Dissertation > Excellent graduate degree dissertation topics show

Equity quality of a limited liability company the right to legal issues

Author: LiangHongXia
Tutor: WuJingMing
School: China University of Political Science
Course: Economic Law
Keywords: limited liability company pledge of stock rights subject matter establishment of the pledge
CLC: D922.291.91
Type: Master's thesis
Year: 2007
Downloads: 112
Quote: 0
Read: Download Dissertation

Abstract


The pledge of stock rights arises with the development of commodity and related corporation legal system.The function and value of the pledge of stock rights have been recognized by more and more investors and creditors with the rapid growth of Chinese economy.Due to its unique advantage of efficiency and feasibility compared with other pledge methods,the pledge of stock rights is increasingly used in the economic practice.However,the current legal system about the pledge of stock rights still can’t completely meet the needs of our practice.Although the newly enacted Property Law of the People’s Republic of China("PRC") ("Property Law") modifies some old stipulations of the PRC Guarantee Law("Guarantee Law"),it cannot cover detailed aspects due to its supremacy.At the same time,the legal relationship seems especially complicated when it comes to the field of the pledge of stock rights in limited liability companies.After the Property Law takes effect,it is necessary to conduct a deep research in this field.Accordingly,the dissertation will analyze the legal issues theoretically and practically.The dissertation consists of five chapters.ChapterⅠis dedicated to the analysis of the basic theory of stock rights and pledge of stock rights.The definition,classification and essence of the stock rights will be briefly introduced.According to the classification whether or not the exercise of the shareholder’s right is for the sole interest of the shareholder,I introduce the stock rights stipulated in the PRC Company Law("Company Law").As to the essence of the stock rights,I agree the opinion that it is a new kind of right.In addition,from the basic theory of pledge and pledge of rights,this dissertation presents definition and feature of the pledge of stock rights.The pledge of stock rights shares some common characters with the pledge of rights.However,there are indeed some outstanding differences.Its unique feature is that the rights and obligations with respect to the pledge of stock rights are very complicated,and the value of stock rights is highly risked under many factors such as the management situation of the companies and ever-changing environment of the market.ChapterⅡfocuses on the subject matter of the pledge of stock rights and this chapter also constitutes the main portion of the dissertation. Different scholars have different opinions about the subject matter of the pledge of stock rights.I put forward the opinion that the subject matter varies according to which stage the pledge relationship stays.Two stages should be separated from each other,one is the period when the pledge relationship lasts and the other is the period when the pledgee exercises his pledge right.I think that the statutory subject mater of the pledge of stock rights is that the pledgee is entitled to have the priority with regards to the value of the pledged stocks when the pledgee exercises his pledge right and is entitled to share the distribution of the remaining assets of the company when the pledge relationship still lasts.Within the period the pledge relationship lasts,how to exercise the stock rights becomes a concern for the pledger and pledgee.We should keep in mind that the limited liability company is always conducted based on good faith among shareholders and the management situation greatly influences the value of the stocks.Taking these factors into consideration,I can safely draw the conclusion that both parties can make an agreement to stipulate which party can exercise the relevant stock rights so long as the agreement does not violate the mandatory PRC laws.In this chapter,I also present the different situations in practice that which party exercises the stock rights during the period when the pledge relationship exists.A deep research is also conducted about the validity of the pledge of stock rights under several occasions.ChapterⅢis centered on the establishment of the pledge of stock rights.The establishment becomes very complicated as the pledgee, pledger,subject matter of the pledge and the purposes for establishment differ from one occasion to another.After analyzing current PRC laws,I enumerate some points we should keep in mind when we want to establish the pledge of stock rights.More attention should be attached to the rights and obligations of pledger,pledgee and other shareholders who do not pledge their stocks.Under the circumstance the shareholder has not made his contribution,whether or not he can pledge his stocks remains a question.In my opinion,shareholders can reach an agreement in the articles of association of the company("AOA").If the AOA allows such shareholder to pledge his stocks,it is the pledgee who should decide whether or not to accept such pledge according to his own consideration.ChapterⅣis about the effect and enforcement of the pledge of stock rights.This chapter conducts a research about the effect of the pledge of stock rights and the agreement thereof before and after the Property Law takes effect.In this chapter,I specify the rights and obligations of the shareholder who do not pledge his stock to third party and hold the opinion that such shareholder still has the priority to purchase the pledged stocks according to the PRC laws.On the other hand,such shareholder should bear the obligation to allow the pledgee to get access to the information with regards to the company.ChapterⅤcomes to a conclusion.Since the pledge of stock rights has its own characters,I insist when we analyze its subject matter,we should think about it from two aspects.One is the mandatory stipulations of current valid PRC laws,and the other is the agreement that both parties are likely to reach.The AOA of the company is very important and it can be stipulated in the AOA whether or not the shareholder can pledge his stocks and the proportion thereof if he has not made its contribution to the company.The dissertation reminds people to take all factors into consideration before he signs the contract of the pledge of stock rights. Also,we should act pursuant to all necessary legal procedures to make sure the validity of the pledge of stock rights.

Related Dissertations

  1. On the Consummation of Corporation Personality Denial Legal Regime in Our Country,D922.291.91
  2. The Key Account Service Management Mode Research of Tao Cheng Power Supply Limited Liability Company,F426.61
  3. The Demarcation of the Scope of Chattel Mortgage Subject Matter,D923
  4. Research on Construction of the Retrial Procedure,D925.1
  5. Society of Southern Song Ci,I207.23
  6. The Research on Fang Gan and His Poems,I207.22
  7. Demonstrate the legitimacy of the request part of its system design,D925.1
  8. 1979-1989 China's domestic research of Picture Book Art,I207.8
  9. Research on the Competitive Strategy of Shandong M Auctions CO.LTD,F724.59
  10. Study on Shareholder’s Right to Information of the Limited Liability Company,D922.291.91
  11. The Study on Objective Scope of Res Judicata,D925.1
  12. The Research of the Action for Interlocutory Declaration,D925.1
  13. Study of Pending Action in Civil Procedure Theory,D925.1
  14. Research on System of Shareholders’ Right to Information in Limited Liability Company,D922.291.91
  15. On Legal Issues about the Recognition of Shareholder Qualifications in Limited Companies,D922.291.91
  16. Comparative Study of the Subject of the Transfer Provisions of the Insurance,D922.284
  17. The Stock Buy-Back Claim Right of Limited Liability Company Research,D922.291.91
  18. Research on the Spare Melanchloy Ci of Song Dynasty,I207.22
  19. The Tort Liability of Against the Possession,D913
  20. Development Strategy of DFZZ Limited Liability Company,F426.83
  21. Discussion of Protection of Limited Liability Companies Shareholders’ Right of Profit Distribution Claim,D922.291.91

CLC: > Political, legal > Legal > Chinese law > Economic Law > Corporate law, company law
© 2012 www.DissertationTopic.Net  Mobile