Suchergebnisse

The article focuses on study of legal basis for the transfer of a participant's share in the authorized capital of limited liability and additional liability companies to another person. It has been confirmed that the "transfer of equity interest of an economic partnership" essence as a legal category of the Commercial Law science has not been carefully investigated. Additionally it is stated that clarification of the issue what is posed as a subject of the contracts – share or equity rights – has a significant meaning in definition of the subject of the purchase agreements, gift agreements and other agreements, aimed at the property transfer. It has been proven that a share in the authorized capital constitutes as such a subject, but not equity rights that are testified by it. It is proposed to understand the legal concept of the "transfer of a share" as a superordinate term which includes alienation, interest sale, levy of execution on partnership share, inheritance, legal succession and other grounds for such a transition. The legal basis for the organization and implementation of the transfer of a share in the authorized capital of limited liability and additional liability companies has been analyzed. The shortcomings of the legal basis of this process are identified, which may include irregularities in certain issues, in particular, regarding the definition of the subject matter of the agreement on the alienation of a share in the authorized capital and the introduction of the institution of a corporate agreement on the non-application possibility of the provisions of the legislation regarding the preferential right of other participants to acquire a share in the authorized capital. The advantages of the new Law of Ukraine "On Limited Liability and Additional Liability Companies" have been analyzed in relation to the regulation of the participant's priority right to acquire a share (part of a share) of another shareholder of a company that is sold to a third party. First of all, the problems of the legislative development that are connected with the fact that there are certain norms in the Law of Ukraine "On Limited Liability and Additional Liability Companies" have been revealed which create potential threats for subjects in a corporate legal relationship, namely, this refers to the existence of a threat of non-compliance with the rules concerning the priority right of other participants to acquire a share by means of the conclusion by the alienator of any other contracts, save as purchase agreement, in particular, free-of-charge exchange or gift contracts in this area and secondly, the possibility of leveling up legislative provisions regarding the priority right to acquire a share (part of a share) by concluding the corporate agreement with other shareholders of the company, which will include a provision on the non-application of priority right.As a result of the study, the proposals aimed at improving the legal basis for the transfer of a participant's share in the authorized capital of specified economic organizations have been formulated. ; Стаття присвячена дослідженню правової основи переходу частки учасника у статутному капіталі товариств з обмеженою та додатковою відповідальністю до іншої особи. Виявлено проблеми розвитку законодавства у цій сфері.За результатами дослідження сформульовано пропозиції, спрямовані на вдосконалення правової основи переходу частки учасника у статутному капіталі зазначених господарських організацій.