiser, Rüdiger Veil. (2004). The German Joint-Venture Company Law (3rd Ed.), translated by Gao Xujun et al., Law Press.

10. Qian Yulin. (2021). Attributes and Norms of Equity Transfer Behavior. China Legal Science, (01), p210.

11. Wang Jianwen. (2014). The Autonomous Boundary and Judicial Application of Restriction on Equity Transfer of Limited Liability Company. Social Scientist, 201(01), p87.

12. Cooter, Robert & Ulen, Thomas. (2016). Law and Economics, 6th edition, published in Berkeley Law Books.

Data Availability

The datasets used and/or analyzed during the current study will be available from the authors upon reasonable request.

This work is licensed under a Creative Commons Attribution-ShareAlike 4.0 International License. Authors who publish this series agree to the following terms:

1. Authors retain copyright and grant the series right of first publication with the work simultaneously licensed under a Creative Commons Attribution License that allows others to share the work with an acknowledgment of the work's authorship and initial publication in this series.

2. Authors are able to enter into separate, additional contractual arrangements for the non-exclusive distribution of the series's published version of the work (e.g., post it to an institutional repository or publish it in a book), with an acknowledgment of its initial publication in this series.

3. Authors are permitted and encouraged to post their work online (e.g., in institutional repositories or on their website) prior to and during the submission process, as it can lead to productive exchanges, as well as earlier and greater citation of published work (See Open Access Instruction).

Volume Title
Proceedings of the 3rd International Conference on Business and Policy Studies
ISBN (Print)
978-1-83558-265-7
ISBN (Online)
978-1-83558-266-4
Published Date
05 January 2024
Series
Advances in Economics, Management and Political Sciences
ISSN (Print)
2754-1169
ISSN (Online)
2754-1177
DOI
10.54254/2754-1169/67/20241250
Copyright
05 January 2024
Open Access
This article is an open access article distributed under the terms and conditions of the Creative Commons Attribution (CC BY) license, which permits unrestricted use, distribution, and reproduction in any medium, provided the original work is properly cited

Copyright © 2023 EWA Publishing. Unless Otherwise Stated