How to deal with shareholders who want to withdraw from the company's shares?

Legal analysis: shareholders of the company can withdraw through the following channels: 1, and transfer their equity to other shareholders or others; 2. Apply to the company for capital reduction; 3. Apply to the company to buy back shares; 4. Bring a lawsuit to the court to dissolve the company; 5. Withdraw from the company after bankruptcy liquidation. Equity transfer: if the transferee is a shareholder of the company, it can be directly transferred. If it is a third party other than the shareholders of the company, it needs the consent of more than half of the other shareholders of the company. Under the same conditions, the shareholders of the company also have the preemptive right. Company's capital reduction: Shareholders' withdrawal is realized through the company's capital reduction, and its essence is that the company repurchases the capital contribution of the withdrawing shareholders. That is, the company purchases shareholders' capital contribution with its reduced registered capital, so as to realize shareholders' withdrawal. Requiring the company to buy back: Requiring the company to buy back the shares held by shareholders at a reasonable price needs to meet the conditions stipulated in the Company Law. Company dissolution: There are several situations of company dissolution. According to the Company Law, the shareholders' meeting decides to dissolve and order the company to close down when the operating period stipulated in the company's articles of association expires. Therefore, generally speaking, the dissolution of the company should be decided by the shareholders' meeting, that is, shareholders with sufficient voting rights as stipulated in the Company Law need to support the proposal of dissolution of the company. Once the company is dissolved, all shareholders will withdraw their shares. This is the cleanest way to quit smoking. Of course, the procedure is complicated, and it is necessary to form a liquidation group for liquidation. Withdrawal from bankruptcy liquidation: The bankruptcy law stipulates that if an enterprise as a legal person is unable to pay off its debts due, its assets are insufficient to pay off all its debts or it obviously lacks solvency, it shall clear up its debts in accordance with the provisions of this law.

It is complicated to withdraw from the company's shares, and the parties cannot withdraw without authorization, because the act of withdrawing from the company's shares without authorization constitutes the crime of withdrawing capital contribution. Whoever constitutes this crime shall be sentenced to fixed-term imprisonment of not more than five years or criminal detention and shall also be fined. The fine shall be paid according to a certain proportion, and shall be paid in time to avoid overdue fine.

Legal basis: People's Republic of China (PRC) Company Law.

Article 71 Shareholders of a limited liability company may transfer all or part of their shares to each other. Shareholders' transfer of equity to persons other than shareholders shall be approved by more than half of other shareholders. Shareholders shall notify other shareholders in writing to agree to the transfer of their shares. If other shareholders fail to reply within 30 days from the date of receiving the written notice, they shall be deemed to have agreed to the transfer. If more than half of the other shareholders do not agree to the transfer, the shareholders who do not agree shall purchase the transferred equity; Do not buy, as agreed to transfer. Under the same conditions, other shareholders have the priority to purchase the equity transferred with the consent of shareholders. If two or more shareholders claim to exercise the preemptive right, their respective purchase proportions shall be determined through consultation; If negotiation fails, the preemptive right shall be exercised in accordance with their respective investment proportions at the time of transfer. Where there are other provisions on equity transfer in the articles of association, such provisions shall prevail.

Article 74 In any of the following circumstances, a shareholder who votes against the resolution of the shareholders' meeting may request the company to purchase its equity at a reasonable price:

(a) the company has not distributed profits to shareholders for five consecutive years, but the company has made profits for five consecutive years and meets the conditions for distributing profits as stipulated in this Law;

(2) The merger, division or transfer of the company's main property;

(3) Upon the expiration of the business term stipulated in the Articles of Association or other reasons for dissolution stipulated in the Articles of Association, the shareholders' meeting will adopt a resolution to amend the Articles of Association to make the Company survive.

If the shareholders and the company fail to reach an equity purchase agreement within 60 days from the date of adoption of the resolution of the general meeting of shareholders, the shareholders may bring a lawsuit to the people's court within 90 days from the date of adoption of the resolution of the general meeting of shareholders.

Article 187 If the liquidation group finds that the company's assets are insufficient to pay off debts after clearing up the company's assets and compiling the balance sheet and list of assets, it shall apply to the people's court for bankruptcy according to law. After the company is declared bankrupt by the people's court, the liquidation group shall hand over the liquidation affairs to the people's court.