1. Before the expiration of the paid-in capital contribution period, the normal process can be followed: Article 71 of the Company Law stipulates that shareholders of a limited liability company can transfer all or part of their shares to each other, or transfer their shares to people other than shareholders (but with the consent of more than half of other shareholders). In other words, before the expiration of the paid-in capital contribution period stipulated in the articles of association, the shareholders who have not paid their capital contribution have the right to transfer their equity. As for whether the transferor or the transferee performs this obligation, it depends on the agreement of both parties. If both parties fail to fulfill their capital contribution obligations, according to Article 18 of the Interpretation of Company Law (III), the company has the right to require the shareholders who transfer the equity to fulfill their capital contribution obligations and require the transferee to bear joint and several liabilities;
2. Upon the expiration of the paid-in capital contribution period, different situations shall be treated differently: if the shareholders fail to perform or not fully perform their capital contribution obligations at the expiration of the paid-in capital contribution period, it is a defective capital contribution. Whether the equity transfer agreement signed by shareholders with defective capital contribution will have legal consequences of equity change should be judged from the fact that shareholders need to meet the substantive and formal requirements of shareholder qualification, that is, they have subscribed their capital contribution and registered it in the company's articles of association and the register of shareholders.
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Reply time: 202 1-09-27. Please refer to the latest business changes announced by Ping An Bank in official website.
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